What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2022-08-15 compared with 2022-05-16 · 71 added, 33 removed, 116 unchanged (47% of the section changed)

2 unchanged sentences

following management’s discussion and analysis section should be read in conjunction with the Company’s unaudited financial

statements as of March 31, 2022 and 2021, and the related statements of comprehensive loss, statement of changes in stockholders’

statements as of June 30, 2022 and 2021, and the related statements of comprehensive loss, statement of changes in stockholders’

equity (deficit) and statements of cash flows for the three months then ended, and the related notes thereto contained in this Quarterly

40 unchanged sentences

as well as the effectiveness of its messaging.

of Executive Officers and Director

June 28, 2022, Mr.

Amihay Hadad, the Company’s current chief executive officer, tendered his resignation from his position as chief

financial officer, effective June 28, 2022, and concurrent therewith the Company’s board of directors appointed Mr.

to serve as the Company’s new chief financial officer, effective July 1, 2022.

June 13, 2022, the Company’s board of directors appointed Mr.

Yoram Baumann as a director of the Company and as chairman of the

board of directors of the Company.

with Gix Media Ltd.

12 unchanged sentences

made by each of the Company, Gix Media and Merger Sub.

the Gix Merger, the board of directors of the Company is expected to consist of six (6) directors and will be comprised of four (4) new

directors to be appointed by Gix Media, who will join the Company’s two currently-serving directors, Amihay Hadad and Alon Dayan.

the Gix Merger, the board of directors of the Company is expected to consist of six (6) directors and will be comprised of three (3)

new directors to be appointed by Gix Media, who will join the Company’s three currently-serving directors, Yoram Baumann, Amihay

Hadad and Alon Dayan.

December 21, 2021, the shareholders of each of Gix Media and Merger Sub approved the Merger Agreement.

5 unchanged sentences

of the Company’s outstanding convertible instruments into restricted shares of Common Stock and (iv) obtaining a tax pre-ruling

from the Israeli Tax Authority relating to the Agreement.

from the Israeli Tax Authority (the “ITA”) relating to the Agreement.

On June 30, 2022, Gix Media obtained a tax ruling from

the ITA, which effectively satisfied the foregoing condition to closing.

As of June 30, 2022, the remaining closing conditions of the Merger Agreement have not been fulfilled yet.

connection with Gix Merger, on February 13, 2022, the requisite majority of the Company’s stockholders approved certain amendments

7 unchanged sentences

of the Company’s stockholders.

May 31, 2022, the Company’s stockholders determined it was not advisable and in the best interest of the Company to effect the

name change from “Viewbix Inc.” to “Gix Media, Inc.” and accordingly approved the removal of the name change

from the contemplated amended and restated articles of incorporation to be effected in connection with the Gix Merger.

of Operations

of Operations During the Three Months Ended March 31, 2022 as Compared to the Three Months Ended March 31, 2021

revenues were $1 thousand for the three months ended March 31, 2022, compared to $8 thousand during the three months ended March 31,

The reason for the decrease during the three months ended March 31, 2022 is due to the Company’s cost-reduction measures

that were initially implemented beginning on January 1, 2021.

research and development expenses were $14 thousand for the three months ended March 31, 2022, which is a slight decrease as compared

to $16 thousand during the three months ended March 31, 2021.

selling and marketing expenses were $0 thousand for the three months ended March 31, 2022, which is a slight decrease as compared to

$2 thousand during the three months ended March 31, 2021.

general and administrative expenses were $68 thousand for the three months ended March 31, 2022, slight increase as compared to the $63

thousand for the three months ended March 31, 2021.

other expenses were $13 thousand for the three months ended March 31, 2022, compared to $0 thousand during the three months ended March

Our other expenses are due to expenses in connection with the Merger Agreement.

net financial expenses were $75 thousand for the three months ended March 31, 2022, compared to net financial income of $7 thousand during

the three months ended March 31, 2021.

The reason for the increase during the three months ended March 31, 2022 is due to certain

financial expenses in connection with the loan to the Parent Company, which was signed during the quarter ended December

of Operations During the Three Months Ended June 30, 2022 as Compared to the Three Months Ended June 30, 2021

revenues were $2 thousand for the three months ended June 30, 2022, compared to $17 thousand during the same period in the prior year.

The reason for the decrease in the three months ended June 30, 2022 is due to the fact that beginning on January 1, 2020, the Company

announced and began implementing certain cost reduction measures.

research and development expenses were $14 thousand for the three months ended June 30, 2022, representing a slight increase as compared

to $12 thousand during the same period in the prior year.

general and administrative expenses decreased to $70 thousand for the three months ended June 30, 2022 as compared to $79 thousand during

the same period in the prior year.

The reason for the decrease in the three months ended June 30, 2022 is mainly due to a decrease in

our professional costs.

other expenses were $19 thousand for the three months ended June 30, 2022, compared to $0 thousand during the three months ended June

Our other expenses are due to expenses in connection with the Gix Merger.

net financial expenses were $67 thousand for the three months ended June 30, 2022, compared to $4 thousand during the same period in

the prior year.

The reason for the increase during the three months ended June 30, 2022, is mainly due to certain financial expenses

in connection with a loan from the Parent Company, which was signed during the quarter ended December 31, 2021.

tax on income was $0 thousand for the three months ended June 30, 2022, representing a slight decrease as compared to $1 thousand during

the same period in the prior year.

of Operations During the Six Months Ended June 30, 2022 as Compared to the Six Months Ended June 30, 2021

revenues were $3 thousand for the six months ended June 30, 2022, compared to $25 thousand during the same period in the prior year.

The reason for the decrease in the six months ended June 30, 2022 is due to the fact that beginning on January 1, 2020, the Company announced

and began implementing certain cost reduction measures.

research and development expenses were $28 thousand for the six months ended June 30, 2022 and for the six months ended June 30, 2021.

selling and marketing expenses were $0 thousand for the six months ended June 30, 2022, which is a slight decrease as compared to $2

thousand during the same period in the prior year.

general and administrative expenses were $138 thousand for the six months ended June 30, 2022, representing a slight decrease as compared

to $142 thousand during the same period in the prior year.

other expenses were $32 thousand for the six months ended June 30, 2022, compared to $0 thousand during the six months ended June 30,

Our other expenses are due to expenses in connection with the Gix Merger.

net financial expenses were $142 thousand for the six months ended June 30, 2022, compared to $11 thousand during the same period in

the prior year.

The reason for the increase during the six months ended June 30, 2022 is mainly due to certain financial expenses in

connection with a loan from the Parent Company, which was signed during the quarter ended December 31, 2021.

tax on income was $0 thousand for the six months ended June 30, 2022, representing a slight decrease as compared to $1 thousand during

the same period in the prior year.

and Capital Resources

of March 31, 2022, we had current assets of $115 thousand consisting of $57 thousand in cash and cash equivalents, $9 thousand in trade

of June 30, 2022, we had current assets of $73 thousand consisting of $27 thousand in cash and cash equivalents, $9 thousand in trade

receivables, $23 thousand in other accounts receivables and $14 thousand in prepaid expenses.

of March 31, 2022, we had $2,564 thousand in current liabilities consisting of $16 in trade payables, $239 in other accounts payable

and accrued liabilities, $69 in short term loans and a loan to the Parent Company in the amount of $2,240.

of June 30, 2022, we had $2,690 thousand in current liabilities consisting of $14 thousand in trade payables, $224 in other accounts

payable and accrued liabilities, $69 Short term loan and $2,383 in the form of a loan from the Parent Company.

of December 31, 2021, we had current assets of $156 thousand consisting of $74 thousand in cash and cash equivalents, $30 thousand in

trade receivables, $30 thousand in other accounts receivables and $44 thousand in prepaid expenses.

As of December 31, 2021, we had $2,436

thousand in current liabilities consisting of $9 in trade payables, $242 in other accounts payable and accrued liabilities, $69 in short

term loans, and a loan to the Parent Company in the amount of $2,116.

had a negative working capital of $2,449 thousand and $2,280 thousand as of March 31, 2022 and December 31, 2021, respectively.

other accounts receivables, $8 thousand in trade receivables and $44 thousand in prepaid expenses.

We had $2,436 thousand in current

liabilities, which consisted of $242 in accounts payable and accrued liabilities, $9 in trade payable, $2,116 in the form of a loan from

the Parent Company and $69 in short term loan.

had a negative working capital of $2,617 thousand and $2,280 thousand as of June 30, 2022 and December 31, 2021, respectively.

the three months ended June 30, 2022, we had negative cash flow from operations of $30 thousand, which was mainly the result of a net

loss of $168 thousand, offset by increase in working capital of $138 thousand.

the six months ended June 30, 2022, we had negative cash flow from operations of $47 thousand, which was mainly the result of a net loss

of $337 thousand, offset by increase in working capital of $290 thousand.

are no limitations in the Company’s Certificate of Incorporation on the Company’s ability to borrow funds or raise funds

26 unchanged sentences

on attractive terms, the Company may be required to delay, limit, reduce or terminate the operations of some or all of its business segments.

Company has incurred $169 in net losses for the three months ended March 31, 2022, and $80 in net loss for the three months ended March

The Company has $2,449 stockholders’ deficit as of March 31, 2022 and $2,158 in total stockholders’ deficit as

of March 31, 2021.

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.

Company has incurred $337 in net losses for the six months ended June 30, 2022, has $2,617 in stockholders’ deficit as of June

30, 2022 and $2,280 in total stockholders’ deficit as of December 31, 2021.

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.

conditions raise substantial doubts about the Company’s ability to continue as a going concern.

8 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 2. Management’s Discussion and Analysis