Acquisitions and Investments - The company is acquiring MitoCareX Bio Ltd. for 700,000,resultinginMitoCareXbecomingawholly−ownedsubsidiary[337].−Thecompanywillinvestaninitial1,000,000 in MitoCareX for ongoing research and development, subject to board approval [340]. - The company entered into a shareholder's agreement to acquire 70% of SBI4's shares for financing two battery storage projects in Sicily, Italy, with a loan of €2,300,000 at 7% interest [342][343]. - The company issued 6,250,000 units at a purchase price of 0.24perunit,raisingapproximately1,500,000 in a private placement [349]. - The company entered into a loan agreement with MitoCareX for 250,000atanannualinterestratebasedonUSDexchangeratefluctuationsplus382,000) and an additional 167,000 shares for NIS 501,000 (approximately 137,000)[345].−Thecompanyownedapproximately651.00 per share [358]. Financial Performance - Revenues for the year ended December 31, 2024 were 210,000,adecreaseof53,000, or 20%, compared to 263,000for2023,primarilyduetodecreasedsalesinMexico[372].−Costofsalesincreasedto165,000 for 2024, an increase of 110,000,or20055,000 for 2023, mainly due to inventory write-offs in South Africa and Turkey [373]. - Gross profit for 2024 was 45,000,adecreaseof163,000, or 78%, compared to 208,000for2023,attributedtotheincreaseincostofsales[374].−Researchanddevelopmentexpensesfor2024were369,000, a decrease of 1,569,000,or811,938,000 for 2023, due to cost reduction measures [375]. - Selling and marketing expenses for 2024 were 238,000,adecreaseof34,000, or 13%, compared to 272,000for2023,primarilyduetoreducedpersonnelcosts[376].−Generalandadministrativeexpensesfor2024were3,758,000, a decrease of 1,818,000,or335,576,000 for 2023, mainly due to reduced share-based compensation [377]. - Total net loss for 2024 was 5,347,000,adecreaseof1,913,000, or 26%, compared to 7,260,000for2023[379].CashFlow−Netcashusedinoperatingactivitieswas3,419,000 for 2024, compared to 3,234,000for2023,reflectingincreasedcashoutflows[386].−Netcashusedininvestingactivitieswas1,889,000 for 2024, an increase from 1,519,000in2023,mainlyduetoinvestmentsinrenewableenergyprojects[387].−Netcashprovidedbyfinancingactivitieswas3,047,000 for 2024, a decrease from 3,473,000in2023,attributedtolowerproceedsfromstandbyequitypurchaseagreements[388].CapitalResourcesandGoingConcern−ThecompanyenteredintoaPurchaseAgreementwithanInvestortosellupto20 million of common stock over 36 months, with shares priced at 94% of the lowest VWAP for three trading days following each Advance notice [391]. - As of March 29, 2024, the company has sold 28,333 shares of common stock at an average purchase price of 1.50[391].−TheInvestorpre−advanced3 million of the 20millioncommitmentamount,subjecttoa334,553,000 as of December 31, 2024, and expects to incur losses for the foreseeable future [393]. - The company believes existing capital resources will support operations through the beginning of Q4 2025, but additional capital may be needed for growth [394]. - There is substantial doubt about the company's ability to continue as a going concern if sufficient additional capital is not obtained [395]. - If additional funds are raised through equity sales, stockholder ownership may be diluted, and if debt securities are issued, negative covenants may restrict company activities [395]. - The financial statements do not include adjustments for assets and liabilities that may be required if the company fails to operate as a going concern [395]. - As a smaller reporting company, the company is not required to provide detailed market risk disclosures [396]. Environmental Initiatives - The company aims to promote environmentally friendly agricultural practices through its subsidiary NTWO OFF, targeting a reduction in N2O emissions [334]. - The company is focused on developing eco-friendly solutions to improve food safety and shelf life, reducing spoilage and food loss [333].
