What changed in this filing

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Item 1. Financial Statements

2022-08-15 compared with 2022-05-16 · 151 added, 142 removed, 76 unchanged (79% of the section changed)

Financial Statements

INTEGRITY APPLICATIONS, INC.)

CONSOLIDATED BALANCE SHEETS

June 30, 2022

December 31, 2021

In thousands of US dollars

(except share data)

June 30, 2022

December 31, 2021

Current Assets

19 unchanged sentences

500,000,000 shares authorized;

15,452,285 shares issued and outstanding as of March 31, 2022 and December 31, 2021

15,473,262 and 15,452,285 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively

Common stock value

6 unchanged sentences

accompanying notes are an integral part of these condensed consolidated financial statements.

INTEGRITY APPLICATIONS, INC.)

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

In thousands of US dollars

(except share data)

Three-month period ended March 31,

Research and development expenses

Marketing expenses

General and administrative expenses

US dollars (except share data)

ended June 30,

Research and development

Selling and marketing expenses

General and administrative

Total operating expenses

Operating Loss

Financing expense, net

Loss for the period

Other comprehensive income:

Foreign currency translation income

Finance Income (Expenses), net

Other comprehensive income (expenses):

Foreign currency translation adjustment

Comprehensive loss for the period

Loss per share (Basic and Diluted)

Weighted average number of common stock outstanding used in computing basic and diluted net loss per share

Net Loss per Common Share

Average number of common shares used in computing basic and diluted loss per share

accompanying notes are an integral part of these condensed consolidated financial statements.

INTEGRITY APPLICATIONS, INC.)

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

thousands of US dollars (except share data)

Comprehensive

US Dollars (except share data)

Stockholders’

as of January 1, 2021

for the period of three months

comprehensive income

as of March 31, 2021

thousands of US dollars (except share

Comprehensive

income (loss)

Stockholders’

at January 1, 2022

for the period of three months

comprehensive income

of restricted

as compensation towards directors (*)

as of March 31, 2022

(*) Actual issuance occurred subsequent to the balance sheet date.

Balance at January 1, 2021

Loss for the period

Other comprehensive loss

Issuance of restricted shares as compensation towards directors (*)

Stock-based compensation

Balance at June 30, 2021

Balance at April 1, 2021

Loss for the period

Other comprehensive loss

Stock-based compensation

Issuance of restricted shares as compensation towards directors (*)

Balance at June 30, 2021

Balance at January 1, 2022

Loss for the period

Other comprehensive income

Issuance of restricted shares as compensation towards directors (*)

Stock-based compensation

Balance at June 30, 2022

Balance at April 1, 2022

Loss for the period

Other comprehensive income

Issuance of restricted shares as compensation towards directors (*)

Issuance of restricted shares as compensation towards directors

Stock-based compensation

Balance at June 30, 2022

issuance occurred subsequent to the balance sheet date.

accompanying notes are an integral part of these condensed consolidated financial statements.

INTEGRITY APPLICATIONS, INC.)

CONSOLIDATED STATEMENTS OF CASH FLOWS

In Thousands of US dollars

Three-month period ended March 31,

Six-month period ended June 30.

CASH FLOWS FROM OPERATING ACTIVITIES

Loss for the period

Adjustments to reconcile loss for the period to net cash used in operating activities:

Adjustments to reconcile net loss to net cash used in operating activities:

Capital loss on sale of property and equipment

Stock-based compensation

4 unchanged sentences

Increase in inventory

Increase (Decrease) in other current assets

Decrease in accounts payable

Increase in other current liabilities

Increase in other current assets

Increase (Decrease) in accounts payable

Increase (Decrease) in other current liabilities

Net cash used in operating activities

Effect of exchange rate changes on cash, cash equivalents and restricted cash

Change in cash, cash equivalents, and restricted cash

CASH FLOWS FROM INVESTING ACTIVITIES:

Proceeds from sale of property and equipment

Purchase of property and equipment

Net cash provided by (used in) investing activities

Effect of exchange rate changes on cash and cash equivalents, and restricted cash

Decrease in cash, cash equivalents, and restricted cash

Cash, cash equivalents, and restricted cash at beginning of the period

Cash, cash equivalents, and restricted cash at end of the period

(*) Actual issuance occurred subsequent to the balance sheet date.

Cash, cash equivalents, and restricted cash, end of period

issuance occurred subsequent to the balance sheet date.

accompanying notes are an integral part of these condensed consolidated financial statements.

INTEGRITY APPLICATIONS, INC.)

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Inc (Formerly:

Integrity Applications, Inc.) (the “Company”) was incorporated

on May 18, 2010 under the laws of the State of Delaware.

On July 15, 2010, GlucoTrack Acquisition

GlucoTrack Inc (Formerly:

Integrity Applications, Inc.) (the “Company”) was incorporated on May 18, 2010 under the laws of the State of Delaware.

On July 15, 2010, GlucoTrack Acquisition Corp.

(hereinafter:

1 unchanged sentence

of the Company, which was established on May 23, 2010, completed a merger with A.D.

Applications Ltd.

Integrity Applications Ltd.

(hereinafter:

“Integrity Israel”), an Israeli corporation that

was previously held by the stockholders of the Company.

Israel”), an Israeli corporation that was previously held by the stockholders of the Company.

Pursuant to the merger, all equity

holders of Integrity Israel received the same proportional ownership in the Company as they

had in Integrity Israel prior to the merger.

Following the merger, Integrity Israel remained

a wholly-owned subsidiary of the Company.

As the merger transaction constituted a structural

reorganization, the merger has been accounted for at historical cost in a manner similar

to a pooling of interests.

Integrity Israel was incorporated in 2001 and commenced its

operations in 2002 .

The Company and Integrity Israel are referred as the “Group”.

holders of Integrity Israel received the same proportional ownership in the Company as they had in Integrity Israel prior to the

Following the merger, Integrity Israel remained a wholly-owned subsidiary of the Company.

As the merger transaction constituted

a structural reorganization, the merger has been accounted for at historical cost in a manner similar to a pooling of interests.

Integrity Israel was incorporated in 2001 and commenced its operations in 2002.

Company and Integrity Israel are referred as the “Group”.

December 8, 2021, the Company announced that its shares of common stock were approved for listing on the Nasdaq Capital Market (“NASDAQ”).

Trading on NASDAQ commenced on December 10, 2021 under its existing trading symbol, IGAP.

March 14, 2022, the Company announced that it has completed its corporate name and ticker symbol change on the Nasdaq Capital

Market (from IGAP to GCTK), to be effective at the commencement of trading on March 14, 2022.

connection with its application to list its shares on Nasdaq Capital Market (“NASDAQ”), as detailed above, on August

13, 2021, the Company effected a reverse split of its Common Stock in a ratio of 1

for 13 (the “Reverse Share Split”).

For accounting purposes, all Shares, options and warrants to purchase Common Stock and loss per share amounts have been adjusted

to give retroactive effect to this Reverse Share Split for all periods presented in these consolidated financial statements.

fractional shares resulting from the Reverse Share Split were rounded up to the nearest whole share.

Going concern uncertainty

its incorporation, the Company did not conduct any material operations other than

those carried out by Integrity Israel a medical device company, which focuses on the design,

development and commercialization of non-invasive glucose monitoring devices for use by people

with diabetes.

The development and commercialization of Integrity Israel’s product

is expected to require substantial expenditures.

The Company and Integrity Israel

have not yet generated significant revenues from operations, and therefore they are dependent

upon external sources for financing their operations.

As of March 31, 2022, the Group

has accumulated deficit of $ 98,559 thousand, and incurred losses and generated negative cash

flow from operating activity for the three-months period.

As of March 31, 2022, the Company

had $ 4,789 thousand in cash.

Management has considered the significance of such condition

in relation to the Company’s ability to meet its current obligations and to achieve its business

targets and determined that these conditions raise substantial doubt about the Company’s

ability to continue as a going concern.

Company plans to finance its operations through the sale of equity and/or debt securities (including shelf registration statement

on Form S-3 that was declared effective on September 27, 2021 by the Securities and Exchange Commission (SEC) and which allows the

Company to register up to $ 100,000 thousand of certain equity and/or debt securities of the Company through prospectus supplement).

There can be no assurance that the Company will succeed in obtaining the necessary financing or generating sufficient revenues from

product sales to continue its operations as a going concern.

The consolidated financial statements do not include any adjustments

that might result from the outcome of this uncertainty.

INTEGRITY APPLICATIONS, INC.)

March 14, 2022, the Company announced that it has completed its corporate name and ticker symbol change on the Nasdaq Capital Market

(from IGAP to GCTK), to be effective at the commencement of trading on March 14, 2022.

In connection with its

application to list its shares on Nasdaq Capital Market (“NASDAQ”), as detailed above, on August 13, 2021, the Company

effected a reverse split of its Common Stock in a ratio of 1 for 13 (the “Reverse

Share Split”).

For accounting purposes, all Shares, options and warrants to purchase Common Stock and loss per share amounts

have been adjusted to give retroactive effect to this Reverse Share Split for all periods presented in these consolidated financial

Any fractional shares resulting from the Reverse Share Split were rounded up to the nearest whole share.

concern uncertainty

its incorporation, the Company did not conduct any material operations other than the design, development and commercialization of

the first generation of non-invasive glucose monitoring devices for use by people with

The development and commercialization of the second generation of the

product is expected to require substantial expenditures.

The Company and Integrity Israel have not yet generated significant

revenues from operations, and therefore they are dependent upon external sources for financing their operations.

As of June 30,

2022, the Group has accumulated deficit of

$ 99,686 thousand,

and incurred losses and generated negative cash flow from operating activity for the six-months period.

As of June 30, 2022, the

Company had $ 3,854 thousand in cash.

Management has

considered the significance of such condition in relation to the Company’s ability to meet its current obligations and to

achieve its business targets and determined that these conditions raise substantial doubt about the Company’s ability to

continue as a going concern.

The Company plans to finance

its operations through the sale of equity and/or debt securities (including shelf registration statement on Form S-3 that was declared

effective on September 27, 2021 by the Securities and Exchange Commission (SEC) and which allows the Company to register up to $ 100,000 thousand

of certain equity and/or debt securities of the Company through prospectus supplement).

There can be no assurance that the Company

will succeed in obtaining the necessary financing or generating sufficient revenues from product sales to continue its operations

as a going concern.

The consolidated financial statements do not include any adjustments that might result from the outcome of this

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (cont.)

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

of presentation

accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with our consolidated

financial statements and related notes contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed

with the Securities and Exchange Commission (“SEC”) on March 31, 2022.

The unaudited condensed consolidated financial

statements have been prepared in accordance with the rules and regulations of the SEC related to interim financial statements.

permitted under those rules, certain information and footnote disclosures normally required or included in financial statements prepared

in accordance with U.S.

Basis of presentation

Accounting Principles

The accompanying unaudited

condensed consolidated financial statements and related notes should be read in conjunction with our consolidated financial statements

and related notes contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities

and Exchange Commission (“SEC”) on March 31, 2022.

The unaudited condensed consolidated financial statements have been

prepared in accordance with the rules and regulations of the SEC related to interim financial statements.

As permitted under those

rules, certain information and footnote disclosures normally required or included in financial statements prepared in accordance

GAAP have been condensed or omitted.

The financial information contained herein is unaudited;

however, management

believes all adjustments have been made that are considered necessary to present fairly the results of the Company’s financial

position and operating results for the interim periods.

however, management believes

all adjustments have been made that are considered necessary to present fairly the results of the Company’s financial position

and operating results for the interim periods.

All such adjustments are of a normal recurring nature

results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the year ending

December 31, 2022 or for any other interim period or for any future period.

of Consolidation

consolidated financial statements include the accounts of the Company and its subsidiary.

Significant intercompany balances and transactions

have been eliminated in consolidation.

Loss Per Share

loss per share is computed by dividing the loss for the period applicable for holders of our Common Stock by the weighted average

number of shares of Common Stock outstanding during the period.

computing, diluted loss per share, basic earnings per share are adjusted to reflect the potential dilution that could occur upon

the exercise of options or warrants issued or granted using the “treasury stock method”, if the effect of each of such

financial instruments is dilutive.

computing diluted loss per share, the average stock price for the period is used in determining the number of common stock assumed

to be purchased from the exercise of stock options or stock warrants.

that will be issued upon exercise of all stock options and stock warrants, have been excluded from the calculation of the diluted

net loss per share for all the reported periods for which net loss was reported because the effect of the common shares issuable

as a result of the exercise or conversion of these instruments was anti-dilutive.

weighted average number of 6,452,510

and 6,481,598

outstanding stock options and stock warrants

have been excluded from the calculation of the diluted net loss per share for the period of three months ended March 31, 2022 and

2021, respectively, because the effect of the common shares issuable as a result of the exercise or conversion of these instruments

was determined to be anti-dilutive.

INTEGRITY APPLICATIONS, INC.)

The results for the six

months ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or

for any other interim period or for any future period.

Principles of Consolidation

The consolidated financial

statements include the accounts of the Company and its subsidiary.

Significant intercompany balances and transactions have been eliminated

in consolidation

Net Loss Per Share

Basic loss per share is

computed by dividing the loss for the period applicable for holders of our Common Stock by the weighted average number of shares

of Common Stock outstanding during the period.

In computing, diluted loss

per share, basic earnings per share are adjusted to reflect the potential dilution that could occur upon the exercise of options

or warrants issued or granted using the “treasury stock method”, if the effect of each of such financial instruments

In computing diluted loss

per share, the average stock price for the period is used in determining the number of common stock assumed to be purchased from

the exercise of stock options or stock warrants.

Shares that will be issued

upon exercise of all stock options and stock warrants, have been excluded from the calculation of the diluted net loss per share

for all the reported periods for which net loss was reported because the effect of the common shares issuable as a result of the

exercise or conversion of these instruments was anti-dilutive.

weighted average number of 6,512,638 and 6,360,344 outstanding

stock options and stock warrants have been excluded from the calculation of the diluted net

loss per share for the period of six months ended June 30, 2022 and 2021, respectively, because the effect of the common shares issuable

as a result of the exercise or conversion of these instruments was determined to be anti-dilutive.

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (cont.)

1 unchanged sentence

of estimates in the preparation of financial statements

preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States

GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities

and the disclosure of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts

of revenues and expenses during the reporting periods.

The preparation of consolidated

financial statements in conformity with accounting principles generally accepted in the United States (“U.S.

GAAP”) requires

management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent

assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenues and expenses during

the reporting periods.

Actual results could differ from those estimates.

As applicable to these consolidated

interim condensed financial statements, the most significant estimates and assumptions relate to the going concern assumptions.

prior year amounts have been reclassified for consistency with the current year presentation.

These reclassifications did not have

material effect on the reported results of operations, shareholder’s equity or cash flows .

INTEGRITY APPLICATIONS, INC.)

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (cont.)

As applicable to these consolidated interim condensed financial

statements, the most significant estimates and assumptions relate to the going concern assumptions.

3 – CASH AND CASH EQUIVALENTS

OF CASH AND CASH EQUIVALENTS

SCHEDULE OF CASH AND CASH EQUIVALENTS

4 – SUBSEQUENT EVENTS

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements