Viewbix Inc.
For the period ended Jun 30, 2025. Filed Aug 19, 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.
Jun 30, 2025 · Filed Aug 19, 2025
QXL$3.69+4.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-14.
0001641172-25-010059
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-19.
0001641172-25-024831
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS 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 85 previous paragraphs and 105 current paragraphs.
50 unchanged; 25 reworded; 30 added; 9 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 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 (30)
Current report
July 2025 Private Placement
Current report
On July 11, 2025, the Company entered into a securities purchase agreement (the “July 2025 Purchase Agreement”) with certain accredited investors pursuant to which the Company issued and sold in a private placement, (the “July 2025 Private Placement”) an aggregate of 848,763 shares of common stock, pre-funded warrants to purchase up to 77,160 shares of common stock and common warrants to purchase up to an aggregate of 925,923 shares of common stock, at an offering price of $4.86 per share of common stock and associated common warrant and an offering price of $4.8599 per pre-funded warrant and associated common warrant.
Current report
The pre-funded warrants were immediately exercisable upon issuance at an exercise price of $0.0001 per share and will not expire until exercised in full. The common warrants were immediately exercisable upon issuance at an exercise price of $4.74 per share, subject to adjustment as set forth therein, and will expire five and a half years from the issuance date. The common warrants may be exercised on a cashless basis if there is no effective registration statement registering the shares of shares of common stock underlying the common warrants.
Current report
In connection with the July 2025 Purchase Agreement, we entered into a registration rights agreement (the “July 2025 Registration Rights Agreement”) with each investor. Pursuant to the July 2025 Registration Rights Agreement, the Company was required to file a resale registration statement with the SEC (the “July 2025 PIPE Registration Statement”) to register for resale the shares of common stock issued in the July 2025 Private Placement and the shares of common stock issuable upon exercise of the pre-funded warrants and common warrants issued in the July 2025 Private Placement within fourteen (14) trading days of the signing date of the July 2025 Purchase Agreement (the “July 2025 PIPE Signing Date”) and to have such July 2025 PIPE Registration Statement declared effective within sixty (60) calendar days after the July 2025 PIPE Signing Date in the event the July 2025 PIPE Registration Statement is not reviewed by the SEC, or ninety (90) calendar days of the July 2025 PIPE Signing Date in the event the July 2025 PIPE Registration Statement is reviewed by the SEC. The Company filed the July 2025 PIPE Registration Statement on July 23, 2025, which was declared effective by the SEC on July, 31, 2025.
Current report
In connection with the July 2025 Private Placement, the Company also entered into a letter agreement (the “July 2025 Placement Agent Agreement”) with Aegis Capital Corp., as placement agent (the “Placement Agent”) dated July 11, 2025, pursuant to which the Placement Agent agreed to serve as the placement agent for in connection with the July 2025 Private Placement. The Company paid the Placement Agent a cash placement fee equal to 7.0% of the gross proceeds received in the July 2025 Private Placement and $50,000 for reasonable legal fees and disbursements for the Placement Agent’s counsel. In addition, pursuant to the July 2025 Placement Agent Agreement, the Company agreed to abide by certain customary standstill restrictions for a period of thirty (30) days following the later of the closing of the July 2025 Private Placement and the date that the July 2025 PIPE Registration Statement is declared effective by the SEC.
Current report
Aggregate gross proceeds to the Company in respect of the July 2025 Private Placement were approximately $4.5 million, before deducting fees payable to the Placement Agent and other offering expenses payable by us. If the warrants are exercised in cash in full this would result in an additional $4.4 million of gross proceeds.
Current report
Nasdaq Uplisting
Current report
On June 4, 2025, the Company issued a press release announcing that its shares of common stock, par value $0.0001 per share were approved for listing on The Nasdaq Capital Market. The Company’s shares of common stock began trading under the symbol “VBIX” on the Nasdaq Capital Market on June 5, 2025. The Company’s shares of common stock were previously quoted on the OTC Markets, Pink Tier under the symbol “VBIX”, and ceased to be quoted on the OTC Markets, Pink Tier at the close of business on June 4, 2025.
Current report
On July 16, 2025, the Court approved a settlement agreement entered into between Gix Media, the Service Provider and other creditors of Gix Media that joined the Petition (collectively, the “Service Providers”) with respect to the debts owed by Gix Media to the Service Providers. In connection with the settlement agreement, the Company agreed to provide a guarantee for the debts owed by Gix Media to the Service Providers. On July 22, 2025, pursuant to the terms of the settlement agreement, Gix Media paid approximately $1.13 million to the Service Providers as payment in full of the debts owed to the Service Providers. As a result of such payment in full by Gix Media to the Service Providers, the Petition was dismissed.
Current report
Our revenues were $2,281 thousand for the three months ended June 30, 2025, compared to $7,333 thousand during the same period in the prior year.
Current report
Our revenues from Cortex’s Content Platform were $1,911 thousand for the three months ended June 30, 2025, a decrease of $4,307 as compared to $6,218 thousand during the same period in the prior year. The reasons for the decrease during the three months ended June 30, 2025 are due to the Cortex Adverse Effect.
Current report
Our revenues from Gix Media’s Search Platform were $354 thousand for the three months ended June 30, 2025, a decrease of $761 as compared to $1,115 thousand during the same period in the prior year. The reasons for the decrease during the three months ended June 30, 2025, 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 report
A goodwill impairment loss of $3,150 thousand was recorded during the three months ended June 30, 2025, compared to $4,739 during the three months ended June 30, 2024. Both goodwill impairment losses recognized during the three months ended June 30, 2025 and June 30,2024, were related to the Content Platform (see also note 5.B to our interim condensed consolidated financial statements ended June 30, 2025).
Current report
Our other expenses for the three months ended June 30, 2025, were $500 thousand, compared to $233 thousand other income during the three months ended June 30, 2024. The other expenses during the three months ended June 30, 2025, were primarily related to the uplisting of our shares of common stock to the Nasdaq Capital Market, which was effected in June 2025 (the “Uplist”), whereas the other income during the three mounts ended June 30, 2024, mainly attributable to governmental grants received by Gix Media and Cortex from the Israel Tax Authority in connection with the “Iron Swords” war.
Current report
Results of Operations During the Six Months Ended June 30, 2025 as Compared to the Six Months Ended June 30, 2024
Current report
Our revenues were $5,014 thousand for the six months ended June 30, 2025, compared to $17,335 thousand during the same period in the prior year.
Current report
Our revenues from Cortex’s Content Platform were $4,115 thousand for the six months ended June 30, 2025, a decrease of $9,633 as compared to $13,748 thousand during the same period in the prior year. The reasons for the decrease during the three months ended June 30, 2025 are due to the Cortex Adverse Effect.
Current report
Our revenues from Gix Media’s Search Platform were $883 thousand for the six months ended June 30, 2025, a decrease of $2,704 thousand as compared to $3,587 thousand during the same period in the prior year. The reasons for the decrease during the Six months ended June 30, 2025, 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 report
Our traffic-acquisition and related costs were $4,203 thousand for the six months ended June 30, 2025, a decrease of $9,866 compared to $14,069 thousand during the same period in the prior year. The reason for the decrease in the six months ended June 30, 2025, is due to the decrease in revenues from both the Content and Search Platforms during the six months ended June 30, 2025, as mentioned above.
Current report
Our research and development expenses were $272 thousand for the six months ended June 30, 2025, compared to $1,262 thousand during the same period in the prior year. The reason for the decrease in the six months ended June 30, 2025, is due to the expense reduction in both the Content and Search Platforms, primarily in salaries and technological services.
Current report
Our selling and marketing expenses were $406 thousand for the six months ended June 30, 2025, which is a decrease of $705 thousand as compared to $1,111 thousand during the same period in the prior year. The reason for the decrease in the six months ended June 30, 2025, is due to the expense reduction primarily in salaries both the Content and Search Platforms during the six months ended June 30, 2025, as compared to the same period in the prior year.
Current report
Our general and administrative expenses were $829 thousand for the six months ended June 30, 2025, as compared to $1,302 thousand during the same period in the prior year. The reason for the decrease in the six months ended June 30, 2025, is due to the expense reduction primarily in salaries and professional services in both the Content and Search Platforms during the six months ended June 30, 2025, as compared to the same period in the prior year.
Current report
Our depreciation and amortization expenses for the six months ended June 30, 2025, were $1,500 thousand as compared to $1,555 thousand during the same period in the prior year.
Current report
A goodwill impairment loss of $3,150 thousand was recorded during the six months ended June 30, 2025, compared to $4,739 during the six months ended June 30, 2024. Both goodwill impairment losses recognized during the six months ended June 30, 2025, and June 30, 2024 were related to the Content Platform (see also note 5.B to our interim condensed consolidated financial statements ended June 30, 2025).
Current report
Our other expenses were $544 thousand for the six months ended June 30, 2025, compared to $213 thousand other income during the six months ended June 30, 2024. The other expenses during the six months ended June 30, 2025, were primarily related to the Uplist, whereas the other income during the six months ended June 30, 2024, mainly attributable to governmental grants received by Gix Media and Cortex from the Israel Tax Authority in connection with the “Iron Swords” war.
Current report
Our net financial expenses were $10,525 thousand for the six months ended June 30, 2025, compared to $2,907 thousand during the same period in the prior year. The reason for the increase during the six months ended June 30, 2025 is mainly attributable to financing expenses related to financial instruments arising from facility agreements entered into during June and July 2024, which are measured at fair value (see also note 8 to our interim condensed consolidated financial statements ended June 30, 2025).
Current report
Our income tax benefit was $153 thousand for the six months ended June 30, 2025, as compared to $23 thousand during the same period in the prior year.
Current report
During the six months ended June 30, 2025, we had a negative cash flow from operating activities of $836 thousand as compared to a positive cash flow from operations of $1,456 thousand during the same period in the prior year. The decrease in the six months ended June 30, 2025 is mainly due to an increase in the Company’s operating loss and decrease in changes in operating asset and liability items.
Current report
During the three months ended June 30, 2025 and June 30, 2024, we had $0 in cash flow from investment activities in each of the periods.
Current report
During the six months ended June 30, 2025, we had $2,303 thousand positive cash flow from financing activities as compared to $2,728 thousand negative cash flow from financing activities during the same period in the prior year. The increase in the six months ended June 30, 2025, was primarily attributable to proceeds of $1,820 thousand from the exercise of warrants in connection with facility agreements and a private placement, $630 thousand from short-term convertible loans received under facility agreements, lower net repayments of bank loans, which totaled $143 thousand compared to $3,281 thousand in the same period of the prior year.
Removed paragraphs (9)
Previous report
● our common stock may not be approved for listing on the Nasdaq Stock Market LLC (“Nasdaq”) or another recognized national exchange and many potential investors may be unwilling to purchase our common stock;
Previous report
● uncertainties regarding the petition to commence insolvency proceedings filed against Gix Media Ltd. (“Gix Media”), a wholly-owned subsidiary of the Company, and the impact of such proceedings on the Company’s business and financial condition;
Previous report
As of the date of this Quarterly Report, Gix Media had outstanding loans from Bank Leumi Le Israel (“Leumi”), as further disclosed in the Company’s Annual Report, and, due to the filing of the Petition, Leumi may demand immediate repayment of such loans. The Company cannot currently assess the likelihood of success of the Petition or its potential impact on the Company’s business.
Previous report
Our revenues were $2,733 thousand for the three months ended March 31, 2025, compared to $10,002 thousand during the same period in the prior year.
Previous report
Our revenues from the Content Platform were $2,204 thousand for the three months ended March 31, 2025, a decrease of $5,326 as compared to $7,530 thousand during the same period in the prior year. The decrease during the three months ended March 31, 2025, is due to the Cortex Adverse Effect.
Previous report
Our revenues from Gix Media’s Search Platform for the for the three months ended March 31, 2025, totaled $529 thousand, representing a decrease of $1,943 thousand compared to $2,472 thousand during the same period in the prior year.
Previous report
Our revenue from Gix Media’s Search Platform’s direct model was $529 thousand for the three months ended March 31, 2025, as compared to $1,095 thousand during the same period in the prior year. During the three months ended March 31, 2025, the number of search referrals to the Gix Major Customer conducted by users from the direct model was 6.3 million, compared to 24.7 million during the three months ended March 31, 2024. The decrease in user search referrals is primarily due to changes and updates in internet browsers’ technology, which have reduced the scale of distribution of the Company’s products through the direct model. The Company anticipates that its revenues from add-ons to internet browsers will continue to decrease due to changes and updates in internet browsers’ technology while its revenues from the Search to Search model will increase.
Previous report
We have no revenue from Gix Media’s Search Platform’s indirect model for the three months ended March 31, 2025, compared to $1,377 thousand for the same period in the prior year. The decrease during the three months ended March 31, 2025 is due to the decrease in user search referrals through the indirect model, which is primarily due to a decrease in the credit received from third-party strategic partners. In order to increase the revenues from the Search Platform’s indirect model, the Company is planning to renew the credit received from third-party strategic partners.
Previous report
Our other expenses for the three months ended March 31, 2025, were $44 compared to $20 during the three months ended March 31, 2024. The increase in our other expenses during the three months ended March 31, 2025, is mainly due to professional expenses incurred in connection with the Company’s planned Uplist.
Reworded paragraphs (25)
Previous wording
● the continued demand of digital advertising as an integral part of corporate marketing and internal communications plans and the continued growth and acceptance of digital advertising as effective alternatives to traditional offline marketing products and service;
Current wording
● the continued demand of digital advertising as an integral part of corporate marketing and internal communications plans and the continued growth and acceptance of digital advertising as effective alternatives to traditional offline marketing products and services;
Previous wording
● our ability to receive credit facility or utilize existing credit facilities, to fund our operations, at favorable terms, or at all;
Current wording
● our ability to receive credit facility to fund our operations, at favorable terms, or at all;
Previous wording
● our ability to pay our obligations when they become due, including our loan and facility agreements and Financing Agreement (as defined below);
Current wording
● our ability to pay our obligations when they become due, including the contemplated debt restructuring program currently under negotiation with our credit and debtholders;
Previous wording
● conditions in Israel, including Israel’s conflicts with Hamas and other parties in the region, as well as political and economic instability potential impact on our business and operation.
Current wording
● political, economic and military conditions in Israel, including the current security situation in Israel, as well as the war’s potential impact on our business and operation.
Previous wording
Viewbix Inc. (the “Registrant”, “Viewbix” or the “Company”) is a digital advertising platform that develops and markets a variety of technological platforms that automate, optimize and monetize digital online campaigns. Viewbix’s operations were previously focused on analysis of the video marketing performance of its clients as well as the effectiveness of their messaging (“Video Advertising Platform”). With the Video Advertising Platform, Viewbix allowed its clients with digital video properties the ability to use its platforms in a way that allows viewers to engage and interact with the video. The Video Advertising Platform measures when a viewer performs a specific action while watching a video and collects and reports the results to the client. However, due to the Company’s failure to meet predetermined sales targets which were set pursuant to the Recapitalization Transaction (as defined in note 1.A to the interim condensed consolidated financial statements) with Gix Internet Ltd., in January 2020, the Company determined to reduce its operations and the size of its sales and R&D team in the Video Advertising Platform.
Current wording
Viewbix Inc. (the “Registrant”, “Viewbix” or the “Company”) is a digital advertising platform that develops and markets a variety of technological platforms that automate, optimize and monetize digital online campaigns. Viewbix’s operations were previously focused on analysis of the video marketing performance of its clients as well as the effectiveness of their messaging (“Video Advertising Platform”). With the Video Advertising Platform, Viewbix allowed its clients with digital video properties the ability to use its platforms in a way that allows viewers to engage and interact with the video. The Video Advertising Platform measures when a viewer performs a specific action while watching a video and collects and reports the results to the client. However, due to the Company’s failure to meet predetermined sales targets which were set pursuant to the recapitalization transaction with Gix Internet Ltd. in January 2020, the Company determined to reduce its operations and the size of its sales and R&D team in the Digital Advertising Platform.
Previous wording
The Company, through its subsidiaries, Gix Media and Cortex Media Group Ltd. (“Cortex”), expanded its digital advertising operations across two main sectors: ad search and digital content (the “Search Platform” and the “Content Platform”, respectively”). Gix Media and Cortex develop and market a variety of technological software solutions that automate, optimize and monetize online campaigns.
Current wording
The Company, through its subsidiaries, Gix Media Ltd. (“Gix Media”) and Cortex Media Group Ltd. (“Cortex”), expanded its digital advertising operations across two main sectors: ad search and digital content (the “Search Platform” and the “Content Platform”, respectively). Gix Media and Cortex develop and market a variety of technological software solutions that automate, optimize and monetize online campaigns. Cortex also creates, edits and markets content in various languages to different target audiences in order to generate revenues from advertisements displayed together with the content, which are posted on digital content, marketing and advertising platforms. These technological tools enable advertisers and website owners to earn more from their advertising campaigns and generate additional profits from their sites.
Previous wording
The Petition was filed by a primary service provider (the “Service Provider”) alleging that Gix Media owes it approximately $260,000 (excluding linkage differentials and interest) and that Gix Media is unable to repay its debts to the Service Provider. The Petition requests, among other things, that the court appoint a trustee for Gix Media to implement insolvency proceedings, vest its assets for the sole purpose of paying past debts and expenses of the insolvency proceedings, and freeze all legal proceedings against Gix Media. On May 8, 2025, a preliminary hearing was held and the district court directed the parties to reach a mutual settlement and set an additional hearing for May 22, 2025.
Current wording
On March 27, 2025, a petition (the “Petition”) was filed with the District Court of Tel Aviv-Jaffa (the “Court”) for a court order to commence insolvency proceedings under the Insolvency and Economic Rehabilitation Law, 5778 – 2018 against Gix Media. The Petition was filed by a primary service provider (the “Service Provider”) of Gix Media claiming that Gix Media owes it approximately $260,000 (excluding linkage differentials and interest) and that Gix Media is unable to repay its debts to the Service Provider.
Previous wording
Effective as of January 29, 2025, Gix Media and Leumi entered into a fifth addendum, to a certain financing agreement with 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 acquisition of Cortex Acquisition on October 13, 2021 (the “Financing Agreement”), which was effective as of January 29, 2025, pursuant to which, inter alia: (i) the existing credit facility to Gix Media was extended to March 31, 2025; (ii) the repayment schedule of all outstanding obligations under the long term bank loans of Gix Media under the Financing Agreement, was deferred until the actual deposit by the Company in Gix Media’s account of an investment account equal to the amounts of the deferred long term bank loans owned by Gix Media (the “Investment Amount”), which in any event shall be no later than March 31, 2025 (the “Deposit Date”); (iii) upon such deposit date, all deferred payments shall be immediately repaid using the deposited amounts and any remaining amounts from any other sources; (iv) all remaining future due payments will be repaid as scheduled until the end of the updated terms of each long term bank loan. On March 30, 2025, Gix Media and Leumi entered into a sixth additional addendum to the Financing Agreement, which extended the Deposit Date until May 20, 2025.
Current wording
Effective as of January 29, 2025, Gix Media and Leumi entered into a fifth addendum, to a certain financing agreement with 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 acquisition of Cortex Acquisition on October 13, 2021 (the “Financing Agreement”), which was effective as of January 29, 2025, pursuant to which, inter alia: (i) the existing credit facility to Gix Media was extended to March 31, 2025; (ii) the repayment schedule of all outstanding obligations under the long term bank loans of Gix Media under the Financing Agreement, was deferred until the actual deposit by the Company in Gix Media’s account of an investment account equal to the amounts of the deferred long term bank loans owned by Gix Media (the “Investment Amount”), which in any event shall be no later than March 31, 2025 (the “Deposit Date”); (iii) upon such deposit date, all deferred payments shall be immediately repaid using the deposited amounts and any remaining amounts from any other sources; (iv) all remaining future due payments will be repaid as scheduled until the end of the updated terms of each long term bank loan. On March 30, 2025, Gix Media and Leumi entered into a sixth additional addendum to the Financing Agreement, which extended the Deposit Date until May 20, 2025. On July 8, 2025, Gix Media and Leumi entered into an agreement in respect of the Financing Agreement (the “July 2025 Repayment and Financing Agreement”), which further extended the Deposit Date until October 1, 2025. In connection with the July 2025 Repayment Financing Agreement, Gix Media agreed to repay $2.4 million to Leumi by October 1, 2025. In addition, in connection with the July 2025 Repayment Financing Agreement, as of October 1, 2025, Bank Leumi shall grant to Gix Media a loan in an amount equal to Gix Media’s then-current outstanding principal portion of the loan plus interest, fees and expenses. The loan shall accrue interest at Bank Leumi’s applicable rate as of October 1, 2025, shall be repaid on a monthly basis and shall have a term of 24 months. During July 2025, Gix Media repaid a total of $2.4 million to Bank Leumi in accordance with the July 2025 Repayment and Financing Agreement.
Previous wording
The Company also agreed to pay the Metagramm Shareholders cash earn-out payments of up to $2.0 million in the aggregate on a pro rata basis, contingent upon the achievement of certain financing and revenue milestones during the three-year period following the closing date. In connection with entering into the Metagramm Agreement, the Company and Metagramm mutually agreed to terminate the securities exchange agreement previously entered into on July 31, 2024.
Current wording
The Company also agreed to pay the Metagramm Shareholders cash earn-out payments of up to $2.0 million in the aggregate on a pro rata basis, contingent upon the achievement of certain financing and revenue milestones during the three-year period following the closing date of the Metagramm Acquisition.
Previous wording
Our traffic-acquisition and related costs were $2,323 thousand for the three months ended March 31, 2025, a decrease of $5,892 compared to $8,215 thousand during the same period in the prior year. The decrease in the three months ended March 31, 2025, is due to the decrease in revenues from both the Content and Search Platforms during the three months ended March 31, 2025, as mentioned above.
Current wording
Our traffic-acquisition and related costs were $1,880 thousand for the three months ended June 30, 2025, a decrease of $3,974 compared to $5,854 thousand during the same period in the prior year. The reason for the decrease in the three months ended June 30, 2025, is due to the decrease in revenues from both the Content and Search Platforms during the three months ended June 30, 2025 as mentioned above.
Previous wording
Our research and development expenses were $147 thousand for the three months ended March 31, 2025, as compared to $730 thousand during the same period in the prior year. The decrease in the three months ended March 31, 2025, is due to the expense reduction in both the Content and Search Platforms during the three months ended March 31, 2025, as compared to the same period in the prior year.
Current wording
Our research and development expenses were $125 thousand for the three months ended June 30, 2025, as compared to $532 thousand during the same period in the prior year. The reason for the decrease in the three months ended June 30, 2025, is due to the expense reduction in both the Content and Search Platforms during the three months ended June 30, 2025, as compared to the same period in the prior year.
Previous wording
Our selling and marketing expenses decreased to $216 thousand for the three months ended March 31, 2025, as compared to $658 thousand during the same period in the prior year. The decrease in the three months ended March 31, 2025, is due to the expense reduction primarily in salaries in the Content Platforms during the three months ended March 31, 2025, as compared to the same period in the prior year.
Current wording
Our selling and marketing expenses decreased to $190 thousand for the three months ended June 30, 2025, as compared to $453 thousand during the same period in the prior year. The reason for the decrease in the three months ended June 30, 2025, is due to the expense reduction primarily in salaries in both the Content and Search Platforms during the three months ended June 30, 2025, as compared to the same period in the prior year.
Previous wording
Our general and administrative expenses were $253 thousand for the three months ended March 31, 2025, as compared to $656 thousand during the same period in the prior year. The decrease in the three months ended March 31, 2025, is primarily due to reductions in salaries, rent, and headquarters-related expenses in the three months ended March 31, 2025, as compared to the same period in the prior year.
Current wording
Our general and administrative expenses were $576 thousand for the three months ended June 30, 2025, as compared to $646 thousand during the same period in the prior year. The reason for the decrease in the three months ended June 30, 2025, is due to the expense reduction primarily in salaries and professional services in both the Content and Search Platforms during the three months ended June 30, 2025, as compared to the same period in the prior year.
Previous wording
Our depreciation and amortization expenses for the three months ended March 31, 2025, were $719 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 June 30, 2025, were $781 thousand as compared to $821 thousand during the same period in the prior year.
Previous wording
Our net financial expenses were $2,903 thousand for the three months ended March 31, 2025, compared to $163 thousand net financial expenses during the same period in the prior year. The increase during the three months ended March 31, 2025, is due to financing expenses arising from net changes in the fair value of embedded derivatives associated with the Company’s credit facilities.
Current wording
Our net financial expenses were $7,622 thousand for the three months ended June 30, 2025, compared to $2,744 thousand net financial expenses during the same period in the prior year. The reason for the increase during the three months ended June 30, 2025, is mainly attributable to financing expenses related to financial instruments arising from facility agreements entered into during June and July 2024, which are measured at fair value (see also note 8 to our interim condensed consolidated financial statements ended June 30, 2025).
Previous wording
Our income tax benefit was $28 thousand for the three months ended March 31, 2025, as compared to a $1 thousand tax expenses during the same period in the prior year.
Current wording
Our income tax benefit was $125 thousand for the three months ended June 30, 2025, as compared to $24 thousand during the same period in the prior year.
Previous wording
As of March 31, 2025, we had current assets of $6,514 thousand, consisting of $181 thousand in cash and cash equivalents, $59 thousand restricted deposits, $1,037 thousand in accounts receivable, $1,224 thousand in other current assets and $4,013 thousand in a loan to our Parent Company.
Current wording
As of June 30, 2025, we had current assets of $4,143 thousand, consisting of $1,988 thousand in cash and cash equivalents, $173 thousand restricted deposits, $1,049 thousand in accounts receivable and $933 thousand in other current assets.
Previous wording
As of March 31, 2025, we had non-current assets of $19,898 thousand, consisting of $48 thousand in deferred taxes, $129 thousand in property and equipment net, $10,017 thousand in intangible assets net and $9,704 thousand in goodwill, of which $5,125 thousand arose from the Metagramm Acquisition.
Current wording
As of June 30, 2025, we had non-current assets of $15,957 thousand, consisting of $38 thousand in deferred taxes, $108 thousand in property and equipment net, $9,257 thousand in intangible assets net and $6,554 thousand in goodwill.
Previous wording
As of March 31, 2025, we had $15,356 thousand in current liabilities consisting of $4,957 thousand in accounts payable, $1,027 thousand in other payables and $5,830 thousand in short term loans and current maturities of long-term loans, $2,752 thousand in embedded derivatives and $790 thousand in short-term convertible loans.
Current wording
As of June 30, 2025, 2025, we had $12,657 thousand in current liabilities consisting of $5,531 thousand in accounts payable, $874 thousand in other payables and $5,385 thousand in short term loans and current maturities of long-term loans, and $867 thousand in short-term convertible loans.
Previous wording
As of March 31, 2025, we had $2,231 thousand in non-current liabilities consisting of $1,221 thousand in deferred taxes and $1,010 thousand in earn-out liability which arose from the Metagramm Acquisition.
Current wording
As of June 30, 2025, we had $2,117 thousand in non-current liabilities consisting of $1,107 thousand in deferred taxes and $1,010 thousand in earn-out liability which arose from the Metagramm Acquisition.
Previous wording
We had a negative working capital of $8,842 thousand as compared to a negative working capital of $5,177 thousand as of March 31, 2025, and December 31, 2024, respectively.
Current wording
We had a negative working capital of $8,514 thousand and $5,177 thousand as of June 30, 2025, and December 31, 2024, respectively.
Previous wording
During the three months ended March 31, 2025, we had a negative cash flow from operating activities of $409 thousand as compared to a positive cash flow from operations of $107 thousand during the same period in the prior year. The decrease in the three months ended March 31, 2025 is mainly due to an increase in the Company’s operating loss.
Current wording
During the three months ended June 30, 2025, we had a negative cash flow from operating activities of $427 thousand as compared to a positive cash flow from operations of $1,349 thousand during the same period in the prior year. The decrease in the three months ended June 30, 2025 is mainly due to an increase in the Company’s operating loss and decrease in changes in operating asset and liability items.
Previous wording
During the three months ended March 31, 2025, we had a positive cash flow from investment activities of $12 thousand which arose from the Metagramm Acquisition, as compared to $0 thousand during the same period in the prior year.
Current wording
During the six months ended June 30, 2025, we had a positive cash flow from investment activities of $12 thousand which arose from Metagramm Acquisition, as compared to $0 during the same period in the prior year.
Previous wording
During the three months ended March 31, 2025, we had $45 thousand negative cash flow from financing activities as compared to $660 thousand negative cash flow from financing activities during the same period in the prior year. The decrease in the three months ended March 31, 2025, was primarily due to lower net repayments of bank loans which totaled $51 thousand as compared to $643 thousand in the same period in the prior year.
Current wording
During the three months ended June 30, 2025, we had $2,348 thousand positive cash flow from financing activities as compared to $2,068 thousand negative cash flow from financing activities during the same period in the prior year. The increase in the three months ended June 30, 2025, was primarily attributable to proceeds of $1,820 thousand from the exercise of warrants in connection with facility agreements and a private placement, $630 thousand from short-term convertible loans received under facility agreements and lower net repayments of bank loans, which totaled $92 thousand compared to $2,638 thousand in the same period of the prior year.
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 the facility agreements and a private placement, 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 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 the facility agreements and a private placement, through which it has raised capital. Additionally, following the consummation of the Uplist, the Company received additional funds from the exercise of warrants and the receipt of additional loans in connection with a private placement and facility agreements. Furthermore, on July 14, 2025, the Company closed a private placement transaction with certain accredited investors, pursuant to which the Company received gross proceeds of $4.5 million. However, there is significant uncertainty as to whether the Company will be able to secure additional funds when needed.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
On March 27, 2025, a petition (the “Petition”) was filed with the District Court of Tel Aviv-Jaffa for a court order to commence insolvency proceedings under the Insolvency and Economic Rehabilitation Law, 5778 - 2018, against Gix Media.