What changed in this filing

/stocks — the workspaceLOADING

Item 1A. Risk Factors

2024-08-14 compared with 2024-05-20 · 45 added, 21 removed, 36 unchanged (65% of the section changed)

11 unchanged sentences

Statements” and elsewhere in this Quarterly Report on Form 10-Q before deciding whether to invest in our securities.

common stock may never be listed on a recognized national exchange

common stock trades on the OTCQB Pink Sheets.

You should not assume that any effort to uplist

the trading of our common stock to a recognized national exchange would be successful, or if successful, that compliance with the listing

requirements of such recognized national exchange will be maintained, including but not limited to requirements associated with maintenance

of a minimum net worth, minimum stock price, minimum number of shareholders, and ability to establish a sufficient number of market makers.

A failure or inability to uplist the trading of our common stock to a recognized national

exchange, or any failure to maintain compliance with the listing requirements of such recognized national exchange, may materially adversely

affect our Company and the trading price of our common stock.

addition, failure to uplist to a recognize national exchange may adversely impact our ability to finance our operations through investments,

which may in turn may impact our ability to pay our obligations, including under our financing agreements, loan agreements and credit

facilities, when they become due.

foregoing risks may have a material adverse effect on our Company and the trading price of our common stock.

and until our common stock is approved for listing on a recognized national exchange, many potential investors may be unwilling to purchase

our common stock

common stock currently trades on the OTCQB Pink Sheets.

Many funds and other potential investors are unable or unwilling to purchase

stocks on the OTCQB Pink Sheets, being required or simply preferring to purchase stocks that have been approved for listing on a recognized

national exchange, such as the NASDAQ or the NYSE.

Recognizing this situation, we would like to uplist

from the OTCQB Pink Sheets to a recognized national exchange such as NASDAQ, if and when we meet the NASDAQ’s listing requirements.

Unless and until we successfully uplist , potential investor interest in our common stock

may be muted, which may adversely affect our company and the trading price of our common stock.

The foregoing risks may have a material

adverse effect on our Company and the trading price of our common stock.

may not be able to retain and attract programmatic advertisers, and the associated payments received from such programmatic advertisers’

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may not be able to receive credit facility to fund our operations, on favorable terms, or at all.

generally finance our operations primarily through a combination of cash flow generated from operations and borrowings under our

credit facilities, loans, and through credit with our vendors.

Our ability to access capital through our existing credit facilities

and raise additional capital by expanding our credit facilities on economically favorable terms (including available borrowing line

and the rate of interest charged thereunder) or at all, or if we are in violation of our financial covenants in the future and do

not receive a waiver, depends on our ability to stay in compliance with the Program.

The Program poses certain limitations, as

explained elsewhere in this Quarterly Report,.

In addition, and as a result of the decrease in the Company’s revenues, our

financial performance has been negatively impacted, which may affect the terms on which we

are able to obtain credit facilities and loans.

generally finance our operations primarily through a combination of cash flow generated from operations and borrowings under our credit

facilities, loans, and through credit with our vendors.

Our ability to access capital through our existing credit facilities and raise

additional capital by expanding our credit facilities on economically favorable terms (including available borrowing line and the rate

of interest charged thereunder) or at all, or if we are in violation of our financial covenants in the future and do not receive a waiver,

depends on our ability to stay in compliance with the Third Addendum to the Financing Agreement.

The Third Addendum poses certain limitations,

as explained elsewhere in this Quarterly Report.

In addition, and as a result of the decrease in the Company’s revenues, our financial

performance has been negatively impacted, which may affect the terms on which we are able to obtain credit facilities and loans.

adequate capital is not available at the time we need it, we may have to curtail future growth or change our expansion plans, which could

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on our results of operations.

may be unable to pay our obligations when they become due, including under the Program.

may be unable to pay our obligations when they become due, including under the Financing Agreement.

have financed our acquisitions principally through the raising of debt, credit facilities, and our operations through credit with our

Our ability to continue our operations and to pay our obligations, including under the Program (as described elsewhere

in this Quarterly Report), when they become due is contingent upon obtaining additional financing.

addition, during August, 2024, we will be required to renegotiate the terms of the Program, which may result in the credit

Our ability to continue our operations and to pay our obligations, including under the Financing Agreement and credit facilities

(as described elsewhere in this Quarterly Report), when they become due is contingent upon obtaining additional financing.

addition, during August 2024, we will be required to renegotiate the terms of the Financing Agreement, which may result in certain credit

facilities being restricted, which may cause a delinquency in payments.

As a result of such delays, the Company’s Gix

Media’s and Cortex’s operations and revenues could be impaired.

during August 2024, the bank does not continue its approval of the Program, or if the Company, Cortex and Gix Media cannot maintain

compliance with the terms and covenant of the Program, or if we are unable to obtain sufficient amounts of additional capital, we

may be required to reduce the scope of our planned operations, and/or consider reductions in personnel costs or other operating

costs, in addition to the measures currently contemplated pursuant to the Program.

As a result of such delays, the Company’s Gix Media’s

and Cortex’s operations and revenues could be impaired.

during August 2024, Leumi does not continue its approval of the Third Addendum to the Financing Agreement, or if the Company, Cortex

and Gix Media cannot maintain compliance with the terms and covenant of the Financing Agreement, or if we are unable to obtain sufficient

amounts of additional capital, we may be required to reduce the scope of our planned operations, and/or consider reductions in personnel

costs or other operating costs, in addition to the measures currently contemplated pursuant to the Financing Agreement.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

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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 1A. Risk Factors