Filing identity and reporting period
The supplied filing is Intellisense Solutions Inc.’s Form 10-Q for the quarter ended June 30, 2013, filed September 13, 2013. It does not identify Odysight.Ai Inc.; investors should verify that this is the intended filing. Intellisense was incorporated March 22, 2013 and describes itself as a development-stage company. The quarter is the first quarter of its fiscal year, which ends March 31.
The filing describes the planned business inconsistently: the notes refer to marketing vegetarian products online, while the MD&A also describes consulting services, a web portal, and certification-related activities. The filing also checks “shell company” as yes. These points warrant verification.
Financial results and condition
| Metric | Quarter ended June 30, 2013 | At June 30, 2013 |
|---|---|---|
| Revenue | $0 | |
| Operating expenses / net loss | $9,726 / $(9,726) | Accumulated development-stage deficit: $(11,726) |
| Operating cash flow | $(9,564) | |
| Cash and cash equivalents | $10,416 | |
| Current liabilities | $2,162, all accounts payable and accrued expenses | |
| Total assets / stockholders’ equity | $10,416 / $8,254 |
Quarterly expenses comprised $8,764 of professional fees and $962 of general and administrative expenses. The statement reports basic and diluted loss per share of $0.00, apparently rounded; the filing does not provide a more precise value. No revenue or gross margin was reported. No debt balance is shown.
Cash declined from $19,980 at March 31 to $10,416 at June 30. Since inception, the company reported $19,980 of private-placement proceeds and $9,564 of net cash used in operations. The filing does not provide a comparable June 2012 operating period; the company was incorporated in March 2013.
Outlook, risks, and other matters
- Management states that the company has no operations or revenue and that substantial doubt exists about its ability to continue as a going concern. It depends on raising capital and achieving profitable operations.
- The company said it had not received proceeds from its registered offering as of June 30. It planned to raise funds through equity or debt, but had no financing arranged and gave no assurance that it could raise sufficient capital. Management warned that failure to obtain funding could lead to suspended or ceased operations.
- The proposed offering target was approximately $65,033. The stated 12-month operating plan and milestones depend on the amount raised; even full funding might not meet future growth needs. Additional equity could dilute existing holders, while borrowing would increase liabilities and cash commitments.
- Management’s forward-looking statements are subject to risks including inability to attract customers, financing constraints, market demand, and control by officers and directors. The filing provides no earnings or revenue guidance.
- No subsequent events were reported through the filing date. The company reported no pending material legal proceedings and stated that disclosure controls were effective, with no material quarterly change in internal controls.
Important facts for investors to verify
- Whether this Intellisense Solutions filing is actually the intended filing for Odysight.Ai Inc.
- The company’s actual intended business, given the conflicting descriptions in the filing.
- Whether the offering was completed after quarter-end, how much capital was raised, and the resulting dilution and runway.
- Whether the company commenced operations or generated revenue, and whether it obtained any debt financing.
- The significance of the “shell company” designation and the reported rounded loss per share.