Odysight.Ai Inc. annual report, FY2015

Filing identity and reporting period

The supplied filing is Intellisense Solutions Inc.’s Form 10-K for the fiscal year ended March 31, 2015, filed June 10, 2015. This does not match the request metadata identifying Odysight.Ai Inc. and “2014 Q4”; the filing itself reports annual results for fiscal 2015 and comparative fiscal 2014.

Business context

Intellisense was an early-stage Nevada company planning an online marketplace for vegetarian products, with possible later expansion into kosher and halal markets. It reported limited operations, no employees, no revenue, and no completed marketplace launch. Management’s plan depended on obtaining financing to develop the portal and certification services.

Financial results and liquidity

Metric (USD, unless noted)FY ended Mar. 31, 2015FY ended Mar. 31, 2014
RevenueNoneNone
Operating expenses$25,304$39,682
Net loss$25,304$39,682
Net loss per share$0.01$0.02
Cash used in operations$24,638$36,647
Cash and total assets at year-end$11,863$37,517 total assets; $36,501 cash
Current liabilities$5,701$6,051
Stockholders’ equity$6,162$31,466
Accumulated deficit$66,986$41,682

Professional fees were $17,750 and general and administrative expenses were $7,554 in FY2015, compared with $21,791 and $17,891, respectively, in FY2014. No gross margin or operating margin can be meaningfully assessed because the company had no revenue. The filing presents no separate borrowing balance; reported liabilities were accounts payable and accrued expenses. No dividends were paid.

Changes, outlook, and risks

  • FY2015 net loss narrowed by $14,378, about 36%, from FY2014, as operating expenses declined. Cash fell by $24,638 during FY2015; there were no financing proceeds that year, compared with $53,168 from stock issuance in FY2014.
  • Management estimated approximately $65,033 was needed for the next 12 months’ planned operations and separately anticipated an additional $20,000 for general and administrative and reporting costs. The filing does not clearly explain whether these amounts overlap.
  • The company had no financing arranged. The president had indicated willingness to lend funds but had no firm commitment or legal obligation. Management warned that failure to obtain funding could prevent continued operations. The auditor’s report included a going-concern explanatory paragraph, noting substantial doubt about the company’s ability to continue.
  • The business plan, portal development, certification program, launch timetable, and anticipated revenues were prospective, not achieved results. Management described plans for software development and a launch within 12 months after funding.
  • Management reported disclosure controls as effective, but internal control over financial reporting was deemed ineffective, with material weaknesses involving lack of independent oversight/audit committee, inadequate segregation of duties, and ineffective period-end reporting controls. The auditor did not attest to internal-control effectiveness.
  • The filing says the company maintained no insurance and disclosed no pending legal proceedings. Its OTC bid-price table reports $8.05 highs and lows for the December 2014 and March 2015 quarters, but $0.00 for earlier quarters; these are quoted inter-dealer prices and may not represent actual transactions.

Facts investors should verify

  • Confirm the intended issuer and period: this document is for Intellisense Solutions Inc., not Odysight.Ai Inc., and covers the year ended March 31, 2015.
  • Verify current cash, liabilities, financing commitments, and whether the estimated $65,033 and additional $20,000 funding needs overlap.
  • Determine whether the planned marketplace and certification operations were ever funded, developed, launched, or monetized.
  • Review the going-concern disclosure and the status of the identified internal-control weaknesses and board oversight.
  • Validate the reported OTC quotations and current share count/liquidity before relying on the historical bid prices.