VerifyMe, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>VerifyMe, Inc. has filed its 2023 10-K, detailing its financial position and corporate history.</b>

AI Summary

VerifyMe, Inc. (VRME) filed a Annual Report (10-K) with the SEC on March 29, 2024. VerifyMe, Inc. filed its 2023 Form 10-K on March 29, 2024, reporting on the fiscal year ending December 31, 2023. The company was formerly known as LASERLOCK TECHNOLOGIES INC, with a name change on October 4, 2000. VerifyMe, Inc. is incorporated in Nevada and operates in the Services-Computer Integrated Systems Design industry (SIC 7373). The filing includes detailed financial data for common stock, preferred stock (Series A and B), warrants, and other equity components for fiscal years 2021, 2022, and 2023. Key financial statement items such as retained earnings, additional paid-in capital, and treasury stock are reported as of December 31, 2021, 2022, and 2023.

Why It Matters

For investors and stakeholders tracking VerifyMe, Inc., this filing contains several important signals. This 10-K filing provides a comprehensive overview of VerifyMe's financial performance and structure for the fiscal year 2023, crucial for investors assessing the company's stability and growth prospects. The inclusion of historical financial data from 2021-2023 allows for trend analysis and comparison, offering insights into the company's financial trajectory and operational changes.

Risk Assessment

Risk Level: medium — VerifyMe, Inc. shows moderate risk based on this filing. The company's financial statements are presented for multiple years, indicating a need for detailed analysis of trends and potential risks associated with its financial health and operational performance.

Analyst Insight

Investors should review the detailed financial statements and risk factors within the 10-K to understand VerifyMe's financial health and future outlook.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period)
• 2024-03-29 — Filing Date (Date of submission)
• 2023 — Fiscal Year (Year covered by the report)
• 2022 — Previous Fiscal Year (Comparative year)
• 2021 — Prior Fiscal Year (Comparative year)
• 0001104038 — Central Index Key (Company identifier)
• 001-39332 — SEC File Number (SEC registration number)
• 233023677 — IRS Number (Tax identification number)

Key Players & Entities

• VerifyMe, Inc. (company) — Filer name
• VRME (company) — Ticker symbol
• LASERLOCK TECHNOLOGIES INC (company) — Former company name
• 2023-12-31 (date) — Fiscal year end
• 2024-03-29 (date) — Filing date
• Nevada (jurisdiction) — State of incorporation
• 7373 (industry_code) — Standard Industrial Classification
• 0001104038 (cik) — Central Index Key

FAQ

Risk Factors

• Financial Statement Data [medium — financial]: The filing contains detailed financial data for multiple fiscal years, including balance sheets, statements of operations, and cash flows, allowing for trend analysis.
• Business Operations [low — operational]: The report outlines the company's business, including its former name and industry classification, providing context for its operations.
• SEC Filings [low — regulatory]: The document is a Form 10-K, a standard annual report required by the SEC, indicating compliance with regulatory reporting requirements.

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share VRME The Nasdaq Capital M
• $4 billion — h laid out steps it was taking to slash $4 billion in permanent costs by the end of its 20
• $1.0 million — t. The purchase price was approximately $1.0 million which consisted of approximately $0.36
• $0.36 million — illion which consisted of approximately $0.36 million in cash paid at closing, and 353,492 sh
• $0.65 million — mmon stock of the Company, representing $0.65 million in stock consideration. In addition, th
• $1.1 million — The earn-out consideration estimated at $1.1 million at the acquisition date, however the ma
• $10.5 million — food industries. The purchase price was $10.5 million which consisted of $7.5 million in cash
• $7.5 million — ce was $10.5 million which consisted of $7.5 million in cash paid at closing, a promissory n
• $2.0 million — h paid at closing, a promissory note of $2.0 million with a fixed interest rate of 6% per an

Filing Documents

• vm12524110k.htm (10-K) — 1480KB
• ex4_8.htm (EX-4.8) — 19KB
• ex21_1.htm (EX-21.1) — 2KB
• ex31_1.htm (EX-31.1) — 8KB
• ex31_2.htm (EX-31.2) — 8KB
• ex32_1.htm (EX-32.1) — 7KB
• ex97.htm (EX-97.1) — 37KB
• 0001214659-24-005643.txt (&nbsp;) — 8318KB
• vrme-20231231.xsd (EX-101.SCH) — 67KB
• vrme-20231231_cal.xml (EX-101.CAL) — 71KB
• vrme-20231231_def.xml (EX-101.DEF) — 317KB
• vrme-20231231_lab.xml (EX-101.LAB) — 531KB
• vrme-20231231_pre.xml (EX-101.PRE) — 453KB
• vm12524110k_htm.xml (XML) — 1267KB

Business

Business 2 Item 1A.

Risk Factors

Risk Factors 9 Item 1B. Unresolved Staff Comments 21 Item 1C. Cybersecurity 21 Item 2.

Properties

Properties 21 Item 3.

Legal Proceedings

Legal Proceedings 22 Item 4. Mine Safety Disclosures 22 PART II Item 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchase of Equity Securities 23 Item 6. [Reserved] 23 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 23 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 31 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 31 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 31 Item 9A.

Controls and Procedures

Controls and Procedures 31 Item 9B. Other Information 32 Item 9C. Disclosure Regarding Foreign Jurisdictions that prevent Inspection 32 PART III Item 10. Directors, Executive Officers and Corporate Governance 33 Item 11.

Executive Compensation

Executive Compensation 33 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 33 Item 13. Certain Relationships and Related Transactions, and Director Independence 34 Item 14. Principal Accountant Fees and Services 34 PART IV Item 15. Exhibits and Financial Statement Schedules 34 Item 16. Form 10-K Summary 38 Table of Contents Cautionary Note Regarding Forward-Looking Statements This Annual Report on Form 10-K ("Report") includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Private Securities Litigation Reform Act of 1995. The words "believe," "may," "estimate," "continue," "anticipate," "intend," "should," "plan," "could," "target," "potential," "is likely," "will," "expect" and similar expressions are intended to identify forward-looking statements. All statements other than statements of historical facts contained in this Report, including among others, our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management and expected market growth are forward-looking statements. Our actual results and financial condition may differ materially from those expressed or implied in such forward-looking statements. Therefore, you should not rely on any of these forward-looking the forward-looking statements include, but are not limited to, those factors set forth under Item 1A - Risk Factors and those other risks and uncertainties detailed in our periodic reports and registration statements filed with the Securities and Exchange Commission ("SEC"). We caution that these risk factors may not be exhaustive. All forward-looking statements in this Report are made only as of the date hereof or as indicated and represent our views a

BUSINESS

ITEM 1. BUSINESS. Overview VerifyMe, Inc. ("VerifyMe") together with its subsidiaries, including PeriShip Global, LLC ("PeriShip Global") and Trust Codes Global Limited ("Trust Codes Global"), (together the "Company," "we," "us," or "our"), is a traceability and customer support services provider using specialized software and process technology. The company operates a Precision Logistics Segment and an Authentication Segment to provide specialized logistics for time-and-temperature sensitive products, as well as item level traceability, anti-diversion and anti-counterfeit protection, brand protection and enhancement technology solutions. Through our Precision Logistics segment, we provide a value-added service for sensitive parcel management driven by a proprietary software platform that provides predictive analytics from key metrics such as pre-shipment weather analysis, flight-tracking, sort volumes, and traffic, delivered to customers via a secure portal. The portal provides real-time visibility into shipment transit and last-mile events which is supported by a service center. Through our Authentication segment our technologies enable brand owners to gather business intelligence through the supply chain, cross-sell products, detect counterfeit activities, monitor product diversion, and build brand loyalty utilizing our unique dynamic codes which are read by consumers with their smart phones. Further information regarding our business segments is discussed below: Precision Logistics: The Precision Logistics (formerly PeriShip Global Solutions) segment specializes in predictive analytics for optimizing delivery of time and temperature sensitive perishable products. We manage complex industry-specific shipping logistic processes that require critical time, temperature control and handling to prevent spoilage and extreme delivery times and brand impairment. Utilizing predictive analytics from multiple data sources including flight-tracking, weather, traffic, ma

View Full Filing

View this 10-K filing on SEC EDGAR