My Size Inc
For the period ended Mar 31, 2025. Filed May 15, 2025.
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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
MYSZ$0.80-0.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-14.
0001493152-24-045931
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.
0001641172-25-010830
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 66 previous paragraphs and 55 current paragraphs.
25 unchanged; 18 reworded; 12 added; 20 removed; 3 previous and 0 current paragraphs rearranged.
Tables are not compared: 5 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 (12)
Current report
New Percentil
Current report
On May 9, 2025, our newly-formed, wholly-owned subsidiary, New Percentil, S.L., a limited liability company incorporated under the laws of Spain, or New Percentil, entered into a production unit transfer agreement, or the Production Transfer Agreement, with Casi Nuevo Kids, S.L., a limited liability company incorporated under the laws of Spain, or Casi Nuevo, pursuant to which New Percentil acquired, or the Acquisition, a production unit of Casi Nuevo with a trade name of Percentil, or the Production Unit or Percentil, that was judicially awarded to us in April 2025 within the framework of insolvency proceedings of Casi Nuevo filed with Commercial Court No. 13 of Madrid (Spain). The Acquisition was completed on May 9, 2025.
Current report
Pursuant to the Production Transfer Agreement, New Percentil acquired the Production Unit, which consists of warehouse infrastructure and equipment, including Percentil’s central warehouse, process and logistics equipment, including Percentil’s proprietary quality control and picking systems, AI-powered pricing engine and proprietary garment assessment tools and processes, computer and electronic equipment, including photographic equipment and content production, equipment for garments and product presentation, supplies and support equipment, inventory and other equipment and tools. In addition, pursuant to the Production Transfer Agreement, New Percentil was subrogated exclusively in the position of Casi Nuevo in the labor contracts of 17 former employees of Casi Nuevo, including its chief executive officer and chief marketing officer, who have transferred to New Percentil in connection with the Acquisition, or the Percentil Employees.
Current report
The total purchase price of the Acquisition was €610,806.81 (approximately $679,000), which consists of (i) €40,000 (approximately $44,500) paid by Naiz Fit, (ii) €358,196 (approximately $398,000) for the assumption of certain liabilities owed by Casi Nuevo to its customers, (iii) €48,000 (approximately $53,500) for the assumption of certain debt and social security payments related to the Percentil Employees, and (iv) €164,610 (approximately $183,000) for the assumption of accrued labor liabilities related to the Percentil Employees.
Current report
The Production Unit’s assets that were acquired by New Percentil in connection with the Acquisition were acquired free of liens, encumbrances, attachments or third party rights.
Current report
Macroeconomic and Geopolitical Environment
Current report
Because we operate globally, our business is subject to the effects of economic downturns or recessions in the regions in which we do business, volatility in foreign currency exchange rates relative to the U.S. dollar, inflation, changing interest rates, expanded trade control laws and regulations, imposition of new or higher tariffs and geopolitical conflicts.
Current report
In addition, U.S. President Trump has made a series of announcements regarding the imposition of new and higher U.S. tariffs on imports from many countries. In response, certain countries, as well as the European Union, have announced retaliatory tariffs on imports of U.S. goods and other countermeasures. We are monitoring these actions, including any pauses, escalations, exemptions or removal of exemptions, with respect to the threatened or imposed tariffs, and will continue to assess their potential impact on our business either directly, such as on our hardware business, or due to downstream effects.
Current report
We also continuously monitor geopolitical conflicts around the world, including the ongoing conflict between Russia and Ukraine and conflicts in the Middle East, and assess their impact on our business. To date, these conflicts have not materially limited our ability to develop or support our products and have not had a material impact on our results of operations, financial condition, liquidity or cash flows.
Current report
While our business model provides some resilience against these factors, we will continue to monitor the direct and indirect impacts of these or similar circumstances on our business and financial results. For additional information on the potential impact of macroeconomic and geopolitical conditions on our business, see the “Risk Factors” section in our Annual Report.
Current report
Three Months Ended March 31, 2025 Compared to Three Months Ended March 31, 2024
Current report
In January 2025, we entered into an At The Market Offering Agreement, or the Offering Agreement with H.C. Wainwright & Co., LLC, as agent, or Wainwright, pursuant to which we may offer and sell, from time to time through Wainwright shares of our common stock having an aggregate offering price of up to $4.1 million. We agreed to pay Wainwright a commission at a fixed rate of 3.0% of the aggregate gross proceeds from each sale of the shares under the Offering Agreement. As of March 31, 2025 and the date hereof, we sold 60,589 shares and 992,328 shares, respectively, pursuant to the Offering Agreement for aggregate gross proceeds of approximately $142,000 and $1,995,000, respectively.
Removed paragraphs (20)
Previous report
Recent Developments
Previous report
Hamas-Israel War
Previous report
In October 2023, Hamas terrorists infiltrated Israel’s southern border from the Gaza Strip and conducted a series of attacks on civilian and military targets. Hamas also launched extensive rocket attacks on the Israeli population and industrial centers located along Israel’s border with the Gaza Strip and in other areas within the State of Israel. These attacks resulted in thousands of deaths and injuries, and Hamas additionally kidnapped many Israeli civilians and soldiers. Following the attack, Israel’s security cabinet declared war against Hamas and commenced a military campaign against Hamas and other terrorist organizations in parallel to their continued rocket and terror attacks. In addition, since the commencement of these events, there have been continued hostilities along Israel’s northern border with Lebanon (with the Hezbollah terror organization) and on other fronts from various extremist groups in region, such as the Houthi movement in Yemen and various rebel militia groups in Syria and Iraq. Israel has carried out a number of targeted strikes on sites belonging to these terror organizations and in October 2024, Israel began limited ground operations against Hezbollah in Lebanon. In addition, Iran recently launched direct attacks on Israel involving hundreds of drones and missiles and has threatened to continue to attack Israel and is widely believed to be developing nuclear weapons. Iran is also believed to have a strong influence among extremist groups in the region, such as Hamas in Gaza, Hezbollah in Lebanon, the Houthi movement in Yemen and various rebel militia groups in Syria and Iraq. Such clashes may escalate in the future into a greater regional conflict. To date, security situation in Israel has had an immaterial effect on our operations and financial results. This is attributable to our global footprint and the offices in Spain, which has become a hub for our sizing solutions business and the majority of Orgad’s inventory utilizes fulfillment by Amazon rather than fulfilling directly.
Previous report
Nine and Three Months Ended September 30, 2024 Compared to Nine and Three Months Ended September 30, 2023
Previous report
Our revenues for the nine months ended September 30, 2024 amounted to $6,802,000 compared to $4,166,000 for the nine months ended September 30, 2023. The increase in the nine months ended September 30, 2024 from the corresponding period is primarily attributable to an increase in Orgad sales due to the fire occurred in the warehouse in January 2023.
Previous report
Our cost of revenues expenses for the nine months ended September 30, 2024 amounted to $3,831,000 compared to $2,698,000 for the nine months ended September 30, 2023. The increase in comparison with the corresponding period was mainly due to an increase in revenues described above offset by an inventory mark-down of $643,000 due to the fire that occurred in Orgad’s warehouse during January 2023.
Previous report
Our sales and marketing expenses for the nine months ended September 30, 2024 amounted to $2,670,000 compared to $2,598,000 for the nine months ended September 30, 2023. The increase primarily resulted from an increase in Amazon fees due to an increase in sales offset by a decrease in salary expenses due to reduced headcount, consultant expenses, travel and marketing expenses.
Previous report
Our general and administrative expenses for the nine months ended September 30, 2024 amounted to $2,572,000 compared to $3,210,000 for the nine months ended September 30, 2023. The decrease primarily resulted from a decrease in professional services and insurance expenses.
Previous report
Impairment of goodwill
Previous report
We recorded a goodwill impairment charge of $631,000 for the three months ended September 30, 2024 as the carrying value of SaaS Solution reporting segment exceeded its expected fair value. No impairment was recorded for the three months ended September 30, 2023.
Previous report
Our financial expenses, net for the nine months ended September 30, 2024 amounted to $26,000 compared to financial expenses of $78,000 for the nine months ended September 30, 2023 The decrease compared to the corresponding period was mainly due to a decrease in financial expenses exchange rate differences.
Previous report
Goodwill impairment assessment
Previous report
We determine the fair value of our reporting units using the income approach. According to the income, we use discounted cash flows to estimate the fair value. Cash flow projections require us to make significant estimates of revenue growth rates and operating margins, taking into consideration the industry’s and market’s conditions. The discount rate used is based on the weighted average cost of capital, adjusted for the relevant risk associated with business-specific characteristics.
Previous report
Examples of critical estimates in valuing certain of the intangible assets we have acquired or may acquire in the future include but are not limited to the discount rate, the terminal growth rate and the revenue growth rate.
Previous report
We have experienced a pair of triggering events in the period ended September 30, 2024 due to sustained decreases in our share price and a decline in actual and forecasted operating results, prompting impairment assessments of goodwill and long-lived assets, including definite-lived intangibles.
Previous report
The table below indicates changes in the most significant inputs to our impairment analysis on each testing date since its last annual test.
Previous report
In September 2024, we updated the forecasted future cash flows used in the impairment assessment, including revenues, margin, and capital expenditures to reflect current conditions. Other changes in valuation assumptions included selection of lower revenue multiples based upon an assessment of current market conditions. As a result of this review, we did not identify an impairment to its definite-lived intangible assets or other long-lived assets.
Previous report
Based on our analysis, we determined that the carrying value of our SaaS Solutions reporting unit exceeded its fair value and an impairment charge of $631,000 was recorded. The analysis was done for the Fashion and equipment e-commerce platform reporting unit as well, but the reporting value exceeds its carrying amount.
Previous report
The table below indicates changes in the most significant inputs to our impairment analysis on each testing date since its last annual test for Fashion and equipment e-commerce platform segment.
Previous report
In September 2024, we updated the forecasted future cash flows used in the impairment assessment, including revenues, margin, and capital expenditures to reflect current conditions. Other changes in valuation assumptions included selection of lower revenue growth rates based upon an assessment of current market conditions. As a result of this review, the Company did not identify an impairment to its definite-lived intangible assets or other long-lived assets or for its goodwill for the quarter ended September 30, 2024 (level 3 fair value measurement).
Reworded paragraphs (18)
Previous wording
References to “U.S. dollars” and “$” are to currency of the United States of America, and references to “NIS” are to New Israeli Shekels. Unless otherwise indicated, U.S. dollar translations of NIS amounts presented in this Quarterly Report on Form 10-Q for three months ended on September 30, 2024 are translated using the rate of NIS 3.710 to $1.00.
Current wording
References to “U.S. dollars” and “$” are to currency of the United States of America, and references to “NIS” are to New Israeli Shekels. Unless otherwise indicated, U.S. dollar translations of NIS amounts presented in this Quarterly Report on Form 10-Q for three months ended on March 31, 2025 are translated using the rate of NIS 3.718 to $1.00.
Previous wording
We are an omnichannel e-commerce platform and provider of AI-driven software-as-a-service (“SaaS”) measurement solutions, including MySizeID and our subsidiaries, Naiz Fit, which provides SaaS technology solutions that solve size and fit issues and AI solutions for smarter design through data driven decisions for fashion ecommerce companies, and Orgad, an online retailer operating in the global markets. To date, we have generated almost all our revenue as a third-party seller on Amazon. Our advanced software and solutions assist us in the supply chain, identifying products that can drive growth and provides a user-friendly experience and best customer service.
Current wording
We are an omnichannel e-commerce platform and provider of AI-driven SaaS measurement solutions and our recently acquired subsidiaries, Naiz Fit, which provides SaaS technology solutions that solve size and fit issues and AI solutions for smarter design through data driven decisions for fashion ecommerce companies, and Orgad, an online retailer operating in the global markets. To date, we have generated almost all our revenue as a third-party seller on Amazon. Our advanced software and solutions assists us in supply chain, identifying products that can drive growth and provides a user-friendly experience and best customer service.
Previous wording
Our flagship innovative tech product, MySizeID, enables shoppers to generate highly accurate measurements of their body to find the accurate fitting apparel by using our application on their mobile phone or through the MySizeID Widget: a simple questionnaire which uses a database collected over the years.
Current wording
We are currently focused on driving the commercialization of the Naiz Fit technology which, enables shoppers to generate highly accurate measurements of their body to find the accurate fitting apparel by using our Naiz Fit Widget, a simple questionnaire which uses a database collected over the years and allows buyers to know what size to pick when buying online, reducing returns and increasing conversion rates of sellers.
Previous wording
MySizeID syncs the user’s measurement data to a sizing chart integrated through a retailer’s (or a white labeled) mobile application, and only presents items for purchase that match their measurements to ensure a correct fit.
Current wording
Naiz Fit syncs the user’s measurement data to a sizing model generated with our proprietary Garment Modelling technology for each item sold on the ecommerce, and only presents items for purchase that match their measurements to ensure a correct fit.
Previous wording
We are positioning ourselves as a consolidator of sizing solutions and a provider of a new digital experience due to recent technological developments for the fashion industry needs. Our other product offerings include First Look Smart Mirror for physical stores and Smart Catalog to empower brand design teams, which are designed to increase end consumer satisfaction, contributing to a sustainable world and reducing operation costs.
Current wording
We are positioning ourselves as a consolidator of sizing solutions and new digital experience due to new developments for the fashion industry needs. Our other product offerings include First Look Smart Mirror for physical stores and Smart Catalog to empower brand design teams, which are designed to increase end consumer satisfaction, contributing to a sustainable world and reduce operation costs. We also recently launched True Feedback, a Go-To-market solution that extracts data from our Naiz Community mystery shoppers to fine-tune the customer experience offered to fashion buyers, both online and offline.
Previous wording
Our revenues for the three months ended September 30, 2024 amounted to $1,839,000 compared to $2,156,000 for the three months ended September 30, 2023. The decrease in the three months ended September 30, 2024 from the corresponding period is primarily attributable to a decrease in Orgad sales due to low inventory and seasonality.
Current wording
Our revenues for the three months ended March 31, 2025 amounted to $1,479,000 compared to $2,984,000 for the three months ended March 31, 2024. The decrease in the three months ended March 31, 2025 from the corresponding period is primarily attributable to a decrease in Orgad sales.
Previous wording
Our cost of revenues expenses for the three months ended September 30, 2024 amounted to $1,048,000 compared to $780,000 for the three months ended September 30, 2023. The increase in comparison with the corresponding period was mainly due to an increase in shipping costs and cost of goods.
Current wording
Our cost of revenues expenses for the three months ended March 31, 2025 amounted to $1,059,000 compared to $1,788,000 for the three months ended March 31, 2024. The decrease in comparison with the corresponding period was mainly due to a decrease in amounts sold.
Previous wording
Our research and development expenses for the three months ended September 30, 2024 amounted to $89,000 compared to $242,000 for the three months ended September 30, 2023. The decrease from the corresponding period was mainly due to a decrease in salaries expenses due to reduced headcount and a decrease in subcontractor expenses.
Current wording
Our research and development expenses for the three months ended March 31, 2025 amounted to $82,000 compared to $132,000 for the three months ended March 31, 2024. The decrease from the corresponding period was mainly due to a decrease in salaries expenses due to reduced headcount and a decrease in subcontractor expenses.
Previous wording
Our sales and marketing expenses for the three months ended September 30, 2024 amounted to $737,000 compared to $952,000 for the three months ended September 30, 2023. The decrease primarily resulted from a decrease in salary expenses due to reduced headcount, consultant expenses, travel and marketing expenses offset by an increase in Amazon fees due to the increase in sales.
Current wording
Our sales and marketing expenses for the three months ended March 31, 2025 amounted to $567,000 compared to $1,102,000 for the three months ended March 31, 2024. The decrease primarily resulted from a decrease in salary expenses due to reduced headcount, consultant expenses and marketing expenses decrease in Amazon fees due to the increase in sales.
Previous wording
Our general and administrative expenses for the three months ended September 30, 2024 amounted to $640,000 compared to $1,287,000 for the three months ended September 30, 2023. The decrease primarily resulted from a decrease in professional services and insurance expenses.
Current wording
Our general and administrative expenses for the three months ended March 31, 2025 amounted to $831,000 compared to $1,033,000 for the three months ended March 31, 2024. The decrease primarily resulted from a decrease in professional services and stock based compensation.
Previous wording
As a result of the foregoing, for the three months ended September 30, 2024, our operating loss was $1,306,000 an increase of $201,000, or 18.2%, compared to our operating loss for the three months ended September 30, 2023 of $1,105,000.
Current wording
As a result of the foregoing, for the three months ended March 31, 2025, our operating loss was $1,060,000 an increase of $11,000, or 1%, compared to our operating loss for the three months ended March 31, 2024 of $1,071,000.
Previous wording
Our financial income, net for the three months ended September 30, 2024 amounted to $6,000 compared to financial income of $22,000 for the three months ended September 30, 2023. The decrease compared to the corresponding period was mainly due to a decrease in financial expenses exchange rate differences.
Current wording
Our financial income (expenses), net for the three months ended March 31, 2025 $0 compared to financial income of $55,000 for the three months ended March 31, 2024.
Previous wording
As a result of the foregoing, our net loss for the three months ended September 30, 2024 was $1,300,000, compared to net loss of $1,132,000 for the three months ended September 30, 2023. The increase in net loss was mainly due to the reasons mentioned above.
Current wording
As a result of the foregoing, our net loss for the three months ended March 31, 2025 was $1,060,000, compared to net loss of $1,016,000 for the three months ended March 31, 2024. The decrease in net loss was mainly due to the reasons mentioned above.
Previous wording
As of September 30, 2024, we had cash, cash equivalents and restricted cash of $2,371,000 compared to $2,264,000 of cash, cash equivalents and restricted cash as of December 31, 2023. This increase primarily resulted from the warrant repricing transaction that was completed in May 2024, offset by payments that were made to suppliers, resources that were deployed to grow our businesses and payments related to the Orgad acquisition.
Current wording
As of March 31, 2025, we had cash, cash equivalents and restricted cash of $3,695,000 compared to $4,880,000 of cash, cash equivalents and restricted cash as of December 31, 2024. This decrease primarily resulted from offset by payments that were made to suppliers, resources that were deployed to grow our businesses and payments.
Previous wording
Cash used in operating activities amounted to $2,523,000 for the nine months ended September 30, 2024, compared to $4,910,000 for the nine months ended September 30, 2023. The decrease in cash used in operating activity is derived mainly from a change in inventory, impairment of goodwill and a decrease in the net loss offset by a change in account receivables, trade payables and liabilities to related parties.
Current wording
Cash used in operating activities amounted to $1,268,000 for the three months ended March 31, 2025, compared to $1,417,000 for the three months ended March 31, 2024. The decrease in cash used in operating activity is derived mainly from a decrease in the net loss offset by a change in account receivables and trade payables.
Previous wording
Net cash provided by investing activities was $60,000 or the nine months ended September 30, 2024, compared to none for the nine months ended September 30, 2023.
Current wording
Net cash provided by investing activities was none for the three months ended March 31, 2025, compared to $60,000 for the three months ended March 31, 2024.
Previous wording
Net cash provided by financing activities was $2,626,000 for the nine months ended September 30, 2024, compared to $6,230,000 for the nine months ended September 30, 2023. The cash flow from financing activities for the nine months ended September 30, 2024 resulted from the May 2024 warrant repricing transaction and a loan that was received in February 2024 compared to the public and private offerings that occurred in January and August 2023.
Current wording
Net cash provided by financing activities was $95,000 for the three months ended March 31, 2025, compared to $407,000 for the three months ended March 31, 2024. The cash flow from financing activities for the three months ended March 31, 2025 resulted from the issuance of shares during the period.
Previous wording
We expect that we will continue to generate losses and negative cash flows from operations for the foreseeable future. Based on the projected cash flows and cash balances as of September 30, 2024, we believe our existing cash will not be sufficient to fund operations for a period of more than 12 months. As a result, there is substantial doubt about our ability to continue as a going concern. We will need to raise additional capital, which may not be available on reasonable terms or at all. Additional capital would be used to accomplish the following:
Current wording
We expect that the Company will continue to generate losses and negative cash flows from operations for the foreseeable future. Based on the projected cash flows and cash balances as of the date of these financial statements, management is of the opinion that there is an uncertainty that its existing cash will be sufficient to fund operations for a period of more than 12 months. As a result, there is substantial doubt about the Company’s ability to continue as a going concern. We will need to raise additional capital, which may not be available on reasonable terms or at all. Additional capital would be used to accomplish the following:
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
Our research and development expenses for the nine months ended September 30, 2024 amounted to $352,000 compared to $811,000 for the nine months ended September 30, 2023. The decrease from the corresponding period was mainly due to a decrease in salaries expenses due to reduced headcount and a decrease in subcontractor expenses.
Previous report — wording carried elsewhere
As a result of the foregoing, for the nine months ended September 30, 2024, our operating loss was $3,254,000 a decrease of $1,897,000, or 36.8%, compared to our operating loss for the nine months ended September 30, 2023 of $5,151,000.
Previous report — wording carried elsewhere
As a result of the foregoing, our net loss for the nine months ended September 30, 2024 was $3,280,000, compared to net loss of $5,077,000 for the nine months ended September 30, 2023. The decrease in net loss was mainly due to the reasons mentioned above.