Business Context and Reporting Period
Company: My Size, Inc. (MYSZ)
Filing Type: Form 8-K (Current Report)
Date of Report: May 9, 2025
Event: Completion of the acquisition of the "Percentil" production unit from Casi Nuevo Kids, S.L. via a newly formed Spanish subsidiary, New Percentil, S.L.
Key Financial Metrics and Transaction Details
Total Purchase Price: €610,806.81 (approximately $679,000 USD)
- Cash Payment: €40,000 (approx. $44,500) paid by Naiz Bespoke Technologies, S.L.
- Assumed Customer Liabilities: €358,196 (approx. $398,000).
- Assumed Debt/Social Security: €48,000 (approx. $53,500).
- Assumed Accrued Labor Liabilities: €164,610 (approx. $183,000).
Assets Acquired: Warehouse infrastructure, logistics equipment, proprietary AI-powered pricing engine, garment assessment tools, inventory, and content production equipment. Assets were acquired free of liens or encumbrances.
Personnel: 17 employees transferred, including the CEO and CMO of the acquired unit.
Financial Statements: The filing does not provide current revenue, profit, cash flow, or margin data for the Company or the acquired unit. Pro forma financial information is not yet available.
Material Changes
The primary material change is the expansion of My Size, Inc.'s operational footprint in Spain through the acquisition of the Percentil production unit. This unit was judicially awarded to the Company in April 2025 following insolvency proceedings against Casi Nuevo Kids, S.L. The transaction was finalized on May 9, 2025.
Outlook, Risks, and Contingencies
Regulatory Filings: The Company intends to file required financial statements of the business acquired and pro forma financial information within 71 calendar days of this report.
Disclosure: A press release regarding the acquisition was issued on May 12, 2025, under Regulation FD. The press release is not deemed filed for purposes of Section 18 of the Exchange Act.
Risks: The acquisition involved assuming significant liabilities related to customer obligations and employee compensation (approx. 93% of the total purchase price was liability assumption rather than cash payment).
Investor Verification Checklist
- Verify the 71-day deadline for the filing of pro forma financial information and financial statements of the acquired business.
- Review the full text of the "Contract for the Transfer of a Production Unit" (Exhibit 10.1) for omitted schedules and specific terms.
- Monitor future filings for the impact of the assumed liabilities (€570,806 total) on the Company's liquidity and balance sheet.
- Confirm the integration status of the 17 transferred employees and the operational status of the AI-powered pricing engine.