QUANTUM X LABS INC. 10-Q

ITEM 1. FINANCIAL STATEMENTS VIEWBIX INC. (Formerly known as Virtual Crypto Technologies, Inc.) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) September 30, 2021 CONTENTS Page Interim Condensed Consolidated Balance Sheets (unaudited) 4 – 5 Interim Condensed Consolidated Statements of Comprehensive Loss (unaudited) 6 Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity (unaudited) 7 Interim Condensed Consolidated Statements of Cash Flows (unaudited) 8 Notes to the Interim Condensed Consolidated Financial Statements 9 - 19 - 4 - VIEWBIX INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) U.S. dollars in thousands (except share data) As of September 30 As of December 31 Note 2021 2020 ASSETS CURRENT ASSETS Cash and cash equivalents 102 148 Trade receivables 40 15 Other accounts receivable 3 28 20 Prepaid expenses 10 42 Total current assets 180 225 Total assets 180 225 The accompanying notes are an integral part of these condensed consolidated financial statements. - 5 - VIEWBIX INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Cont.) U.S. dollars in thousands (except share data) As of September 30 As of December 31 Note 2021 2020 LIABILITIES AND STOCKHOLDERS’ DEFICIT CURRENT LIABILITIES Trade payables 5 22 Other accounts payables and accrued liabilities 4 219 177 Payable to parent company 5 2,226 2,054 Short term loan 6 64 50 Total current liabilities 2,514 2,303 Commitments and contingencies 8 - STOCKHOLDERS’ DEFICIT 7 Share Capital Common stock of $ 0.0001 par value - Authorized: 490,000,000 shares; Issued and outstanding: 34,753,669 shares as of December 31, 2020; and September 30, 2021 3 3 Additional paid-in capital 13,073 13,073 Accumulated deficit ( 15,410 ) ( 15,154 ) Total stockholders’ deficit ( 2,334 ) ( 2,078 ) Total liabilities and stockholders’ deficit 180 225 The accompanying notes are an integral part of these condensed consolidated financial statements. - 6 - VIEWBIX INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) U.S. dollars in thousands (except share data) Note 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 Note 2021 2020 2021 2020 Revenues 32 86 7 17 Cost of revenues - 5 - 1 Gross profit 32 81 7 16 Operating expenses: Research and development 47 59 19 - Selling and marketing 2 8 - 1 General and administrative 221 339 79 70 Gain from sale of a subsidiary - ( 8 ) - - Operating loss 238 317 91 55 Financial income (expenses), net 9 ( 16 ) 8 ( 5 ) 11 Loss before tax 254 309 96 44 Taxes on income 10 2 2 1 - Net loss 256 311 97 44 Loss per share - basic and diluted 11 0.007 0.01 0.003 0.001 Weighted average number of common stocks outstanding used in the computations of loss per share (in thousands) 31,201,669 31,201,669 31,201,669 31,201,669 The accompanying notes are an integral part of these condensed consolidated financial statements. - 7 - VIEWBIX INC. CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT (Unaudited) U.S. dollars in thousands (except share data) Number Amount capital deficit deficit Ordinary shares Additional paid-in Accumulated Total shareholders’ Number Amount capital deficit deficit Balance as of January 1, 2021 34,753,669 3 13,073 ( 15,154 ) ( 2,078 ) Net loss for the period - - - ( 256 ) ( 256 ) Balance as of September 30, 2021 34,753,669 3 13,073 ( 15,410 ) ( 2,334 ) Ordinary shares Additional paid-in Accumulated Total shareholders’ Number Amount capital deficit deficit Balance as of July 1, 2021 34,753,669 3 13,073 ( 15,313 ) ( 2,237 ) Net loss for the period - - - ( 97 ) ( 97 ) Balance as of September 30, 2021 34,753,669 3 13,073 ( 15,410 ) ( 2,334 ) Ordinary shares Additional paid-in Accumulated Total shareholders’ Number Amount capital deficit deficit Balance as of January 1, 2020 31,201,669 3 13,015 ( 14,711 ) ( 1,693 ) Net loss for the period - - - ( 311 ) ( 311 ) Balance as of September 30, 2020 31,201,669 3 13,015 ( 15,022 ) ( 2,004 ) Ordinary shares Additional paid-in Accumulated Total shareholders’ Number Amount Capital deficit deficit Balance as of July 1, 2020 31,201,669 3 13,015 ( 14,978 ) ( 1,960 ) Net loss for the period - - - ( 44 ) ( 44 ) Balance as of September 30, 2020 31,201,669 3 13,015 ( 15,022 ) ( 2,004 ) The accompanying notes are an integral part of these condensed consolidated financial statements. - 8 - VIEWBIX INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) U.S. dollars in thousands (except share data) 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 2021 2020 2021 2020 Unaudited Unaudited Cash flows from operating activities Net loss for the period ( 256 ) ( 311 ) ( 97 ) ( 44 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation - 5 - - Gain from sale of a subsidiary - ( 8 ) - - Changes in assets and liabilities: Decrease (increase) in prepaid expenses 7 7 1 ( 7 ) Decrease (increase) in other receivables ( 8 ) 105 ( 12 ) ( 1 ) Increase (decrease) in trade payables 25 ( 76 ) 25 ( 1 ) Financing expenses from short-term loans 14 - 4 - Decrease in other accounts payables - ( 51 ) - ( 12 ) Increase in payable to parent company 172 292 55 51 Net cash used by operating activities ( 46 ) ( 37 ) ( 24 ) ( 14 ) Cash flows from investing activities Cash received from sale of a subsidiary - 13 - - Net cash provided by Investing activities - 13 - - Decrease in cash and cash equivalents and restricted cash ( 46 ) ( 24 ) ( 24 ) ( 14 ) Cash and cash equivalents and restricted cash at the beginning of the period 148 89 126 79 Cash and cash equivalents and restricted cash at the end of the period 102 65 102 65 Supplemental Cash Flow Information: As of February 12 2020 Current assets excluding cash and cash equivalents 6 Current liabilities ( 1 ) Gain from sale of a subsidiary 8 Cash received from the sale of a subsidiary 13 The accompanying notes are an integral part of these condensed consolidated financial statements. - 9 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 1: GENERAL Organizational Background Viewbix Inc. (formerly known as Virtual Crypto Technologies, Inc.) (the “Company”) was incorporated in the State of Ohio in 1989 under a predecessor name, Zaxis International, Inc. (“Zaxis”). On August 25, 1995, Zaxis merged with a subsidiary of The InFerGene Company, a Delaware corporation, which entity changed its name to Zaxis International, Inc. and the Company was reincorporated in Delaware under the name of Zaxis International, Inc. On December 30, 2014, Zaxis entered into an agreement with Emerald Medical Applications Ltd., a private limited liability company organized under the laws of the State of Israel (“Emerald Israel”). On February 7, 2019, the Company entered into a share exchange agreement (the “Share Exchange Agreement”) with Gix Internet Ltd. (TASE:GIX, formerly known as Algomizer Ltd.), a company organized under the laws of the State of Israel (“Gix”), pursuant to which on July 25, 2019 (the “Closing Date”), Gix assigned, transferred and delivered its 99.83 % holdings in Viewbix Ltd. (“Viewbix Israel”) to the Company in exchange for shares of restricted common stock of the Company, representing 65 % of the issued and outstanding share capital of the Company on a fully diluted basis as of the Closing Date. On July 24, 2019, and in connection with the Share Exchange Agreement, the Company filed a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of Delaware reflecting its name change from Virtual Crypto Technologies, Inc. to Viewbix Inc. to reflect its new operations and business focus and, effective on August 7, 2019, FINRA approved the Registrant’s name change and its trading symbol was changed from “VRCP” to “VBIX” on the OTCQB. As a result of the Recapitalization Transaction, Viewbix Israel became a subsidiary of the Company. As the shareholders of Viewbix Israel received the largest ownership interest in the Company, Viewbix Israel was determined to be the “accounting acquirer” in the Recapitalization Transaction. The Company and its subsidiaries are collectively referred to as the “Company”. Viewbix Israel was incorporated on February 2006 in Israel. The Company has developed an interactive video platform based on Software as a Service (“SaaS”) business model with interactive elements, and the ability to collect and analyze information about each interactive action performed during the viewing of the video clip. The interactive elements and information gathered, allowing the advertiser to analyze user viewing habits and optimize real-time throughout the campaign while increasing the effectiveness of online and live video advertising. On January 1, 2020, the Company announced certain cost reduction measures due the Company not achieving certain revenues goals. - 10 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 1: GENERAL (Cont.) Emerald Medical Applications Ltd. On March 16, 2015, Zaxis and Emerald Israel executed a share exchange agreement, which closed on July 14, 2015, and Emerald Israel became the Company’s wholly-owned subsidiary. Emerald Israel was engaged in the business of developing Emerald Israel’s DermaCompare technology and the development, sale and service of imaging solutions utilizing its DermaCompare software for use in derma imaging and analytics for the detection of skin cancer. On January 29, 2018, the Company ceased the DermaCompare operations of its former subsidiary. On May 2, 2018, the District Court of Lod, Israel issued a winding-up order for Emerald Israel and appointed an Israeli attorney as special executor for Emerald Israel. Virtual Crypto Technologies Ltd. On January 17, 2018, the Company formed a new wholly-owned subsidiary under the laws of the State of Israel, Virtual Crypto Technologies Ltd. (the “VCT Israel”), to develop and market software and hardware products facilitating, allowing and supporting purchase and/or sale of cryptocurrencies through ATMs, tablets, personal computers (“PCs”) and/or mobile devices. VCT Israel ceased its business operation prior to consummation of the Recapitalization Transaction. On January 27, 2020, Virtual Crypto Israel was sold to a third party for NIS 50,000 ($ 14,459 ). Stock Subscription Agreement and Loan Agreement On December 18, 2020, the Company entered into a Stock Subscription Agreement (the “Subscription”) with certain investors (the “Investors”) in connection with the sale and issuance of an aggregate of 3,000,000 shares of Common Stock, at a purchase price of $ 0.01 per share, and for an aggregate purchase price of $ 30,000 . In addition, and on the same date, the company entered into a Loan Agreement (the “Loan”) with the Investors, pursuant to which the Investors lent an aggregate of $ 69,000 (the “Principal Amount”). In accordance with the terms of the Loan, the company repaid the interest on the Principal Amount ( 8 % compounded annually) to the Investors in the form of an issuance of an aggregate of 552,000 shares of Common Stock, at a price per share of $0.01. The shares of Common Stock were issued to the Investors pursuant to Regulation S of the Securities Act of 1933, as amended. - 11 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 1: GENERAL (Cont.) Going Concern The Company has incurred $ 256 in net loss for the nine months ended September 30 2021 has $ 2,334 stockholders’ deficit as of September 30, 2021 and $ 2,078 in total stockholders’ deficit as of December 31, 2020 .Management expects the Company to continue to generate substantial operating losses and to continue to fund its operations primarily through utilization of its current financial resources and through additional raises of capital. Such conditions raise substantial doubts about the Company’s ability to continue as a going concern. Management’s plan includes raising funds from outside potential investors. However, there is no assurance such funding will be available to the Company or that it will be obtained on terms favorable to the Company or will provide the Company with sufficient funds to meet its objectives. These financial statements do not include any adjustments relating to the recoverability and classification of assets, carrying amounts or the amount and classification of liabilities that may be required should the Company be unable to continue as a going concern. NOTE 2: SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation: The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary and were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. Unaudited Interim Financial Information The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2020 and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on March 16, 2021 (the “2020 Annual Report”). The results for any interim period are not necessarily indicative of results for any future period. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments that are necessary to present fairly the Company’s financial position and results of operations for the interim periods presented .The results for the three months ended September 30, 2021 are not necessarily indicative of the results for the year ending December 31, 2021, or for any future period. As of September 30, 2021, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2020 Annual Report. - 12 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 3: OTHER ACCOUNTS RECEIVABLES SCHEDULE OF OTHER ACCOUNTS RECEIVABLES COMPOSITION Composition: As of September 30 As of December 31 2021 2020 Government authorities $ 28 $ 20 Total 28 20 NOTE 4: OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES SCHEDULE OF OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Composition: As of September 30 As of December 31 2021 2020 Other payables $ 50 $ 47 Accrued liabilities 169 130 Total other accounts payables $ 219 $ 177 NOTE 5: PAYABLE TO PARENT COMPANY SCHEDULE OF PAYABLE TO PARENT COMPANY Balances:   As of September 30 As of December 31 2021 2020 Gix – Parent Company Payable $ 2,226 $ 2,054 As part of the agreement with Gix, the parties agreed to have the Company’s operations outsourced to Gix from the agreement date and until the acquisition is consummated. The following terms were included in the agreement pursuant to the above: (a) From May 2018 all of the Company’s employees will become employees of Gix. (b) Between the periods of May 2018 to October 2018, Gix will pay the full expenses of the employees as well as other related expenses. (c) From November 2018 until to the Closing Date, the employees transferred from the Company to Gix will dedicate half of their time to the Company’s operations and correspondingly 50 % of the costs to be incurred by Gix in respect of these employees are to be charged to the Company. From the closing date, the actual expenses incurred by Gix related to the Company will be charged to the Company. No amounts were paid by the Company to Gix during 2021 and 2020. - 13 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 6: SHORT TERM LOAN On December 18, 2020, the company entered into a Loan Agreement (the “Loan”) and Stock Subscription Agreement with certain Investors as described in note 1e, pursuant to which the Investors lent an aggregate amount of $ 69,000 (the “Principal Amount”). In accordance with the terms of the Loan, the company prepaid the interest on the Principal Amount of 8 % compounded annually to the Investors as an issuance of 552,000 shares of Common Stock, at a price per share of $ 0.01 . Under the Stock Subscription Agreement, the Investors transferred an amount of $ 30,587 to the company as consideration for the issued shares. The Company allocated the total proceeds in respect of the shares issued and the Loan extended based on its relative fair values. As a result of the allocation, a discount of $ 19 was recorded on the loan. The discount is amortized over the term of the loan as finance expense. The allocation of the proceeds to the fair value distribution of the liability and equity components on the transactions date was as follows: SCHEDULE OF FAIR VALUE DISTRIBUTION OF LIABILITY AND EQUITY COMPONENTS Instrument Fair Value % of total fair Allocated amount Short term loan and prepaid interest 55,200 49.45 49,246 Investment in the company’s shares 54,000 50.55 50,340 Total 109,200 100 99,586 The composition of short term loan balance as of the transaction is as follows: SCHEDULE OF COMPOSITION OF SHORT TERM LOAN As of September 30 2021 As of December 31 2020 Short term loan $ 69 $ 69 Discount on Short term loan ( 5 ) ( 19 ) Short term loan, Net $ 64 $ 50 - 14 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 7: STOCKHOLDERS’ DEFICIT Stockholders’ deficit. SCHEDULE OF COMMON STOCK COMPOSITION Composition: As of September 30 As of December 31 2021 2020 Authorized Issued and outstanding Authorized Issued and outstanding Unaudited Number of shares Ordinary shares 490,000,000 34,753,669 490,000,000 34,753,669 Ordinary Shares: Ordinary shares confer the right to participate in the general meetings, to one vote per share for any purpose, to an equal part, on share basis, in distribution of dividends and to equally participate, on share basis, in distribution of excess of assets and funds from the Company and they shall not confer other privileges unless stated hereunder or in the Companies Law otherwise. Some investors have standard anti-dilutive rights, registration rights, and information and representation rights . On December 18, 2020, the company entered into a Stock Subscription Agreement (the “Subscription”) with certain investors (the “Investors”) in connection with the sale and issuance of an aggregate of 3,000,000 shares of Common Stock, at a purchase price of $ 0.01 per share, and for an aggregate purchase price of $ 30,000 . In addition, and on the same date, the company entered into a Loan Agreement (the “Loan”) with the Investors, pursuant to which the Investors lent an aggregate of $ 69,000 (the “Principal Amount”). In accordance with the terms of the Loan, the company repaid the interest on the Principal Amount 8 % compounded annually to the Investors in the form of an issuance of an aggregate of 552,000 shares of Common Stock, at a price per share of $ 0.01 . The shares of Common Stock were issued to the Investors pursuant to Regulation S of the Securities Act of 1933, as amended. - 15 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 7: STOCKHOLDERS’ DEFICT (Cont.) Share Exchange As detailed in Note 1, as part of the Recapitalization Transaction in July 2019, the Company issued 30,928,620 common shares in exchange for 99.83 % of the issued and outstanding ordinary shares and all the preferred shares of Viewbix Israel. The number of shares prior to the reverse capitalization have been retroactively adjusted based on the equivalent number of shares received by the accounting acquirer in the Recapitalization Transaction. Warrants The following table summarizes information of outstanding warrants as of September 30, 2021: SUMMARY OF OUTSTANDING WARRANTS Warrants Warrant Term Exercise Price Exercisable Class J Warrants 3,649,318 July 2029 0.48 3,649,318 Class K Warrants 3,649,318 July 2029 0.80 3,649,318 Additionally, in connection with the Share Exchange Agreement, upon the earlier of: (a) the launch of a live video product to an American consumer in the United States by Viewbix Israel, or (b) the launch of an interactive television product to an American consumer in the United States by Viewbix Israel, the Company will issue to Gix an additional 1,642,193 shares of restricted common stock of the Company. All of the Company’s warrants meet the US GAAP criteria for equity classification. During January and March 2020, 50,000 class H warrants expired. During January 2020, 38,095 class I warrants expired. During April 2020, 142,857 Class G warrants expired. - 16 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 8: COMMITMENTS AND CONTINGENCIES – In June 2017, a lawsuit was filed by a former CEO of the Company with the Tel Aviv District Court (the “Tel Aviv Court”) against the Company claiming certain damages in the total amount of $ 225 , under the assertion of wrongful termination by the Company and Emerald Israel. The Company believes these claims to be unsubstantiated and wholly without merit and accordingly filed its response with the Tel Aviv Court in October of 2017. The dispute was initially heard by the Tel Aviv Court on February 13, 2020. In a supplemental hearing on February 11, 2021 the former CEO provided data regarding his claims. On March 11, 2021 the former CEO filed his summaries. The Company’s summaries filed on May, 2021. On June 3, 2021, and after the summaries were filed, the lawsuit against Emerald Israel was dismissed by the Tel Aviv Court . NOTE 9: FINANCIAL (EXPENSES) INCOME, NET SCHEDULE OF FINANCIAL (INCOME) EXPENSES, NET Composition: 2021 2020 For the nine months ended September 30 2021 2020 Unaudited Bank fees ( 1 ) ( 5 Exchange rate differences ( 2 ) 18 Other ( 13 ) ( 5 ) Financial (expenses) income, net ( 16 ) ( 8 ) 2021 2020 For the three months ended September 30 2021 2020 Unaudited Bank fees - ( 1 ) Exchange rate differences - 14 Other ( 5 ) ( 2 ) Financial (expenses) income, net ( 5 ) 11 NOTE 10: TAXES ON INCOME A. Tax rates applicable to the income of the Company: Viewbix Israel are taxed according to Israeli tax laws. The Israeli corporate tax rate is 23 % in the years 2019 and onwards. Viewbix Inc. is taxed according to U.S. tax laws. On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”), which among other provisions, reduced the U.S. corporate tax rate from 35% to 21%, effective January 1, 2018 . - 17 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 10: TAXES ON INCOME (Cont.) B. Deferred income taxes: Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: SCHEDULE OF DEFERRED INCOME TAXES As of September 30 As of December 31 2021 2020 Deferred R&D expenses $ 48 $ 114 Operating loss carryforward 32,564 32,256 Total $ 32,612 $ 32,370 Net deferred tax asset before valuation allowance $ 7,130 $ 7,076 Valuation allowance ( 7,130 ) ( 7,076 ) Net deferred tax asset $ - $ - As of September 30, 2021, the Company has provided valuation allowances of $ 7,130 in respect of deferred tax assets resulting from tax loss carryforward and other temporary differences. Management currently believes that because the Company has a history of losses, it is more likely than not that the deferred tax regarding the loss carryforward and other temporary differences will not be realized in the foreseeable future. C. Available carryforward tax losses: As of September 30, 2021 Viewbix Israel incurred operating losses in Israel of approximately $ 14,042 which may be carried forward and offset against taxable income in the future for an indefinite period. As of September 30, 2021 the Company generated net operating losses in the U.S. of approximately $ 18,522 Net operating losses in the U.S. are available through 2035 . Utilization of U.S. net operating losses may be subject to substantial annual limitation due to the “change in ownership” provisions of the Internal Revenue Code of 1986 and similar state provisions. The annual limitation may result in the expiration of net operating losses before utilization. - 18 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 10: TAXES ON INCOME (Cont.) SCHEDULE OF LOSS (INCOME) FROM CONTINUING OPERATIONS, BEFORE TAXES ON INCOME D. Loss (income) from continuing operations, before taxes on income, consists of the following: 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 2021 2020 2021 2020 USA $ 69 6 $ 27 ( 4 ) Israel 185 303 71 48 Total loss before taxes on income $ 254 309 $ 98 44 NOTE 11: LOSS PER SHARE-BASIC AND DILUTED SCHEDULE OF LOSS PER SHARE-BASIC AND DILUTED Composition: 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 2021 2020 2021 2020 Basic and diluted: Net loss attributable to ordinary stockholders 256 311 97 44 Weighted-average ordinary shares 31,201,669 31,201,669 31,201,669 31,201,669 Loss per share-basic and diluted 0.007 0.01 0.003 0.001 - 19 - VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 12: COVID-19 PANDEMIC IMPLICATIONS The COVID-19 pandemic, which originated in China in late 2019, has since spread across the globe and affected the economic condition of most, if not all, countries, including the United States, Israel and many countries in Europe. On March 11, 2020, the World Health Organization declared the outbreak a pandemic. While COVID-19 is still spreading and the final implications of the pandemic are difficult to estimate at this stage, it is clear that it has affected the lives of a large portion of the global population. As of September 30, 2021, the pandemic has caused repeated states of emergency to be declared in various countries, ongoing and extended travel restrictions have been imposed for several months, strict quarantines rules have been established and maintained for an extended period of time in a plethora of jurisdictions and various institutions and companies have been closed and rendered bankrupt. The Company is actively monitoring the pandemic and is taking any necessary measures to respond to the situation in cooperation with the various stakeholders. Due to the uncertainty surrounding the COVID-19 pandemic, the Company will continue to assess the situation, including government-imposed restrictions, market by market. It is not possible at this time to estimate the full impact that the COVID-19 pandemic could have on the Company’s business, the continued spread of COVID-19, and any additional measures taken by governments, health officials or by the Company in response to such spread, could have on the Company’s business, results of operations and financial condition. The COVID-19 pandemic and mitigation measures have also negatively impacted global economic conditions, which, in turn, could adversely affect the Company’s business, results of operations and financial condition. The extent to which the COVID-19 outbreak continues to impact the Company’s financial condition will depend on future developments that are highly uncertain and cannot be predicted, including new government actions or restrictions, new information that may emerge concerning the severity, longevity and impact of the COVID-19 pandemic on economic activity. - 20 -