What changed in this filing

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Item 1. Financial Statements

2024-08-14 compared with 2024-05-15 · 73 added, 61 removed, 300 unchanged (31% of the section changed)

2 unchanged sentences

(In thousands, except share and per share data)

March 31, 2024

December 31, 2023

(In thousands, except share and per share data)

March 31, 2024

June 30, 2024

December 31, 2023

23 unchanged sentences

Notes payable, less current portion

Lease liability, less current portion

Lease liability

Other long-term liabilities

Total liabilities

Stockholders’ equity (deficit)

Stockholders’ deficit

Series A Preferred stock;

15 unchanged sentences

Accumulated other comprehensive income

Total OmniQ stockholders’ equity (deficit)

Total liabilities and equity (deficit)

Total OmniQ stockholders’ deficit

Total liabilities and deficit

accompanying unaudited notes should be read in conjunction with these unaudited condensed consolidated financial statements.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except share and per share data)

For the Three months ended

For the three months

For the six months ended

ending June 30,

(In thousands, except share and per share data)

18 unchanged sentences

Net (loss) per share - basic attributable to common stockholders’ of OmniQ Corp

Weighted average number of common shares outstanding - basic and diluted

Weighted average number of common shares outstanding - basic

accompanying unaudited notes should be read in conjunction with these unaudited condensed consolidated financial statements.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

(In thousands)

Income (Loss)

Accumulated Other

Total Stockholders’

Preferred Stock

Comprehensive

Stockholders’

(In thousands)

10 unchanged sentences

Balance, March 31, 2023

Dividend on Class C Shares

ESPP Stock Issuance

Stock and Warrant issued for services

Stock-based compensation – options, warrants, issuances

Cumulative Translation Adjustment

Net (loss) income

Balance, June 30, 2023

Balance, December 31, 2023

$ ( 113,923 )

Dividend on Class C Shares

7 unchanged sentences

$ ( 115,972 )

Dividend on Class C Shares

ESPP Stock Issuance

Stock-based compensation – options, warrants, issuances

Cumulative Translation Adjustment

Net (loss) income

Balance, June 30, 2024

$ ( 119,025 )

accompanying unaudited notes should be read in conjunction with these condensed unaudited consolidated financial statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

the Three Months Ended March 31,

CONSOLIDATED STATEMENTS OF CASH FLOW

the six months ended June 30,

(In thousands)

9 unchanged sentences

Accounts payable and accrued liabilities

Accrued interest and accrued liabilities, related party

Accrued payroll and sales taxes payable

4 unchanged sentences

Cash flows from investing activities

Purchase of property and equipment

Net cash used in investing activities

Proceeds/purchase of property and equipment

Proceeds/loss from sale of other assets

Net cash provided by (used in) investing activities

Cash flows from financing activities

3 unchanged sentences

Proceeds from draw on line of credit

Net cash (used in) provided by financing activities

Net cash provided by financing activities

Net change in cash and cash equivalents

7 unchanged sentences

Cash paid for interest

Cash paid for taxes

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

14 unchanged sentences

statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form

Interim disclosures generally do not repeat those in the annual statements.

describe our significant accounting policies in Note 2 of the notes to consolidated financial statements in the 2023 Form 10-K.

the three-month period ended March 31, 2024, there were no significant changes to those accounting policies.

the six-month period ended June 30, 2024, there were no significant changes to those accounting policies.

Loss Per Common Share

5 unchanged sentences

The weighted-average number of common shares outstanding for computing basic

EPS for the three-months ended March 31, 2024, and 2023 were 10,688,340 and 7,749,870 , respectively.

EPS for the six-months ended June 30, 2024, and 2023 were 10,690,286 and 7,777,665 , respectively.

Diluted net loss per share of common

3 unchanged sentences

OF ANTI DILUTIVE SECURITIES EXCLUDES FROM COMPUTATION OF EARNING PER SHARE

March 31, 2024

March 31, 2023

June 30, 2024

June 30, 2023

Options to purchase common stock

1 unchanged sentence

Potential shares excluded from diluted net loss per share

Reclassifications

and Comparability

Reclassifications and Comparability

revenue and cost of goods sold amounts in the financial statements of the prior period have been reclassified to be presented on a net

4 unchanged sentences

2 – LIQUIDITY AND CAPITAL RESOURCES

accompanying condensed consolidated financial statements have been prepared assuming that we will continue as a going concern.

The following

are the principal conditions or events which potentially raise substantial doubt about the company’s ability to continue as a going

accompanying consolidated financial statements have been prepared assuming that we will continue as a going concern.

The following are

the principal conditions or events which potentially raise substantial doubt about the company’s ability to continue as a going

the need for operational cash with the need to add additional products.

and cost-effective development of products

capital deficit of $ 46.4 million as of March 31, 2024

deficit of $ 116 million as of March 31, 2024

capital deficit of $ 48 million as of June 30, 2024

deficit of $ 119 million as of June 30, 2024

years of losses from operations

5 unchanged sentences

efforts are focused on the most profitable product lines.

Star - The Company’s total accounts payable due to Blue Star as of March 31, 2024, was approximately $ 45 million.

Star - The Company’s total accounts payable due to Blue Star as of June 30, 2024, was approximately $ 46 million.

is an unsecured creditor, financing a substantial amount the Company’s supply chain demand.

9 unchanged sentences

3 – CONCENTRATIONS

the three-months ended March 31, 2024, and 2023, one customer accounted for 25 % and two customers accounted

for 30 %, respectively, of the Company’s consolidated revenues.

receivable at March 31, 2024 and December 31, 2023 are made up of trade receivables due from customers in the ordinary course of business.

No customer accounted for more than 10 % of the outstanding receivables as of March 31, 2024, or December 31, 2023.

the three months ended March 31, 2024, and the year ended December 31, 2023 two vendors made up 49 %, respectively, of our purchases.

4 – BUSINESS COMBINATIONS

the six-months ended June 30, 2024 and the year ended December 31, 2023, one customer accounted for 24 % and one customer accounted for

30 %, respectively, of the Company’s consolidated revenues.

receivable at June 30, 2024 and December 31, 2023 are made up of trade receivables due from customers in the ordinary course of business.

One customer accounted for more than 22 % of the outstanding receivables as of June 30, 2024, and no customers accounted for more than

10 % as of December 31, 2023.

the six months ended June 30, 2024 and the year ended December 31, 2023 two vendors made up 49 %, respectively, of our purchases.

4 – BUSINESS ACQUISITION

On January 30, 2024, OMNIQ’s wholly owned subsidiary, Dangot Computers Ltd.

9 unchanged sentences

The purchase Agreement closed on February 1, 2024.

As of March 31, 2024, the total amount outstanding

is NIS 4.4 million, approximately $ 1 million USD, and is presented on the balance sheet in short- and long-term notes payable.

Distribution LTD

3 unchanged sentences

consisted of the following as of:

June 30, 2024

December 31, 2023

26 unchanged sentences

The discount fee starts at 1.5 % and increases based on the age of the outstanding receivables.

The balance as of March

31, 2024, was $ 0 .

7 – RELATED PARTY NOTES PAYABLE

The balance as of June

30, 2024, was $ 2.8 million.

7 – OTHER NOTES PAYABLE

1 unchanged sentence

(In thousands)

March 31, 2024

June 30, 2024

December 31, 2023

25 unchanged sentences

(In thousands)

March 31, 2024

June 30, 2024

December 31, 2023

6 unchanged sentences

The following table summarizes

changes in deferred revenue as of March 31:

changes in deferred revenue as of:

SCHEDULE OF DEFERRED REVENUE

June 30, 2024

December 31, 2023

Beginning balance

3 unchanged sentences

9 – OTHER INCOME

the three months ended March 31, 2024, the Company received government relief funds in the amount of approximately NIS 1.7 million or

US $ 609 thousand.

the six months ended June 30, 2024, the Company received government relief funds in the amount of approximately NIS 1.7 million or US

$ 470 thousand.

10 – STOCKHOLDERS’ EQUITY

of March 31, 2024, there were 2,000,000 Series A preferred shares designated and no Series A preferred shares outstanding.

of directors of the Company (the “Board”) had previously set the voting rights for the Series A preferred stock at 1 share

of preferred to 250 common shares.

of March 31, 2024, there was 1 preferred share designated and no preferred shares outstanding.

of March 31, 2024, there were 3,000,000 Series C Preferred Shares (“Series C”) authorized with 502,000 issued and outstanding.

of June 30, 2024, there were 2,000,000 Series A preferred shares designated and no Series A preferred shares outstanding.

directors of the Company (the “Board”) had previously set the voting rights for the Series A preferred stock at 1 share of

preferred to 250 common shares .

of June 30, 2024, there was 1 preferred share designated and no preferred shares outstanding.

of June 30, 2024, there were 3,000,000 Series C Preferred Shares (“Series C”) authorized with 502,000 issued and outstanding.

The Series C shares have preferential rights above common shares and the Series B Preferred Shares and is entitled to receive a quarterly

2 unchanged sentences

into common stock at the rate of 20 preferred shares to one share of common stock .

As of March 31, 2024, the accrued dividends on the

As of June 30, 2024, the accrued dividends on the

Series C Preferred Stock was $ 196 thousand.

8 unchanged sentences

The Plan was approved by our stockholders at the December 2021, shareholders’ meeting.

No options were issued in the three months

ended March 31, 2024 or 2023.

No options were issued in the six months

ended June 30, 2024 or 2023.

December 2015, our Board of Directors approved the OMNIQ.

1 unchanged sentence

For the three months

ending March 31, 2024, employees purchased 14,409 shares or $ 6 thousand of common stock.

ending June 30, 2024, employees purchased 2,608 shares or $ 2 thousand of common stock.

April 8, 2024, Stockholders approved the amendment of the Company’s

Certificate of Incorporation to increase the amount of authorized common stock to 35,000,000 shares.

11 – LITIGATION

6 unchanged sentences

12 – SUBSEQUENT EVENTS

April 8, 2024, stockholders approved the amendment of the Company’s Certificate of Incorporation to increase the amount of authorized

common stock to 35,000,000 shares.

are no subsequent events.

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