Item 7. Management’s Discussion and Analysis
ITEM
7 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
Iveda
has been offering real-time IP video surveillance technologies to our customers since 2005. While we still offer video surveillance technologies,
our core product line has evolved to include AI intelligent search technology that provide true intelligence to any video surveillance
system and IoT (Internet of Things) devices and platforms. Our evolution is in response to digital transformation demands from many cities
and organizations across the globe. Our IvedaAI intelligent video search technology adds critical intelligence to normally passive video
surveillance systems. IvedaAI provides AI functions to any IP camera and most popular network video recorders (NVR) and video management
systems (VMS). IvedaAI comes with an appliance or server, preconfigured with multiple AI functions based on the end user requirements.
AI
Functions
●
Object
Search
●
Face
Search (No Database Required)
●
Face
Recognition (from a Database)
●
License
Plate Recognition (100+ Countries), includes make and model
●
Intrusion
Detection
●
Weapon
Detection
●
Fire
Detection
●
People
Counting
●
Vehicle
Counting
●
Temperature
Detection
●
Public
Health Analytics (Facemask Detection,)
●
QR
and Barcode Detection
27
Key
Features
●
Live
Camera View
●
Live
Tracking
●
Abnormality
Detection – Vehicle/Person wrong direction detection
●
Vehicle/Person
Loitering Detection
●
Fall
Detection
●
Illegal
Parking Detection
●
Heatmap
Generation
IvedaAI
consists of deep-learning video analytics software running in a computer/server environment that can either be deployed at an edge level
or data center for centralized cloud model. We combined hardware and artificial intelligence software for fast and efficient video search
for objects stored in an external (NVR) or storage device and live streaming video data from any IP camera.
IvedaAI
works with any ONVIF-compliant IP cameras and most popular NVR/VMS (Video Management System) platforms, enabling accurate search across
dozens to thousands of cameras in less than 1 second. IvedaAI products are designed to maximize efficiency, save time, and cut cost.
Instead of watching hours of video recording after-the-fact, users can set up alerts.
Iveda
offers many IoT sensors and devices for various applications such as energy management, smart home, smart building, smart community and
patient/elder care. Our gateway and station serve as the main hub for sensors and devices in any given area. They are equipped with high-level
communication protocols such as Zigbee, WiFi, Bluetooth, and USB. They connect to the Internet via Ethernet or cellular data network.
We provide IoT platforms that enable centralized device management and push digital services on a massive scale. Our smart devices include
water sensor, environment sensor, entry sensor, smart plug, siren, body temperature pad, care watch and tracking devices.
We
also offer smart power technology for office buildings, schools, shopping centers, hotels, hospitals, and smart city projects. Our smart
power hardware is equipped with an RS485 communication interface allowing the meters to be connected to various third-party SCADA software
for monitoring and control purposes. This line of product includes smart power, water meter, smart lighting controls systems, and smart
payment system.
Iveda’s
Cerebro manages all the components of our smart power technology including statistics on energy consumption. Cerebro is a software platform
designed to integrate multiple unconnected energy, security and safety applications and devices and control them through one comprehensive
user interface.
Cerebro’s
roadmap includes dashboard for all of Iveda’s platforms for central management of all devices. Cerebro is system agnostic and will
support cross-platform interoperability. The common unified user interface will allow remote control of platforms, sensors and subsystems
throughout an entire environment. This integration and unification of all subsystems enable acquisition and analysis of all information
on one central command center, allowing comprehensive, effective, and overall management and protection of a city.
Iveda’s
Utilus smart pole technology is a smart power management and wireless mesh communications network deployed on new or existing light pole
structures. The Utilus network uses WiFi, 4G and 5G small cell capabilities, and other wireless protocols to provide distributed video
surveillance with AI video search technology and remote management of local devices such as trackers, water meters, electrical meters,
valves, circuit breakers and sensors.
In
the last few years, the smart city concept has been a hot topic among cities across the globe. With little to no human interaction, technology
increases efficiency, expedites decision making, and reduces response time. Dwindling public safety budgets and resources has necessitated
the transformation. More and more municipalities are using next-generation technologies to improve the safety and security of its citizens.
Our response is our complete suite of IoT technologies, including AI intelligent video search technology, smart sensors, tracking devices,
video surveillance systems, and smart power.
We
will license our CEREBRO platform and sell IoT hardware to service providers such as telecommunications companies, integrators and other
technology resellers already providing services to an existing customer base. Partnering with service providers that have an existing
loyal customer base allows us to focus on servicing just a handful of our partners and concentrating on our technology offering. Service
providers leverage their end-user infrastructure to sell, bill, and provide customer service for Iveda’s product offering. This
business model provides dual revenue streams – one from hardware sales and the other from monthly licensing fees.
28
Iveda
Taiwan, our subsidiary in Taiwan, specializes in deploying new, and integrating existing, video surveillance systems for airports, commercial
buildings, government customers, data centers, shopping centers, hotels, banks, and Safe City. Iveda Taiwan combines security surveillance
products, software, and services to provide integrated security solutions to the end user. Through Iveda Taiwan, we have access not only
to Asian markets but also to Asian manufacturers and engineering expertise. Iveda Taiwan is our research and development arm, working
with a team of developers in Taiwan.
In
April 2011, we completed our acquisition of Iveda Taiwan, a company founded in 1998 by a group of sales and research and development
professionals from Taiwan Panasonic Company. Iveda Taiwan, our subsidiary in Taiwan, specializes in deploying new, and integrating existing,
video surveillance systems for airports, commercial buildings, government customers, data centers, shopping centers, hotels, banks, and
Safe City initiatives in Taiwan and other neighboring countries. Iveda Taiwan combines security surveillance products, software, and
services to provide integrated security solutions to the end user. Through Iveda Taiwan, we have access not only to Asian markets but
also to Asian manufacturers and engineering expertise. Iveda Taiwan is our research and development arm, working with a team of developers
and managing our relationship with the Industrial Technology Research Institute (“ITRI”) in Taiwan. Iveda Taiwan also houses
the application engineering team that supports Sentir implementation for our service provider customers in Asia. The Company depends
on Iveda Taiwan as the majority of the company’s revenues have come from Iveda Taiwan since we acquired them in April 2011. For
the years ended December 31, 2025 and 2024, Iveda Taiwan’s operations accounted for 93% and 71% of our total revenue, respectively.
The
acquisition of Iveda Taiwan provided the following benefits to our business:
●
An
established presence and credibility in Asia and access to the Asian market.
●
Relationships
in Asia for cost-effective research and development of new product offerings and securing the best pricing for end user devices.
●
Sourcing
of products directly using Iveda Taiwan’s product sourcing expertise to enhance our custom integration capabilities.
●
Enhancements
to the global distribution potential for our products and services.
In
November 2012, we signed a cooperation agreement with ITRI, a research and development organization based in Taiwan. Together with ITRI,
we have developed cloud-video services. Pursuant to the cooperation agreement, we licensed, through our subsidiary, Sole-Vision Technologies,
Inc., the right to use U.S. Patent No. 8,719,442 (as well as its Taiwanese and Chinese counterparts) with respect to the development
of cloud-video technologies.
In
June and August 2014, in collaboration with our local partner in the Philippines, we shipped our ZEE cloud plug-and-play cameras for
delivery to the Philippine Long Distance Telephone Company (“PLDT”) for distribution to its customers with a cloud video
surveillance service offering, utilizing our Sentir platform.
New
Accounting Standards
See
Financial Statement Footnotes for discussion.
29
Results
of Operations for the Year Ended December 31, 2025 Compared with the Year Ended December 31, 2024
The table below sets forth the
Net Revenue, Cost of Goods Sold, Operating Expenses, Other Income and Expenses, Tax Expense and Net Income by segment for each of the
respective periods and a comparison period over period.
Consolidated
US
Taiwan
Consolidated
US
Taiwan
Consolidated
US
Taiwan
Year ended December 31, 2025
Year ended December 31, 2024
Comparison of Year ended December 31, 2025 and 2024
Revenues
$ 5,280,312
$ 709,197
$ 4,571,115
$ 6,020,639
$ 869,261
$ 5,151,378
$ (740,327 )
(12 )%
$ (160,064 )
(18 )%
$ (580,263 )
(11 )%
Cost of Goods Sold
4,007,440
545,438
3,462,002
4,719,005
615,010
4,103,995
(711,565 )
(15 )%
(69,572 )
(11 )%
(641,993 )
(16 )%
Gross Profit
1,272,872
163,759
1,109,113
1,301,634
254,251
1,047,383
(28,762 )
(2 )%
(90,492 )
(36 )%
61,730
6 %
24 %
23 %
24 %
22 %
29 %
20 %
Operating Expenses
Salaries and Payroll Expenses
1,699,049
1,026,934
672,115
1,667,330
967,793
699,537
31,719
2 %
59,141
6 %
(27,422 )
(4 )%
Pension
21,832
21,832
(21,832 )
(100 )%
Travel and Entertainment
477,125
412,747
64,378
552,123
483,146
68,977
(74,998 )
(14 )%
(70,399 )
(15 )%
(4,599 )
(7 )%
Stock-based compensation
376,000
376,000
122,600
122,600
253,400
207 %
253,400
207 %
-
Marketing
338,469
338,469
757,736
757,736
(419,267 )
(55 )%
(419,267 )
(55 )%
-
Public Company expenses
245,448
245,448
520,966
520,966
(275,518 )
(53 )%
(275,518 )
(53 )%
-
Audit and Accounting
334,264
334,264
312,920
312,920
21,344
7 %
21,344
7 %
-
Consulting Services
326,339
326,339
412,962
412,962
(86,623 )
(21 )%
(86,623 )
(21 )%
-
Research and Development
170,800
170,800
363,350
363,350
(192,550 )
(53 )%
(192,550 )
(53 )%
-
Software Subscription
84,750
84,750
85,111
85,111
(361 )
0 %
(361 )
0 %
-
Insurance
82,973
18,604
64,396
60,873
12,664
48,209
22,100
36 %
5,940
47 %
16,187
34 %
Rent
88,534
43,434
45,100
142,986
101,731
41,255
(54,452 )
(38 )%
(58,297 )
(57 )%
3,845
9 %
Office Supplies and Postage
-
34,276
34,276
0 %
Other operating expenses
275,990
111,601
164,389
316,872
215,849
101,023
(40,882 )
(13 )%
(104,248 )
(48 )%
63,366
63 %
Total Operating Expenses
4,499,768
3,489,390
1,010,378
5,371,937
4,356,828
1,015,109
(935,169 )
(17 )%
(867,438 )
(20 )%
(4,731 )
0 %
Income (Loss) from Operations
(3,226,896 )
(3,325,631 )
98,735
(4,070,303 )
(4,102,577 )
32,274
843,407
(21 )%
776,946
(19 )%
66,461
206 %
Interest Income and Other (Expenses), net
59,268
61,659
(2,391 )
121,868
95,330
26,538
(62,600 )
(51 )%
(33,671 )
(35 )%
(28,929 )
(109 )%
Net loss before Income Tax
(3,167,628 )
(3,263,972 )
96,344
(3,948,435 )
(4,007,247 )
58,812
843,807
(21 )%
743,275
(19 )%
37,532
64 %
Provision For Income Taxes
(30,484 )
(50 )
(30,434 )
(32,385 )
(1,697 )
(30,688 )
1,901
(6 )%
1,647
(97 )%
254
(1 )%
Net Income (Loss)
(3,198,112 )
(3,264,022 )
65,910
(3,980,820 )
(4,008,944 )
28,124
782,708
(20 )%
744,922
(19 )%
37,786
134 %
The decrease in revenue for the
year ended December 31, 2025, compared with the same period in 2024 is attributable primarily to decreased equipment sales from Iveda
Taiwan as a result of delivery timing related to long-term government contracts and a decreased US revenues through its distributors.
The overall gross margin had a
slight increase attributed to the higher margin contract sales in Iveda Taiwan.
The net decrease in operating
expenses in the year ended December 31, 2025, compared with the same period in 2024 is due primarily to a reduction in R&D expense
in the US, reduction in public company expenses and no significant investor relations campaigns in the US based operations during this
period.
A majority of the decrease in
loss from operations was primarily due to the reduction in operating expenses.
The decrease in net loss was primarily
due to a reduction in operating expenses for the year ended December 31, 2025, compared to the same period in 2024.
Liquidity
and Capital Resources
As
of December 31, 2025, we had cash and cash equivalents of $3.9 million in our U.S.-based segment and $1.3 million in our
Taiwan-based segment, compared to $1.6 million in our U.S.-based segment and $1.0 million in our Taiwan-based segment as of December
31, 2024. This increase in our cash and cash equivalents is primarily a result of the cash provided from the sale of securities of $5.2
million during the year ended December 31, 2025. There are no legal or economic factors that materially impact our ability to
transfer funds between our U.S.-based and Taiwan-based segments.
Net
cash used in operating activities during the year ended December 31, 2025 was $2.0 million compared to $4.4 million net cash used
during the year ended December 31, 2024. Net cash used in operating activities for the year ended December 31, 2025 consisted
primarily of the $3.2 million net loss including $0.5 million of non-cash charges (primarily stock option compensation and common
stock issued for investor relations services), and $0.8 million net decrease of accounts payable and accrued operating expenses. Net
cash used in operating activities for the year ended December 31, 2024 consisted primarily of the $4.0 million net loss including $0.2 million of non-cash charges (primarily stock option
compensation and common stock issued for investor relations services), $0.5 million deferred cost of goods sold, $0.3 million of Taiwan
vendor deposits, prepaids and advances to suppliers and $0.4 million net increase of accounts payable and accrued operating expenses.
Net
cash used in investing activities for the year ended December 31, 2025 and 2024 was minimal.
30
Net
cash provided by financing activities for the year ended December 31, 2025 was $4.6 million compared with $2.3 million provided during
the year ended December 31, 2024. Net cash provided by financing activities in 2025 is primarily a result of the $4.9 million At-The-Market (ATM) offering
of Common Stock. Net cash provided by financing activities in 2024 is primarily a result of the $1.7 million net direct
offering of Common Stock and Pre-Funded warrants at $3.44 per share.
We
have experienced significant operating losses since our inception. At December 31, 2025, we had approximately $40 million in net
operating loss carryforwards available for federal income tax purposes, which will begin to expire in 2025. We did not recognize any
benefit from the federal net operating loss carryforwards in 2025 or 2024. We also had approximately $9.0 million in state net
operating loss carryforwards, which expire after five years.
We
have limited liquidity and have not yet established a stabilized source of revenue sufficient to cover operating costs, based on our
current estimated burn rate. Accordingly, our continuation as a going concern is dependent upon our ability to generate greater revenue
through increased sales and/or our ability to raise additional funds through the capital markets. No assurance can be given that we will
be successful in future financing and revenue-generating efforts. Even if funding is available, we cannot assure investors that it will
be available on terms that are favorable to our existing stockholders. Additional funding may be achieved through the issuance of equity
or debt securities that could be significantly dilutive to the percentage ownership of our existing stockholders. In addition, these
newly issued securities may have rights, preferences, or privileges senior to those of our existing stockholders. Accordingly, such a
financing transaction could materially and adversely impact the price of our common stock.
Substantially
all of our cash is deposited in three financial institutions, two in the United States and one in Taiwan. At times, amounts on deposit
in the United States may be in excess of the FDIC insurance limit. Deposits in Taiwan financial institutions are insured by CDIC (“Central
Deposit Insurance Corporation”) with maximum coverage of NTD 3 million. At times, amounts on deposit in Taiwan may be in excess
of the CDIC insurance limit.
Our
accounts receivable are unsecured, and we are at risk to the extent such amounts become uncollectible. Although we perform periodic evaluations
of our customers’ credit and financial condition, we generally do not require collateral in exchange for our products and services
provided on credit.
We
provide an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information,
and existing economic conditions. Payment terms for our U.S.-based segment require a deposit with the order and 15 days after they are
shipped. For our U.S.-based segment, accounts receivable that are more than 120 days past due are considered delinquent. Payment terms
for our Taiwan-based segment vary based on our agreements with our customers. Generally, we receive payment for our products and services
within one year of commencing the project, except that we retain 5% of the total payment amount and release such amount one year after
the completion of the project. For our U.S.-based segment, we had no doubtful accounts receivable allowances for the years ended December
31, 2025 and 2024, respectively. For our Taiwan-based segment, we set up no doubtful accounts receivable allowances for the years ended
December 31, 2025 and 2024, respectively. We deem our accounts receivable to be collectible based on certain factors, including the nature
of the customer contracts and past experience with similar customers. Delinquent receivables are written off based on individual credit
valuation and specific circumstances of the customer, and we generally do not charge interest on past due receivables.
Effects
of Inflation
For
the periods for which financial information is presented, we do not believe that the current levels of inflation in the United States
have had a significant impact on our operations. Likewise, we do not believe that the current levels of inflation in Taiwan have had
a significant impact on the operations of Iveda Taiwan.
Off
Balance Sheet Arrangements
We
do not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured
finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements
or other contractually narrow or limited purposes. In addition, we do not have any undisclosed borrowings or debt, and we have not entered
into any synthetic leases. We are, therefore, not materially exposed to any financing, liquidity, market, or credit risk that could arise
if we had engaged in such relationships.
Critical
Accounting Policies and Estimates
We
have identified the policies below as critical to our business operations and the understanding of our results of operations. The impact
on our business operations and any associated risks related to these policies are discussed throughout Management’s Discussion
and Analysis of Financial Condition and Results of Operations when such policies affect our reported or expected financial results.
In
the ordinary course of business, we have made a number of estimates and assumptions relating to the reporting of results of operations
and financial condition in the preparation of our financial statements in conformity with accounting principles generally accepted in
the United States (“GAAP”). We base our estimates on historical experience and on various other assumptions that we believe
are reasonable under the circumstances. The results form the basis for making judgments about the carrying values of assets and liabilities
that are not readily apparent from other sources. Actual results could differ significantly from those estimates under different assumptions
and conditions. We believe that the following discussion addresses our most critical accounting policies, which are those that are most
important to the portrayal of our financial condition and results of operations and require our most difficult, subjective, and complex
judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
31
The
material estimates for our company are that of the stock-based compensation recorded for options and warrants issued and the income tax
valuation allowance recorded for deferred tax assets. The fair values of options and warrants are determined using the Black-Scholes
option pricing model. We have no historical data on the accuracy of these estimates. The estimated sensitivity to change is related to
the various variables of the Black-Scholes option pricing model stated below. The specific quantitative variables are included in the
notes to the financial statements. The estimated fair value of options and warrants is recognized as expense on the straight-line basis
over the options’ and warrants’ vesting periods. The fair value of each option and warrant granted is estimated on the date
of grant using the Black-Scholes option pricing model with the expected life, dividend yield, expected volatility, and risk-free interest
rate weighted-average assumptions used for options and warrants granted. Expected volatility for 2014 and 2013 was estimated using the
Dow Jones U.S. Industry indexes sector classification methodology for industries similar to that in which we operate. The risk-free rate
for periods within the contractual life of the option and warrant is based on the U.S. Treasury yield curve in effect at the grant date.
The expected life of options and warrants is based on the average of three public companies offering services similar to ours.
Revenue
and Expense Recognition
We
recognize revenue when (1) persuasive evidence of an arrangement exists, (2) title transfer has occurred, (3) the price is fixed or readily
determinable, and (4) collectability is reasonably assured. We recognize revenue in accordance with ASC 60, “Revenue Recognition.”
Sales are recorded net of sales returns and discounts, which are estimated at the time of shipment based upon historical data. Revenue
from monitoring services are recognized when the services are provided. Expenses are recognized as incurred.
Revenue
for product and software sales without installation is recorded when the product and/or software has been shipped to the customer. Revenue
from fixed-price equipment installation contracts is recognized as the contracts allow for invoicing at various milestones.
General
and administrative costs are charged to expense as incurred. Provisions for estimated losses on uncompleted contracts are made in the
period in which such losses are determined. Changes in job performance, job conditions, and estimated profitability may result in revisions
to costs and income and are recognized in the period in which the revisions are determined. Changes in estimated job profitability resulting
from job performance, job conditions, contract penalty provisions, claims, change orders, and settlements are accounted for as changes
in estimates in the current period. Profit incentives are included in revenue when their realization is deemed earned by the contract.
Stock-Based
Compensation
On
January 1, 2006, we adopted the fair value recognition provisions of ASC 718, “Share-Based Payment,” which requires the recognition
of an expense related to the fair value of stock-based compensation awards. We elected the modified prospective transition method as
permitted by ASC 718. Under this transition method, stock-based compensation expense for the years ended December 31, 2025 and 2024 includes
compensation expense for stock-based compensation granted on or after the date ASC 718 was adopted based on the grant-date fair value
estimated in accordance with the provisions of ASC 718. We recognize compensation expense on a straight-line basis over the requisite
service period of the award. The fair value of stock-based compensation awards granted prior to, but not yet vested as of December 31,
2025 and 2024, was estimated using the “minimum value method” as prescribed by the original provisions of ASC 718, “Accounting
for Stock-Based Compensation” and therefore, no compensation expense was recognized for these awards in accordance with ASC 718.
We recognized $376,000 and $122,600 of stock-based compensation expense for the years ended December 31, 2025 and 2024, respectively.
ITEM
7A – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We
are a smaller reporting company as defined by Item 10(f) of Regulation S-K and are not required to provide the information otherwise
required under this item.
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