Viewbix (VBIX) 10-Q 15 Nov 21 2021 Q3 Quarterly report Financial data

Cover

Cover	9 Months Ended
	Sep. 30, 2021shares
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2021
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	000-15746
Entity Registrant Name	VIEWBIX INC.
Entity Central Index Key	0000797542
Entity Tax Identification Number	68-0080601
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	11 Derech Menachem Begin Street
Entity Address, City or Town	Ramat Gan
Entity Address, Country	IL
Entity Address, Postal Zip Code	5268104
City Area Code	+972
Local Phone Number	9-774-1505
Title of 12(b) Security	Common Stock, Par Value $0.0001
Trading Symbol	VBIX
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding	34,753,669

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
CURRENT ASSETS
Cash and cash equivalents	$ 102	$ 148
Trade receivables	40	15
Other accounts receivable	28	20
Prepaid expenses	10	42
Total current assets	180	225
Total assets	180	225
CURRENT LIABILITIES
Trade payables	5	22
Other accounts payables and accrued liabilities	219	177
Payable to parent company	2,226	2,054
Short term loan	64	50
Total current liabilities	2,514	2,303
Commitments and contingencies
Share Capital
Common stock of $0.0001 par value - Authorized: 490,000,000 shares; Issued and outstanding: 34,753,669 shares as of December 31, 2020; and September 30, 2021	3	3
Additional paid-in capital	13,073	13,073
Accumulated deficit	(15,410)	(15,154)
Total stockholders’ deficit	(2,334)	(2,078)
Total liabilities and stockholders’ deficit	$ 180	$ 225

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	490,000,000	490,000,000
Common Stock, Shares, issued	34,753,669	34,753,669
Common Stock, Shares, Outstanding	34,753,669	34,753,669

Condensed Consolidated Statemen

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Revenue from Contract with Customer [Abstract]
Revenues	$ 7	$ 17	$ 32	$ 86
Cost of revenues		1		5
Gross profit	7	16	32	81
Operating expenses:
Research and development	19		47	59
Selling and marketing		1	2	8
General and administrative	79	70	221	339
Gain from sale of a subsidiary				(8)
Operating loss	91	55	238	317
Financial income (expenses), net	(5)	11	(16)	8
Loss before tax	96	44	254	309
Taxes on income	1		2	2
Net loss	$ 97	$ 44	$ 256	$ 311
Loss per share - basic and diluted	$ 0.003	$ 0.001	$ 0.007	$ 0.01
Weighted average number of common stocks outstanding used in the computations of loss per share (in thousands)	31,201,669	31,201,669	31,201,669	31,201,669

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2019	$ 3	$ 13,015	$ (14,711)	$ (1,693)
Balance, shares at Dec. 31, 2019	31,201,669
Net loss for the period			(311)	(311)
Ending balance, value at Sep. 30, 2020	$ 3	13,015	(15,022)	(2,004)
Balance, shares at Sep. 30, 2020	31,201,669
Beginning balance, value at Jun. 30, 2020	$ 3	13,015	(14,978)	(1,960)
Balance, shares at Jun. 30, 2020	31,201,669
Net loss for the period			(44)	(44)
Ending balance, value at Sep. 30, 2020	$ 3	13,015	(15,022)	(2,004)
Balance, shares at Sep. 30, 2020	31,201,669
Beginning balance, value at Dec. 31, 2020	$ 3	13,073	(15,154)	(2,078)
Balance, shares at Dec. 31, 2020	34,753,669
Net loss for the period			(256)	(256)
Ending balance, value at Sep. 30, 2021	$ 3	13,073	(15,410)	(2,334)
Balance, shares at Sep. 30, 2021	34,753,669
Beginning balance, value at Jun. 30, 2021	$ 3	13,073	(15,313)	(2,237)
Balance, shares at Jun. 30, 2021	34,753,669
Net loss for the period			(97)	(97)
Ending balance, value at Sep. 30, 2021	$ 3	$ 13,073	$ (15,410)	$ (2,334)
Balance, shares at Sep. 30, 2021	34,753,669

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Feb. 12, 2020
Cash flows from operating activities
Net loss for the period	$ (97)	$ (44)	$ (256)	$ (311)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation				5
Gain from sale of a subsidiary				(8)
Changes in assets and liabilities:
Decrease (increase) in prepaid expenses	1	(7)	7	7
Decrease (increase) in other receivables	(12)	(1)	(8)	105
Increase (decrease) in trade payables	25	(1)	25	(76)
Financing expenses from short-term loans	4		14
Decrease in other accounts payables		(12)		(51)
Increase in payable to parent company	55	51	172	292
Net cash used by operating activities	(24)	(14)	(46)	(37)
Cash flows from investing activities
Cash received from sale of a subsidiary				13
Net cash provided by Investing activities				13
Decrease in cash and cash equivalents and restricted cash	(24)	(14)	(46)	(24)
Cash and cash equivalents and restricted cash at the beginning of the period	126	79	148	89
Cash and cash equivalents and restricted cash at the end of the period	$ 102	$ 65	$ 102	$ 65
Supplemental Cash Flow Information:
Current assets excluding cash and cash equivalents					$ 6
Current liabilities					(1)
Gain from sale of a subsidiary					8
Cash received from the sale of a subsidiary					$ 13

GENERAL

GENERAL	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
GENERAL	NOTE 1: GENERAL Organizational Background Viewbix Inc. (formerly known as Virtual Crypto Technologies, Inc.) (the “Company”) was incorporated in the State of Ohio in 1989 under a predecessor name, Zaxis International, Inc. (“Zaxis”). On August 25, 1995, Zaxis merged with a subsidiary of The InFerGene Company, a Delaware corporation, which entity changed its name to Zaxis International, Inc. and the Company was reincorporated in Delaware under the name of Zaxis International, Inc. On December 30, 2014, Zaxis entered into an agreement with Emerald Medical Applications Ltd., a private limited liability company organized under the laws of the State of Israel (“Emerald Israel”). On February 7, 2019, the Company entered into a share exchange agreement (the “Share Exchange Agreement”) with Gix Internet Ltd. (TASE:GIX, formerly known as Algomizer Ltd.), a company organized under the laws of the State of Israel (“Gix”), pursuant to which on July 25, 2019 (the “Closing Date”), Gix assigned, transferred and delivered its 99.83% 65% On July 24, 2019, and in connection with the Share Exchange Agreement, the Company filed a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of Delaware reflecting its name change from Virtual Crypto Technologies, Inc. to Viewbix Inc. to reflect its new operations and business focus and, effective on August 7, 2019, FINRA approved the Registrant’s name change and its trading symbol was changed from “VRCP” to “VBIX” on the OTCQB. As a result of the Recapitalization Transaction, Viewbix Israel became a subsidiary of the Company. As the shareholders of Viewbix Israel received the largest ownership interest in the Company, Viewbix Israel was determined to be the “accounting acquirer” in the Recapitalization Transaction. The Company and its subsidiaries are collectively referred to as the “Company”. Viewbix Israel was incorporated on February 2006 in Israel. The Company has developed an interactive video platform based on Software as a Service (“SaaS”) business model with interactive elements, and the ability to collect and analyze information about each interactive action performed during the viewing of the video clip. The interactive elements and information gathered, allowing the advertiser to analyze user viewing habits and optimize real-time throughout the campaign while increasing the effectiveness of online and live video advertising. On January 1, 2020, the Company announced certain cost reduction measures due the Company not achieving certain revenues goals. VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 1: GENERAL (Cont.) Emerald Medical Applications Ltd. On March 16, 2015, Zaxis and Emerald Israel executed a share exchange agreement, which closed on July 14, 2015, and Emerald Israel became the Company’s wholly-owned subsidiary. Emerald Israel was engaged in the business of developing Emerald Israel’s DermaCompare technology and the development, sale and service of imaging solutions utilizing its DermaCompare software for use in derma imaging and analytics for the detection of skin cancer. On January 29, 2018, the Company ceased the DermaCompare operations of its former subsidiary. On May 2, 2018, the District Court of Lod, Israel issued a winding-up order for Emerald Israel and appointed an Israeli attorney as special executor for Emerald Israel. Virtual Crypto Technologies Ltd. On January 17, 2018, the Company formed a new wholly-owned subsidiary under the laws of the State of Israel, Virtual Crypto Technologies Ltd. (the “VCT Israel”), to develop and market software and hardware products facilitating, allowing and supporting purchase and/or sale of cryptocurrencies through ATMs, tablets, personal computers (“PCs”) and/or mobile devices. VCT Israel ceased its business operation prior to consummation of the Recapitalization Transaction. On January 27, 2020, Virtual Crypto Israel was sold to a third party for NIS 50,000 14,459 Stock Subscription Agreement and Loan Agreement On December 18, 2020, the Company entered into a Stock Subscription Agreement (the “Subscription”) with certain investors (the “Investors”) in connection with the sale and issuance of an aggregate of 3,000,000 0.01 30,000 69,000 8% 552,000 VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 1: GENERAL (Cont.) Going Concern The Company has incurred $ 256 2,334 2,078 Such conditions raise substantial doubts about the Company’s ability to continue as a going concern. Management’s plan includes raising funds from outside potential investors. However, there is no assurance such funding will be available to the Company or that it will be obtained on terms favorable to the Company or will provide the Company with sufficient funds to meet its objectives. These financial statements do not include any adjustments relating to the recoverability and classification of assets, carrying amounts or the amount and classification of liabilities that may be required should the Company be unable to continue as a going concern.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	NOTE 2: SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation: The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary and were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. Unaudited Interim Financial Information The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2020 and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on March 16, 2021 (the “2020 Annual Report”). The results for any interim period are not necessarily indicative of results for any future period. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments that are necessary to present fairly the Company’s financial position and results of operations for the interim periods presented .The results for the three months ended September 30, 2021 are not necessarily indicative of the results for the year ending December 31, 2021, or for any future period. As of September 30, 2021, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2020 Annual Report. VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data)

OTHER ACCOUNTS RECEIVABLES

OTHER ACCOUNTS RECEIVABLES	9 Months Ended
	Sep. 30, 2021
Other Accounts Receivables
OTHER ACCOUNTS RECEIVABLES	NOTE 3: OTHER ACCOUNTS RECEIVABLES SCHEDULE OF OTHER ACCOUNTS RECEIVABLES COMPOSITION Composition: As of September 30 As of December 31 2021 2020 Government authorities $ 28 $ 20 Total 28 20

OTHER ACCOUNTS PAYABLE AND ACCR

OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	9 Months Ended
	Sep. 30, 2021
Payables and Accruals [Abstract]
OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	NOTE 4: OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES SCHEDULE OF OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Composition: As of September 30 As of December 31 2021 2020 Other payables $ 50 $ 47 Accrued liabilities 169 130 Total other accounts payables $ 219 $ 177

PAYABLE TO PARENT COMPANY

PAYABLE TO PARENT COMPANY	9 Months Ended
	Sep. 30, 2021
Payable To Parent Company
PAYABLE TO PARENT COMPANY	NOTE 5: PAYABLE TO PARENT COMPANY SCHEDULE OF PAYABLE TO PARENT COMPANY Balances:   As of September 30 As of December 31 2021 2020 Gix – Parent Company Payable $ 2,226 $ 2,054 As part of the agreement with Gix, the parties agreed to have the Company’s operations outsourced to Gix from the agreement date and until the acquisition is consummated. The following terms were included in the agreement pursuant to the above: (a) From May 2018 all of the Company’s employees will become employees of Gix. (b) Between the periods of May 2018 to October 2018, Gix will pay the full expenses of the employees as well as other related expenses. (c) From November 2018 until to the Closing Date, the employees transferred from the Company to Gix will dedicate half of their time to the Company’s operations and correspondingly 50% From the closing date, the actual expenses incurred by Gix related to the Company will be charged to the Company. No VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data)

SHORT TERM LOAN

SHORT TERM LOAN	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
SHORT TERM LOAN	NOTE 6: SHORT TERM LOAN On December 18, 2020, the company entered into a Loan Agreement (the “Loan”) and Stock Subscription Agreement with certain Investors as described in note 1e, pursuant to which the Investors lent an aggregate amount of $ 69,000 8% 552,000 0.01 30,587 The Company allocated the total proceeds in respect of the shares issued and the Loan extended based on its relative fair values. As a result of the allocation, a discount of $ 19 The allocation of the proceeds to the fair value distribution of the liability and equity components on the transactions date was as follows: SCHEDULE OF FAIR VALUE DISTRIBUTION OF LIABILITY AND EQUITY COMPONENTS Instrument Fair Value % of total fair Allocated amount Short term loan and prepaid interest 55,200 49.45 49,246 Investment in the company’s shares 54,000 50.55 50,340 Total 109,200 100 99,586 The composition of short term loan balance as of the transaction is as follows: SCHEDULE OF COMPOSITION OF SHORT TERM LOAN As of September 30 2021 As of December 31 2020 Short term loan $ 69 $ 69 Discount on Short term loan (5 ) (19 ) Short term loan, Net $ 64 $ 50 VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data)

STOCKHOLDERS_ DEFICIT

STOCKHOLDERS’ DEFICIT	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
STOCKHOLDERS’ DEFICIT	NOTE 7: STOCKHOLDERS’ DEFICIT Stockholders’ deficit. SCHEDULE OF COMMON STOCK COMPOSITION Composition: As of September 30 As of December 31 2021 2020 Authorized Issued and outstanding Authorized Issued and outstanding Unaudited Number of shares Ordinary shares 490,000,000 34,753,669 490,000,000 34,753,669 Ordinary Shares: Ordinary shares confer the right to participate in the general meetings, to one vote per share for any purpose, to an equal part, on share basis, in distribution of dividends and to equally participate, on share basis, in distribution of excess of assets and funds from the Company and they shall not confer other privileges unless stated hereunder or in the Companies Law otherwise. Some investors have standard anti-dilutive rights, registration rights, and information and representation rights On December 18, 2020, the company entered into a Stock Subscription Agreement (the “Subscription”) with certain investors (the “Investors”) in connection with the sale and issuance of an aggregate of 3,000,000 0.01 30,000 69,000 8% 552,000 0.01 VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 7: STOCKHOLDERS’ DEFICT (Cont.) Share Exchange As detailed in Note 1, as part of the Recapitalization Transaction in July 2019, the Company issued 30,928,620 99.83% Warrants The following table summarizes information of outstanding warrants as of September 30, 2021: SUMMARY OF OUTSTANDING WARRANTS Warrants Warrant Term Exercise Price Exercisable Class J Warrants 3,649,318 July 2029 0.48 3,649,318 Class K Warrants 3,649,318 July 2029 0.80 3,649,318 Additionally, in connection with the Share Exchange Agreement, upon the earlier of: (a) the launch of a live video product to an American consumer in the United States by Viewbix Israel, or (b) the launch of an interactive television product to an American consumer in the United States by Viewbix Israel, the Company will issue to Gix an additional 1,642,193 50,000 38,095 142,857 VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data)

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 8: COMMITMENTS AND CONTINGENCIES In June 2017, a lawsuit was filed by a former CEO of the Company with the Tel Aviv District Court (the “Tel Aviv Court”) against the Company claiming certain damages in the total amount of $ 225 The Company believes these claims to be unsubstantiated and wholly without merit and accordingly filed its response with the Tel Aviv Court in October of 2017. The dispute was initially heard by the Tel Aviv Court on February 13, 2020. In a supplemental hearing on February 11, 2021 the former CEO provided data regarding his claims. On March 11, 2021 the former CEO filed his summaries. The Company’s summaries filed on May, 2021. On June 3, 2021, and after the summaries were filed, the lawsuit against Emerald Israel was dismissed by the Tel Aviv Court

FINANCIAL (EXPENSES) INCOME, NE

FINANCIAL (EXPENSES) INCOME, NET	9 Months Ended
	Sep. 30, 2021
Financial Expenses Income Net
FINANCIAL (EXPENSES) INCOME, NET	NOTE 9: FINANCIAL (EXPENSES) INCOME, NET SCHEDULE OF FINANCIAL (INCOME) EXPENSES, NET Composition: 2021 2020 For the nine months ended September 30 2021 2020 Unaudited Bank fees (1 ) (5 Exchange rate differences (2 ) 18 Other (13 ) (5 ) Financial (expenses) income, net (16 ) (8 ) 2021 2020 For the three months ended September 30 2021 2020 Unaudited Bank fees - (1 ) Exchange rate differences - 14 Other (5 ) (2 ) Financial (expenses) income, net (5 ) 11

TAXES ON INCOME

TAXES ON INCOME	9 Months Ended
	Sep. 30, 2021
Income Tax Disclosure [Abstract]
TAXES ON INCOME	NOTE 10: TAXES ON INCOME A. Tax rates applicable to the income of the Company: Viewbix Israel are taxed according to Israeli tax laws. The Israeli corporate tax rate is 23% Viewbix Inc. is taxed according to U.S. tax laws. On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”), which among other provisions, reduced the U.S. corporate tax rate from 35% to 21%, effective January 1, 2018 VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 10: TAXES ON INCOME (Cont.) B. Deferred income taxes: Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: SCHEDULE OF DEFERRED INCOME TAXES As of September 30 As of December 31 2021 2020 Deferred R&D expenses $ 48 $ 114 Operating loss carryforward 32,564 32,256 Total $ 32,612 $ 32,370 Net deferred tax asset before valuation allowance $ 7,130 $ 7,076 Valuation allowance (7,130 ) (7,076 ) Net deferred tax asset $ - $ - As of September 30, 2021, the Company has provided valuation allowances of $ 7,130 C. Available carryforward tax losses: As of September 30, 2021 Viewbix Israel incurred operating losses in Israel of approximately $ 14,042 As of September 30, 2021 the Company generated net operating losses in the U.S. of approximately $ 18,522 Net operating losses in the U.S. are available through 2035 VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data) NOTE 10: TAXES ON INCOME (Cont.) SCHEDULE OF LOSS (INCOME) FROM CONTINUING OPERATIONS, BEFORE TAXES ON INCOME D. Loss (income) from continuing operations, before taxes on income, consists of the following: 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 2021 2020 2021 2020 USA $ 69 6 $ 27 (4 ) Israel 185 303 71 48 Total loss before taxes on income $ 254 309 $ 98 44

LOSS PER SHARE-BASIC AND DILUTE

LOSS PER SHARE-BASIC AND DILUTED	9 Months Ended
	Sep. 30, 2021
Earnings Per Share [Abstract]
LOSS PER SHARE-BASIC AND DILUTED	NOTE 11: LOSS PER SHARE-BASIC AND DILUTED SCHEDULE OF LOSS PER SHARE-BASIC AND DILUTED Composition: 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 2021 2020 2021 2020 Basic and diluted: Net loss attributable to ordinary stockholders 256 311 97 44 Weighted-average ordinary shares 31,201,669 31,201,669 31,201,669 31,201,669 Loss per share-basic and diluted 0.007 0.01 0.003 0.001 VIEWBIX INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) U.S. dollars in thousands (except share data)

COVID-19 PANDEMIC IMPLICATIONS

COVID-19 PANDEMIC IMPLICATIONS	9 Months Ended
	Sep. 30, 2021
Risks and Uncertainties [Abstract]
COVID-19 PANDEMIC IMPLICATIONS	NOTE 12: COVID-19 PANDEMIC IMPLICATIONS The COVID-19 pandemic, which originated in China in late 2019, has since spread across the globe and affected the economic condition of most, if not all, countries, including the United States, Israel and many countries in Europe. On March 11, 2020, the World Health Organization declared the outbreak a pandemic. While COVID-19 is still spreading and the final implications of the pandemic are difficult to estimate at this stage, it is clear that it has affected the lives of a large portion of the global population. As of September 30, 2021, the pandemic has caused repeated states of emergency to be declared in various countries, ongoing and extended travel restrictions have been imposed for several months, strict quarantines rules have been established and maintained for an extended period of time in a plethora of jurisdictions and various institutions and companies have been closed and rendered bankrupt. The Company is actively monitoring the pandemic and is taking any necessary measures to respond to the situation in cooperation with the various stakeholders. Due to the uncertainty surrounding the COVID-19 pandemic, the Company will continue to assess the situation, including government-imposed restrictions, market by market. It is not possible at this time to estimate the full impact that the COVID-19 pandemic could have on the Company’s business, the continued spread of COVID-19, and any additional measures taken by governments, health officials or by the Company in response to such spread, could have on the Company’s business, results of operations and financial condition. The COVID-19 pandemic and mitigation measures have also negatively impacted global economic conditions, which, in turn, could adversely affect the Company’s business, results of operations and financial condition. The extent to which the COVID-19 outbreak continues to impact the Company’s financial condition will depend on future developments that are highly uncertain and cannot be predicted, including new government actions or restrictions, new information that may emerge concerning the severity, longevity and impact of the COVID-19 pandemic on economic activity.

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation:	Basis of Presentation and Principles of Consolidation: The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary and were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany accounts and transactions have been eliminated in consolidation.
Unaudited Interim Financial Information	Unaudited Interim Financial Information The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2020 and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on March 16, 2021 (the “2020 Annual Report”). The results for any interim period are not necessarily indicative of results for any future period. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments that are necessary to present fairly the Company’s financial position and results of operations for the interim periods presented .The results for the three months ended September 30, 2021 are not necessarily indicative of the results for the year ending December 31, 2021, or for any future period. As of September 30, 2021, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2020 Annual Report.

OTHER ACCOUNTS RECEIVABLES (Tab

OTHER ACCOUNTS RECEIVABLES (Tables)	9 Months Ended
	Sep. 30, 2021
Other Accounts Receivables
SCHEDULE OF OTHER ACCOUNTS RECEIVABLES COMPOSITION	SCHEDULE OF OTHER ACCOUNTS RECEIVABLES COMPOSITION Composition: As of September 30 As of December 31 2021 2020 Government authorities $ 28 $ 20 Total 28 20

OTHER ACCOUNTS PAYABLE AND AC_2

OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)	9 Months Ended
	Sep. 30, 2021
Payables and Accruals [Abstract]
SCHEDULE OF OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	SCHEDULE OF OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Composition: As of September 30 As of December 31 2021 2020 Other payables $ 50 $ 47 Accrued liabilities 169 130 Total other accounts payables $ 219 $ 177

PAYABLE TO PARENT COMPANY (Tabl

PAYABLE TO PARENT COMPANY (Tables)	9 Months Ended
	Sep. 30, 2021
Payable To Parent Company
SCHEDULE OF PAYABLE TO PARENT COMPANY	SCHEDULE OF PAYABLE TO PARENT COMPANY Balances:   As of September 30 As of December 31 2021 2020 Gix – Parent Company Payable $ 2,226 $ 2,054

SHORT TERM LOAN (Tables)

SHORT TERM LOAN (Tables)	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
SCHEDULE OF FAIR VALUE DISTRIBUTION OF LIABILITY AND EQUITY COMPONENTS	SCHEDULE OF FAIR VALUE DISTRIBUTION OF LIABILITY AND EQUITY COMPONENTS Instrument Fair Value % of total fair Allocated amount Short term loan and prepaid interest 55,200 49.45 49,246 Investment in the company’s shares 54,000 50.55 50,340 Total 109,200 100 99,586
SCHEDULE OF COMPOSITION OF SHORT TERM LOAN	SCHEDULE OF COMPOSITION OF SHORT TERM LOAN As of September 30 2021 As of December 31 2020 Short term loan $ 69 $ 69 Discount on Short term loan (5 ) (19 ) Short term loan, Net $ 64 $ 50

STOCKHOLDERS_ DEFICIT (Tables)

STOCKHOLDERS’ DEFICIT (Tables)	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
SCHEDULE OF COMMON STOCK COMPOSITION	SCHEDULE OF COMMON STOCK COMPOSITION Composition: As of September 30 As of December 31 2021 2020 Authorized Issued and outstanding Authorized Issued and outstanding Unaudited Number of shares Ordinary shares 490,000,000 34,753,669 490,000,000 34,753,669
SUMMARY OF OUTSTANDING WARRANTS	The following table summarizes information of outstanding warrants as of September 30, 2021: SUMMARY OF OUTSTANDING WARRANTS Warrants Warrant Term Exercise Price Exercisable Class J Warrants 3,649,318 July 2029 0.48 3,649,318 Class K Warrants 3,649,318 July 2029 0.80 3,649,318

FINANCIAL (EXPENSES) INCOME, _2

FINANCIAL (EXPENSES) INCOME, NET (Tables)	9 Months Ended
	Sep. 30, 2021
Financial Expenses Income Net
SCHEDULE OF FINANCIAL (INCOME) EXPENSES, NET	SCHEDULE OF FINANCIAL (INCOME) EXPENSES, NET Composition: 2021 2020 For the nine months ended September 30 2021 2020 Unaudited Bank fees (1 ) (5 Exchange rate differences (2 ) 18 Other (13 ) (5 ) Financial (expenses) income, net (16 ) (8 ) 2021 2020 For the three months ended September 30 2021 2020 Unaudited Bank fees - (1 ) Exchange rate differences - 14 Other (5 ) (2 ) Financial (expenses) income, net (5 ) 11

TAXES ON INCOME (Tables)

TAXES ON INCOME (Tables)	9 Months Ended
	Sep. 30, 2021
Income Tax Disclosure [Abstract]
SCHEDULE OF DEFERRED INCOME TAXES	SCHEDULE OF DEFERRED INCOME TAXES As of September 30 As of December 31 2021 2020 Deferred R&D expenses $ 48 $ 114 Operating loss carryforward 32,564 32,256 Total $ 32,612 $ 32,370 Net deferred tax asset before valuation allowance $ 7,130 $ 7,076 Valuation allowance (7,130 ) (7,076 ) Net deferred tax asset $ - $ -
SCHEDULE OF LOSS (INCOME) FROM CONTINUING OPERATIONS, BEFORE TAXES ON INCOME	SCHEDULE OF LOSS (INCOME) FROM CONTINUING OPERATIONS, BEFORE TAXES ON INCOME D. Loss (income) from continuing operations, before taxes on income, consists of the following: 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 2021 2020 2021 2020 USA $ 69 6 $ 27 (4 ) Israel 185 303 71 48 Total loss before taxes on income $ 254 309 $ 98 44

LOSS PER SHARE-BASIC AND DILU_2

LOSS PER SHARE-BASIC AND DILUTED (Tables)	9 Months Ended
	Sep. 30, 2021
Earnings Per Share [Abstract]
SCHEDULE OF LOSS PER SHARE-BASIC AND DILUTED	SCHEDULE OF LOSS PER SHARE-BASIC AND DILUTED Composition: 2021 2020 2021 2020 For the nine months ended September 30 For the three months ended September 30 2021 2020 2021 2020 Basic and diluted: Net loss attributable to ordinary stockholders 256 311 97 44 Weighted-average ordinary shares 31,201,669 31,201,669 31,201,669 31,201,669 Loss per share-basic and diluted 0.007 0.01 0.003 0.001

GENERAL (Details Narrative)

GENERAL (Details Narrative) $ / shares in Units, ₪ in Thousands, $ in Thousands	Dec. 18, 2020USD ($)$ / sharesshares	Sep. 30, 2021USD ($)	Sep. 30, 2020USD ($)	Sep. 30, 2021USD ($)	Sep. 30, 2020USD ($)	Jun. 30, 2021USD ($)	Dec. 31, 2020USD ($)	Jun. 30, 2020USD ($)	Jan. 27, 2020USD ($)	Jan. 27, 2020ILS (₪)	Dec. 31, 2019USD ($)	Feb. 07, 2019
Net Income (Loss) Attributable to Parent		$ 97	$ 44	$ 256	$ 311
Stockholders' Equity Attributable to Parent		$ 2,334	$ 2,004	$ 2,334	$ 2,004	$ 2,237	$ 2,078	$ 1,960			$ 1,693
Virtual Crypto Israel [Member]
Due to related party									$ 14,459	₪ 50,000
Share Exchange Agreement [Member] | Viewbix Ltd [Member]
Equity Method Investment, Ownership Percentage												99.83%
Share Exchange Agreement [Member] | Gix Ltd [Member]
Share issued and outstanding, percentage												65.00%
Stock Subscription Agreement [Member] | Investor [Member]
Number of stock issued | shares	3,000,000
Sale of Stock, Price Per Share | $ / shares	$ 0.01
Stock Issued During Period, Value, New Issues	$ 30,000
Debt Instrument, Face Amount	$ 69,000
Loan Agreement [Member] | Investor [Member]
Number of stock issued | shares	552,000
Sale of Stock, Price Per Share | $ / shares	$ 0.01
Debt Instrument, Face Amount	$ 69,000
Debt Instrument, Interest Rate, Stated Percentage	8.00%

SCHEDULE OF OTHER ACCOUNTS RECE

SCHEDULE OF OTHER ACCOUNTS RECEIVABLES COMPOSITION (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Other Accounts Receivables
Government authorities	$ 28	$ 20
Total	$ 28	$ 20

SCHEDULE OF OTHER ACCOUNTS PAYA

SCHEDULE OF OTHER ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Payables and Accruals [Abstract]
Other payables	$ 50	$ 47
Accrued liabilities	169	130
Total other accounts payables	$ 219	$ 177

SCHEDULE OF PAYABLE TO PARENT C

SCHEDULE OF PAYABLE TO PARENT COMPANY (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Payable To Parent Company
Gix – Parent Company Payable	$ 2,226	$ 2,054

PAYABLE TO PARENT COMPANY (Deta

PAYABLE TO PARENT COMPANY (Details Narrative) $ in Thousands	9 Months Ended
	Sep. 30, 2021USD ($)	Dec. 31, 2020USD ($)
Payable to parent company	$ 2,226	$ 2,054
Gix Ltd [Member]
Operations costs incurred, percentage	0.50
Payable to parent company	$ 0	$ 0

SCHEDULE OF FAIR VALUE DISTRIBU

SCHEDULE OF FAIR VALUE DISTRIBUTION OF LIABILITY AND EQUITY COMPONENTS (Details) $ in Thousands	Sep. 30, 2021USD ($)
Short-term Debt [Line Items]
Fair Value	$ 109,200
Percentage of fair value	100.00%
Allocated amount	$ 99,586
Short Term Loan and Prepaid Interest [Member]
Short-term Debt [Line Items]
Fair Value	$ 55,200
Percentage of fair value	49.45%
Allocated amount	$ 49,246
Investment in the Company's Shares [Member]
Short-term Debt [Line Items]
Fair Value	$ 54,000
Percentage of fair value	50.55%
Allocated amount	$ 50,340

SCHEDULE OF COMPOSITION OF SHOR

SCHEDULE OF COMPOSITION OF SHORT TERM LOAN (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
Short term loan	$ 69	$ 69
Discount on Short term loan	(5)	(19)
Short term loan, Net	$ 64	$ 50

SHORT TERM LOAN (Details Narrat

SHORT TERM LOAN (Details Narrative) $ / shares in Units, $ in Thousands	Dec. 18, 2020USD ($)$ / sharesshares
Loan Agreement Loan and Stock Subscription Agreement [Member] | Investor [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Debt Instrument, Face Amount	$ 69,000
Loan And Stock Subscription Agreement [Member] | Investors [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	8.00%
Stock Issued During Period, Shares, New Issues | shares	552,000
Sale of Stock, Price Per Share | $ / shares	$ 0.01
Loan discount	$ 19
Stock Subscription Agreement [Member] | Investor [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Debt Instrument, Face Amount	$ 69,000
Stock Issued During Period, Shares, New Issues | shares	3,000,000
Sale of Stock, Price Per Share | $ / shares	$ 0.01
Stock Subscription Agreement [Member] | Investors [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Proceeds from Issuance of Common Stock	$ 30,587

SCHEDULE OF COMMON STOCK COMPOS

SCHEDULE OF COMMON STOCK COMPOSITION (Details) - shares	Sep. 30, 2021	Dec. 31, 2020
Equity [Abstract]
Common Stock, Shares Authorized	490,000,000	490,000,000
Common Stock, Shares, Issued	34,753,669	34,753,669
Common Stock, Shares, Outstanding	34,753,669	34,753,669

SUMMARY OF OUTSTANDING WARRANTS

SUMMARY OF OUTSTANDING WARRANTS (Details)	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Class J Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrants	3,649,318
Warrant Term	July 2029
Warrant Exercise Price | $ / shares	$ 0.48
Warrant Exercisable	3,649,318
Class K Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrants	3,649,318
Warrant Term	July 2029
Warrant Exercise Price | $ / shares	$ 0.80
Warrant Exercisable	3,649,318

STOCKHOLDERS_ DEFICIT (Details

STOCKHOLDERS’ DEFICIT (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Dec. 18, 2020	Apr. 30, 2020	Jan. 31, 2020	Jul. 31, 2019	Mar. 31, 2020	Sep. 30, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Voting Rights						Ordinary shares confer the right to participate in the general meetings, to one vote per share for any purpose, to an equal part, on share basis, in distribution of dividends and to equally participate, on share basis, in distribution of excess of assets and funds from the Company and they shall not confer other privileges unless stated hereunder or in the Companies Law otherwise. Some investors have standard anti-dilutive rights, registration rights, and information and representation rights
Deemed to issued common shares				30,928,620
Shares exchange rate				99.83%
Class H Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of warrants expired during period					50,000
Class I Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of warrants expired during period			38,095
Class G Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of warrants expired during period		142,857
Gix Ltd [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of restricted common stock shares issued						1,642,193
Stock Subscription Agreement [Member] | Investor [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock Issued During Period, Shares, New Issues	3,000,000
Sale of Stock, Price Per Share	$ 0.01
Stock Issued During Period, Value, New Issues	$ 30,000
Debt Instrument, Face Amount	$ 69,000
Loan Agreement [Member] | Investor [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock Issued During Period, Shares, New Issues	552,000
Sale of Stock, Price Per Share	$ 0.01
Debt Instrument, Face Amount	$ 69,000
Debt Instrument, Interest Rate, Stated Percentage	8.00%

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - Tel Aviv District Court [Member] - USD ($) $ in Thousands	1 Months Ended
	Sep. 30, 2017	Jun. 30, 2017
Loss Contingencies [Line Items]
Loss Contingency, Damages Sought, Value	$ 225
Loss contingency description		The Company believes these claims to be unsubstantiated and wholly without merit and accordingly filed its response with the Tel Aviv Court in October of 2017. The dispute was initially heard by the Tel Aviv Court on February 13, 2020. In a supplemental hearing on February 11, 2021 the former CEO provided data regarding his claims. On March 11, 2021 the former CEO filed his summaries. The Company’s summaries filed on May, 2021. On June 3, 2021, and after the summaries were filed, the lawsuit against Emerald Israel was dismissed by the Tel Aviv Court

SCHEDULE OF FINANCIAL (INCOME)

SCHEDULE OF FINANCIAL (INCOME) EXPENSES, NET (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Line of Credit Facility [Line Items]
Financial (expenses) income, net	$ (5)	$ 11	$ (16)	$ (8)
Bank Fees [Member]
Line of Credit Facility [Line Items]
Financial (expenses) income, net		(1)	(1)	(5)
Exchange Rate Differences [Member]
Line of Credit Facility [Line Items]
Financial (expenses) income, net		14	(2)	18
Other [Member]
Line of Credit Facility [Line Items]
Financial (expenses) income, net	$ (5)	$ (2)	$ (13)	$ (5)

SCHEDULE OF DEFERRED INCOME TAX

SCHEDULE OF DEFERRED INCOME TAXES (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Deferred R&D expenses	$ 48	$ 114
Operating loss carryforward	32,564	32,256
Total	32,612	32,370
Net deferred tax asset before valuation allowance	7,130	7,076
Valuation allowance	(7,130)	(7,076)
Net deferred tax asset

SCHEDULE OF LOSS (INCOME) FROM

SCHEDULE OF LOSS (INCOME) FROM CONTINUING OPERATIONS, BEFORE TAXES ON INCOME (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Tax Disclosure [Abstract]
USA	$ 27	$ (4)	$ 69	$ 6
Israel	71	48	185	303
Total loss before taxes on income	$ 98	$ 44	$ 254	$ 309

TAXES ON INCOME (Details Narrat

TAXES ON INCOME (Details Narrative) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2019	Dec. 31, 2020
Operating Loss Carryforwards [Line Items]
Income tax examination description	On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”), which among other provisions, reduced the U.S. corporate tax rate from 35% to 21%, effective January 1, 2018
Valuation allowances, deferred tax assets	$ 7,130		$ 7,076
Operating Loss Carryforwards	$ 32,564		$ 32,256
Domestic Tax Authority [Member]
Operating Loss Carryforwards [Line Items]
Income tax examination description	Net operating losses in the U.S. are available through 2035
UNITED STATES
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	$ 18,522
Viewbix Israel [Member]
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	$ 14,042
Israel Tax Authority [Member]
Operating Loss Carryforwards [Line Items]
Corporate tax rate		23.00%

SCHEDULE OF LOSS PER SHARE-BASI

SCHEDULE OF LOSS PER SHARE-BASIC AND DILUTED (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Earnings Per Share [Abstract]
Net loss attributable to ordinary stockholders	$ 97	$ 44	$ 256	$ 311
Weighted-average ordinary shares	31,201,669	31,201,669	31,201,669	31,201,669
Loss per share-basic and diluted	$ 0.003	$ 0.001	$ 0.007	$ 0.01