← Back to ALAR filing summaryOriginal filing text · Part I
Item 5 — Management's Discussion and Analysis
Alarum Technologies Ltd. · 20-F · FY 2025 · Period ended Dec 31, 2025
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MANAGEMENT’S
DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and
analysis should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this annual
report on Form 20-F. This discussion and other parts of this annual report on Form 20-F contain forward-looking statements based upon
current expectations that involve risks and uncertainties. Our actual results and the timing of selected events could differ materially
from those anticipated in these forward-looking statements as a result of several factors, including those set forth under “Risk
Factors” and elsewhere in this annual report in Form 20-F. We report financial information under IFRS Accounting Standards. Our
discussion and analysis for the year ended December 31, 2024 versus 2023, can be found in our annual report on Form 20-F for the fiscal
year ended December 31, 2024, filed with the SEC on March 14, 2025.
Our Business
We are a global Software as
a Service, or SaaS, provider. We operate in the Web Data Collection market, offering solutions for various needs and for a wide variety
of use cases.
We offer secured, fast and
anonymous Internet Protocol Proxy Network solutions, or IPPN solutions, to our business customers which, in turn, enable them to anonymously
and securely browse the internet as well as to collect data from any publicly available source on the web, for their own business purposes.
Our IPPN solutions allow organizations to collect anonymously vast amounts of accurate, transparent web data from public online sources
by simultaneously connecting to the Internet from different Internet Protocol, or IP, addresses. Our customers can choose from various
types of IPs from our IP pool which contains millions of IPs, including ISP IPs, data center IPs, and residential service provider IPs.
With these solutions, customers
gain data-driven information that provides valuable insights with respect to predictive capabilities or behaviors, thereby assisting ongoing
business management operation and decision making. An added benefit to our customers is the fact that utilizing our network completely
hides enterprises from the internet by modifying IP addresses, thus ensuring high levels of privacy for their online presence. Also, our
IPPN solutions enable access to the internet through millions of end points globally, thus ensuring multiple business use cases, including
large-scale data collection and analysis, cyber security, price comparison, ad verification, search engine optimization validations, web
data extraction, collection of data for financial analysis, and more.
We also offer data collection
solutions, which include tools that allow our customers to collect real-time structured data from global search engines tailored to their
needs, as well as collecting public web data from websites that have implemented anti-bot technologies and more. We can also collect such
structured data ourselves and sell it to customers as data sets.
In addition, as previously
disclosed, we decided in July 2023 to scale down the operations of our consumer internet accesses business, operated under our wholly
owned subsidiary CyberKick, a decision that resulted in material reductions of expenses and headcount. We continue to maintain our service
only to current paying users, which allows us to generate revenue from past investments in acquiring such users, with minimal costs.
Key Business Metric
We monitor the key business
metrics set forth below to help us evaluate and establish budgets, measure the effectiveness of our sales and marketing efforts, and assess
operational efficiencies. Our key non-IFRS business metrics are EBITDA (EBITDA loss), Adjusted EBITDA (Adjusted EBITDA loss), and non-IFRS
net profit (loss).
EBITDA or EBITDA loss.
We define EBITDA (EBITDA loss) as net profit (loss) before depreciation, amortization and impairment of intangible assets, financial income
(expense) and income tax.
Adjusted EBITDA or Adjusted
EBITDA loss. We define Adjusted EBITDA (Adjusted EBITDA loss) as EBITDA (EBITDA loss) as further adjusted to remove the impact of
(i) impairment of goodwill (if any); and (ii) share-based compensation.
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Non-IFRS net profit (loss).
We define non-IFRS net profit (loss) as net profit (loss) before depreciation, amortization and impairment of intangible assets, impairment
of goodwill, financial income (expense) effects primarily related to derivative financial instruments and long-term loan, deferred tax
effects and share-based compensation.
We believe the non-IFRS financial
information provided in this annual report on Form 20-F is useful to investors’ understanding and assessment of the Company’s
ongoing operations. Management also uses both IFRS and non-IFRS information in evaluating and operating its business internally,
and as such, deemed it important to provide this information to investors. We believe excluding items that neither relate
to the ordinary course of business nor reflect our underlying business performance, enables management and our investors to compare our
underlying business performance from period-to-period. In addition, we also believe these adjustments enhance comparability of our financial
performance against those of other technology companies.
For example, we exclude amortization
charges for our acquisition-related intangible assets for purposes of calculating certain non-IFRS measures, although revenue is generated,
in part, by these intangible assets, to eliminate the impact of these non-cash charges that are inconsistent in size and are significantly
impacted by the timing and valuation of our acquisitions. Also, we believe that the exclusion of share-based compensation expense is appropriate
because it eliminates the impact of non-cash expenses for equity-based compensation costs that are based upon valuation methodologies
and assumptions that vary over time, and the amount of the expense can vary significantly between companies due to factors that are unrelated
to their core operating performance and that can be outside of their control. Although we exclude share-based compensation expenses from
our non-IFRS measures, equity compensation has been, and will continue to be, an important part of our future compensation strategy and
a significant component of our future expenses, and may increase in future periods
The non-IFRS financial measures
disclosed by the Company should not be considered in isolation, or as a substitute for, or superior to, financial measures calculated
in accordance with IFRS, and the financial results calculated in accordance with IFRS and reconciliations to those financial statements
should be carefully evaluated. Investors are encouraged to review the reconciliations of these non-IFRS measures to their most directly
comparable IFRS financial measures provided in the financial statement tables herein.
The following tables present
the reconciled effect of the above on the Company’s Adjusted EBITDA and non-IFRS net profit for the years ended December 31, 2025,
and 2024:
December 31,
U.S. dollars in millions 2025 2024
Net profit 1.0 5.8
Adjustments:
Depreciation and amortization 0.7 0.6
Financial income, net (1.3 ) (0.4 )
Tax expense 0.5 1.4
EBITDA 0.9 7.4
Adjustments:
Share-based compensation 3.5 2.0
Adjusted EBITDA 4.4 9.4
December 31,
U.S. dollars in millions 2025 2024
Net profit 1.0 5.8
Adjustments:
Depreciation and amortization 0.7 0.6
Financial expense (income), net effects (0.1 ) 0.1
Deferred tax effects (0.5 ) (0.1 )
Share-based compensation 3.5 2.0
Non-IFRS net profit 4.6 8.4
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Factors Affecting our Performance
We rely on businesses requiring
gathering data over the Internet using residential and Data Center IP addresses from various geographies. Also, our revenues from consumers
access tools rely on consumers’ willingness to spend money on safe and private data collection while using the internet.
Our prospective customers
often do not have a specific portion of their information technology budgets allocated for products that address the next generation of
data collection solutions. We invest in sales and marketing efforts to increase market awareness, educate prospective customers, and drive
the adoption of our solution. We believe that we will need to invest additional resources in targeted global markets to drive awareness
and market adoption. The degree to which prospective customers recognize the mission critical need for collecting valuable information
from internet sites will drive our ability to acquire new customers, increase renewals and follow-on sales opportunities, which, in turn,
will affect our future financial performance.
Reliance on Large Customers
We
work continuously to increase our customer base, in order to reduce reliance on large customers. During 2025, approximately 34% of NetNut’s
revenue derived from 53 customers who purchased solutions in amounts ranging between $100,000 and $1,000,000, and approximately 15% of
our revenue was generated from 176 customers who bought solutions at amounts range between $10,000 and $100,000. We had 6 customers that
purchased solutions in amounts greater than $1,000,000, and they generated together approximately 49% of the total data collection business
revenues. To the extent any of our significant customers reduce their purchases of solutions, our revenues would be adversely impacted;
however, an alteration in customer composition could strengthen the Company’s market position and support more sustainable growth.
Revenues and Customer Retention and Acquisition Trends
Our large base of customers
represents a significant opportunity for further sales expansion. Once customers purchase subscriptions from us, they can add additional
features, geographic coverage, users, and digital intelligence solutions. We look at the increase in spending from our customers as an
indication of the value we provide them over time.
An indication of the spending
from existing customers in the data collection business is our net dollar-based retention rate, or NRR, which compares our Annual Recurring
Revenue, or ARR, from the same set of customers as of a certain point in time, relative to the same point in time in the previous year
ago period. We calculate our NRR as of a period end by starting with the ARR from the cohort of all customers as of 12 months prior to
such period-end, or the Prior Period ARR. We then calculate the ARR from these same customers as of the current period-end, or the Current
Period ARR. Current Period ARR includes any expansion and is net of contraction or attrition over the last 12 months but excludes ARR
from new customers in the current period. We then divide the Current Period ARR by the Prior Period ARR to arrive at the point-in-time
NRR. We then calculate the average of the trailing four quarter point-in-time NRRs to arrive at the NRR. Our NRR may fluctuate due to
a number of major factors, such as: material changes in our customers’ businesses; our customers’ satisfaction with our solutions;
pricing; support; and the competition which may impact the revenues from significant customers due to changes in our customers’
spending levels.
The Company is experiencing
a notable shift in customer segments, with strong growth derived from strategic customers in the AI vertical, offset by a decline in others.
As a result, there is also a considerable drop in the NRR levels during the last 7 quarters.
Below is a table summarizing
the NRR rates development for each of the quarters ended in the dates indicated from December 31, 2023, through December 31, 2025:
Dec 31, 2023 Mar 31, 2024 Jun 30, 2024 Sep 30, 2024 Dec 31, 2024 Mar 31, 2025 Jun 30, 2025 Sep 30, 2025 Dec 31, 2025
NRR 1.55 1.64 1.59 1.42 1.27 1.13 0.98 0.92 0.83
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5.A Operating Results
Components of Operating Results
Revenues
We generate primarily SaaS
revenue from customers utilizing our solutions, which consists mainly of subscription fees and usage-based fees.
Our subscriptions are offered
on a periodic basis, typically yearly or monthly, and include primarily a fixed price for a pre-defined data volume or speed. Revenue
from subscription-based contracts is recognized on a straight-line basis over the term of the contract, generally beginning on the date
when the solution is made available to the customer.
Usage-based contracts are
charged at a fixed unit price based on the actual consumption or data speed (pay-as-you-go). Revenue from usage-based contracts is recognized
as the consumption occurs.
We also offer to customers
structured data, which we scraped ourselves, as data sets. Revenue from data sets is recognized at the point in time, at which the data
is transferred to the customer
Fees are paid either upfront
at the time of the transaction or under credit terms, mainly to large customers, with payment terms generally up to net 90 days.
We believe that our business
is not sensitive to seasonal trends but historical patterns in our business may not be a reliable indicator of our future sales activity
or performance due to the early stage of the businesses we operate and past acquisitions.
Cost of Revenues
Our total cost of revenues
consists mainly of payments to publishers and ISPs for IP addresses, servers’ and infrastructure costs required for the IP’s
routing, subcontractors and third-party services. We also have amortization of technologies purchased over the years, and personnel costs
associated with our operations and global customer support, including salaries, benefits, bonuses, and share-based compensation.
Gross Margin
Gross margin, or gross profit
as a percentage of revenue, has been and will continue to be affected by a variety of factors, including the average sales price of our
products and solutions, the mix of products sold, the costs related to our solutions, the amortization of acquired technologies and the
personnel costs involved in the generation of the revenue.
Operating Expenses
Our operating expenses consist
of research and development, sales and marketing, and general and administrative expenses. Personnel costs are the most significant component
of our operating expenses and consist of salaries, benefits, bonuses, share-based compensation and, with regards to sales and marketing
expenses, also sales commissions. Operating expenses also include subcontractors, consultants and other professional services costs, overhead
costs for facilities, IT and depreciation.
● Research and development. Research and development expenses consist primarily of personnel costs and allocated overheads, infrastructure and servers’ costs involved during the efforts and tests to improve and streamline our solutions, as well as the costs of subcontractors assisting our research and development team. We expect research and development expenses to continue to increase in absolute dollars as we continue to invest in our research and product development efforts to enhance our product capabilities, address new threat vectors and access new customer markets.
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● Sales and marketing. Sales and marketing expenses consist primarily of personnel costs, incentive commission costs, payment processing fees and allocated overhead. We expense commission costs as incurred. We also spend money on market development programs, promotions and other marketing activities, outside consulting costs, and travel expense. We expect sales and marketing expenses to continue to increase in absolute dollars as we increase the size of our sales and marketing activities and expand our international sales and marketing operations.
● General and administrative. General and administrative expenses consist mainly of personnel costs, professional services and allocated overhead. General and administrative personnel include our executive, finance, legal, human resources and administration. Professional services included in our general and administrative expenses consist primarily of legal, auditing, accounting and other consulting costs.
Financial Expense/Income
Financial expense/income,
net consists mainly of interest income from debt investments, money market funds and cash deposits balances, as well as interest expenses
and gains\losses from foreign exchange differences. We report our financial results in dollars and most of our revenues are recorded in
dollars, while most of the research and development expenses, a portion of the sales and marketing and general and administrative expenses,
and a small portion of our cost of revenue expenses, are incurred in NIS. As a result, we are exposed to fluctuations in exchange rates
which affect our financial expense or income.
Comparison of the year ended December 31, 2025,
to the year ended December 31, 2024
Results of Operations
Year ended December 31,
U.S. dollars in millions 2025 2024
Consolidated Statements of Profit or Loss
Revenues 40.7 31.8
Cost of revenues 16.9 7.9
Gross profit 23.8 23.9
Operating Expenses:
Research and development expenses 7.5 4.5
Selling and marketing expenses 9.1 7.0
General and administrative expenses 7.0 5.7
Total operating expenses 23.6 17.2
Operating profit 0.2 6.7
Financial income, net 1.3 0.3
Profit before income tax 1.5 7.0
Tax expense 0.5 1.2
Net profit 1.0 5.8
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Revenues
The following table summarizes
our revenues by types for the periods presented. The period-to-period comparison of results is not necessarily indicative of results for
future periods.
Year ended December 31,
U.S. dollars in millions 2025 2024
Web Data Collection
SaaS revenue:
IPPN solutions 29.2 30.3
Data collection solutions 6.1 0.6
Total SaaS revenue 35.3 30.9
Data sets revenue 5.0 -
Total Web Data Collection revenue 40.3 30.9
Other revenue 0.4 0.9
Total Revenues 40.7 31.8
Our revenues for the year
ended December 31, 2025, amounted to $40.7 million, representing an increase of $8.9 million, or 28%, compared to $31.8 million for the
year ended December 31, 2024. This increase is attributed to strong demand for the Company’s services by a large-scale customer building foundational AI models, as well as increased sales of
new products. Specifically, data collection solutions and
data sets together generated $11.1 million in revenues, compared to only $0.6 million in 2024. This increase was partially offset by a
$1.1 million decrease in IPPN solutions revenues and $0.5 million in other revenues, with the latter resulting from the scale down in
operations of CyberKick, which we announced in 2023.
Cost of Revenues
The following table summarizes
our cost of revenues for the periods presented, as well as presenting the gross profit as a percentage of total revenues. The period-to-period
comparison of results is not necessarily indicative of results for future periods.
Year ended December 31,
U.S. dollars in millions 2025 2024
Internet protocols addresses costs 4.7 5.5
Networks and servers 6.7 1.2
Payroll, related expenses and share-based payment 0.4 0.3
Subcontractors and third-party services 4.0 -
Depreciation and amortization 0.7 0.6
Other and overheads 0.4 0.3
Total cost of revenues 16.9 7.9
Gross profit 23.8 23.9
Gross profit out of revenues % 58 % 75 %
Our cost of revenues for the
year ended December 31, 2025, amounted to $16.9 million, representing an increase of $9.0 million or 114% compared to $7.9 million for
the year ended December 31, 2024. This increase was primarily driven by a sharp rise in customer demand for traffic, which resulted in
higher network and server costs, as well as subcontractors and third-party services costs incurred primarily as a result of the increase
in the data collection solutions revenues.
Gross Profit
As a result of a slightly
lower increase in revenues compared to cost of revenues increase, gross profit decreased by $0.1 million to $23.8 million, representing
a 0.3% decrease during 2025, compared to the gross profit in 2024.
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Research and Development Expenses
The following table summarizes
our research and development expenses for the periods presented. The period-to-period comparison of results is not necessarily indicative
of results for future periods.
Year ended December 31,
U.S. dollars in millions 2025 2024
Payroll, related expenses and share-based payment 5.8 3.7
Subcontractors 0.3 0.3
Depreciation 0.2 0.1
Other and overheads 1.2 0.4
Total Research and development expenses 7.5 4.5
Our research and development
expenses for the year ended December 31, 2025, amounted to $7.5 million, representing an increase of $3.0 million, or 67%, compared to
$4.5 million for the year ended December 31, 2024. This increase was mainly due to increased investments in new products development,
which resulted in higher payroll costs and overheads, as a result of the growth in the number of employees.
Sales and Marketing Expenses
The following table summarizes
our sales and marketing expenses for the periods presented. The period-to-period comparison of results is not necessarily indicative of
results for future periods.
Year ended December 31,
U.S. dollars in millions 2025 2024
Payroll, related expenses and share-based payment 6.3 4.8
Payment processing fees 0.5 0.6
Marketing 1.1 1.1
Amortization of intangible assets and depreciation 0.2 0.1
Professional fees and other 0.5 0.1
Other and overheads 0.5 0.3
Total selling and marketing expenses 9.1 7.0
Our sales and marketing expenses
totaled $9.1 million for the year ended December 31, 2025, an increase of $2.1 million, or 30%, compared to $7.0 million for the year
ended December 31, 2024. This increase was mainly driven by revenue growth, which required additional sales and marketing resources and
resulted in higher payroll and related costs.
General and Administrative Expenses
The following table summarizes
our general and administrative expenses for the periods presented. The period-to-period comparison of results is not necessarily indicative
of results for future periods.
Year ended December 31,
U.S. dollars in millions 2025 2024
Payroll, related expenses and share-based payment 4.5 3.6
Professional fees 1.3 1.1
Impairment loss on trade receivables 0.3 0.4
Other and overheads 0.9 0.6
Total General and administrative expenses 7.0 5.7
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Our general and administrative
expenses totaled $7.0 million for the year ended December 31, 2025, an increase of $1.3 million, or 23%, compared to $5.7 million for
the year ended December 31, 2024. This increase was attributable to a $0.4 million rise in payroll costs resulting from headcount expansion,
and $0.5 million in higher share-based compensation payments.
Operating profit
As a result of the foregoing,
our operating profit for the year ended December 31, 2025, was $0.2 million, compared to an operating profit of $6.7 million for the year
ended December 31, 2024.
Financial income, net
We had net financial income
of $1.3 million for the year ended December 31, 2025, compared to net financial income of $0.3 million for the year ended December 31,
2024. This increase was mainly driven by exchange rate gains due to a weaker U.S. dollar against the Israeli shekel, higher interest income
from cash equivalent and debt investments, as well as lower interest expense following the reduction of our strategic funding loan.
Tax expense
We had a tax expense of $0.5
million for the year ended December 31, 2025, compared to a tax expense of $1.2 million for the year ended December 31, 2024. The decrease
in tax expense is due to lower profit before income tax generated by NetNut in 2025.
Profit from operations
As a result of the foregoing,
our net profit for the year ended December 31, 2025, was $1.0 million, compared to a profit of $5.8 million for the year ended December
31, 2024.
5.B Liquidity and Capital Resources
Overview
As
of December 31, 2025, our cash and cash equivalents, of approximately $12.3 million, were intended for working capital, capital expenditures,
investment in technology and business acquisition purposes. We also had approximately $10.2 million as long-term debt investments including
related accrued interest, primarily in the United States and other countries high rated corporate bonds.
We
believe that our cash and cash equivalents will be sufficient to meet our anticipated cash needs for the foreseeable future and at least
for the next 12 months. Our future capital requirements will depend on many factors, including our growth rate, the timing and extent
of spending to support development efforts, the expansion of sales and marketing activities, the introduction of new and enhanced product
and service offerings, the continuing market acceptance of our products and our pursuit of strategic opportunities, including, but not
limited to, strategic acquisitions. If we are unable to raise additional capital when desired or if we cannot generate profit from operating
activities, our business, operating results, and financial condition would be adversely affected.
Results of cashflows
December 31,
U.S. dollars in millions 2025 2024
Net cash provided by (used in) operating activities (2.0 ) 8.9
Net cash provided by (used in) investing activities 0.3 (9.3 )
Net cash provided by (used in) financing activities (0.6 ) 4.7
Net increase (decrease) in cash and cash equivalents (2.3 ) 4.3
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Cash Flows Provided by Operating Activities
During the year ended December
31, 2025, net cash used in operating activities was $2.0 million, primarily attributable to an increase of $8.6 million in trade receivables
and of $2.3 million in income taxes paid, which was partially offset by an increase of $4.6 million in other payables. This figure represents
a $10.9 decrease compared to the $8.9 million provided by operating activities during the year ended December 31, 2024. The reduction
is attributed to the material cost increase, mainly under cost of sales as well as the increase in working capital.
During the year ended December
31, 2024, net cash provided by operating activities was $8.9 million, primarily attributable to our operating profit. This positive figure
represented a $4.3 improvement compared to the $4.6 million provided by operating activities during the year ended December 31, 2023.
The improvement is attributed to the growth in the data collection segment, combined with material cost reduction at CyberKick due to
this business being scaled down in July 2023, mainly in operating costs.
Cash Flows Provided by Investing Activities
During the year ended December
31, 2025, net cash generated by investing activities was $0.3 million, compared to $9.3 million used during the year ended December 31,
2024, primarily attributed to $0.9 million of interest received from cash equivalent and debt investments, partially offset by purchases
of tangible and intangible assets of $0.4 million.
During the year ended December
31, 2024, net cash used in investing activities was $9.3 million, compared to $0.6 million provided during the year ended December 31,
2023, primarily attributed to approximately $10.0 million in debt investments, which was partially offset by interest received of $0.8
million from short-term bank deposits.
Cash Flows Provided by Financing Activities
During the year ended December
31, 2025, net cash used in financing activities was $0.6 million, mainly attributed to lease payments.
During the year ended December
31, 2024, net cash provided by financing activities was $4.7 million, primarily attributed to exercises of warrants and options, partially
offset by lease payments.
Change in Cash and Cash Equivalents
As a result of the foregoing,
our cash and cash equivalents decreased by $2.3 million during the year ended December 31, 2025, compared to an increase of $4.3 million
during the year ended December 31, 2024.
Strategic Funding
On
August 8, 2022, we signed a strategic funding agreement with O.R.B. Spring Ltd., or O.R.B., as further amended, of up to $4.0 million
to support the growth of our consumer access solutions and its customer acquisition program. The repayment of the funding was based on
a revenue share model in connection with sales generated from new customers acquired with each funding installment. On October 27, 2022,
we amended the agreement with O.R.B. to provide for the cancellation of funding milestones as well as the removal of any discretion previously
granted to O.R.B. in connection with the additional $2 million funding out of the $4 million facility. On September 7, 2023, in furtherance
of our decision to scale down operations of our consumer data collection business to focus on revenue that yields high return on investment
and profitability, the Company and O.R.B. agreed to further amend the O.R.B. agreement. Pursuant to the amendment, O.R.B. agreed to (i)
cancel and waive all rights in connection with the warrants issued to O.R.B. as part of the O.R.B. agreement (a total of warrants to purchase
5,006,386 ordinary shares of the Company in aggregate), (ii) waive any entitlement to a percentage, portion, or share of revenue in connection
with the principal facility amount withdrawn by the Company (which amounted to an aggregate total of $2.55 million), and (iii) extend
the repayment schedule of the principal facility from 24 to 30 months, at the Company’s discretion. Following final repayment of
the principal facility, the Company is entitled to all future revenue generated by the customers which were acquired using the strategic
funding. In consideration for said amendments of the O.R.B. agreement, O.R.B. was entitled to a total of $0.5 million.
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Through
October, 2025, we received aggregate funding of $2.6 million and repaid to O.R.B. an amount of approximately $2.7 million from the revenues
that were generated as a result of the funding, of which approximately $1.6 million were in cash and $1.1 million was in the Company’s
shares.
In
October 2025, we made the final payments of the O.R.B. funding, and as of December 31, 2025, there was no remaining balance.
Shelf Registration Statement
On November 25, 2024, we filed
a shelf Registration Statement on Form F-3 (File No. 333-283429), or the F-3, which became effective on November 29, 2024. We may offer
and sell from time to time in one or more offerings up to a total amount of $100 million of ADSs. The current Form F-3 replaced the former
F-3, which expired on March 31, 2024.
Current Outlook
As of December 31, 2025, our
cash and cash equivalents and high rated long-term debt investments were approximately $22.5 million. We expect that our current resources
will be sufficient to meet our anticipated cash needs for the foreseeable future and at least for the next 12 months. Our operating plans
may change as a result of many factors that may currently be unknown to us, which may impact our funding plans. Our future capital requirements
will depend on many factors, including:
● the progress and costs of our research and development activities;
● the potential costs of contracting with third parties to provide marketing and distribution services for us or for building such capacities internally;
● the scope of our general and administrative expenses; and
● potential future acquisitions.
5.C Research and development, patents and licenses, etc.
For a description of our research
and development programs and the amounts that we have incurred over the last two years pursuant to those programs, please see “Item
5. Operating and Financial Review and Prospects — A. Operating Results — Operating Expenses” and “Item 5. Operating
and Financial Review and Prospects — A. Operating Results — Comparison of the year ended December 31, 2025, to the year ended
December 31, 2024 — Research and Development Expenses, net.”
5.D Trend Information
The trends impacting us are
described elsewhere in this annual report on Form 20-F, including in Items 3.D., 4.B., 5.A. and B. and 10.C.
5.E Critical Accounting Policies and Estimates
We describe our material accounting
policies more fully in Note 2 to our consolidated financial statements for the year ended December 31, 2025, included elsewhere in this
annual report in Form 20-F. We believe that the accounting policies below are critical to fully understand and evaluate our financial
condition and results of operations.
We prepare our consolidated
financial statements in accordance with IFRS Accounting Standards. At the time of the preparation of the consolidated financial statements,
our management is required to use estimates, evaluations, and assumptions which affect the application of the accounting policy, and the
amounts reported for assets, obligations, income, and expenses. Any estimates and assumptions are continually reviewed. The changes to
the accounting estimates are credited during the period in which the change in the estimate is made.
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