VerifyMe Reports Third Quarter Financial Results

ROCHESTER, N.Y., Nov. 14, 2018 /PRNewswire/ -- VerifyMe, Inc. (OTCQB: VRME), a technology solutions company that markets a portfolio of proprietary products in the field of counterfeiting prevention, authentication, track and trace, serialization and multi-factor biometric verification solutions today announced their financial results for the period ended September 30, 2018.

Highlights

    --  Revenue Grew 7,113% Over the Prior Year's Quarter and 315% Over the
        Second Quarter 2018;
    --  Cash & Cash Equivalents of $2.1 Million with No Debt;
    --  The Company announced an initial order for product labels annually from
        a well-known international brand owner; production has begun and is
        expected to be on-going;
    --  Hired Former De La Rue Executive, Keith Cutri as VP- Global Business
        Development;
    --  Contractual partnerships with HP Indigo, Micro Focus and S-One LP are
        progressing and expanding with some key growth oriented initiatives
        taking place;
    --  Roll-Out of Smartphone Enabled New Cloud Connected Authentication
        Devices

Financial

    --  Revenue for the three-month period ended September 30, 2018 was $28,273,
        an increase of 7,113% over the third quarter 2018, and 315% over the
        second quarter of 2018. Revenue year to date was $35,072, an increase of
        8,847% over the revenue for the same period in 2017.
    --  Operating Loss was $567,227 for the quarter ended September 30, 2018,
        compared to an Operating Loss of $382,766 for the third quarter of 2017.
        Cumulative year to date Operating Loss was $2,109,586 through the third
        quarter of 2018, compared to Operating Loss of $1,163,710 for the
        comparable period of 2017, which was principally due to an increase in
        non-cash charges related to restricted stock awards and stock options as
        well as increases in some non-recurring product development expenses
        related to activities that will expand our operations.
    --  Net Cash Used in Operations for the quarter amounted to $479,476,
        compared to $345,294 for the third quarter of 2017. Net Cash Used in
        Operations year to date was $1,987,465 as compared to $626,743 in the
        same period in 2017. The increase primarily related to a one-time
        settlement payment of $500,000 to certain shareholders of the Company as
        well as increases in expenses related to activities that will expand our
        operations.
    --  Net loss increased to $479,476 in the third quarter 2018 from a net loss
        of $384,983 in the third quarter of 2017.  Our year to date Net Loss of
        $2,398,304 compared to a $1,198,079 Net Loss in the comparable period
        ended September 30, 2017.
    --  Adjusted EBITDA (in the attached table), which we believe is a
        meaningful supplemental disclosure that may be indicative of how
        management and our Board of Directors evaluates Company performance,
        adjusts Income or Loss for non-cash charges such as depreciation &
        amortization, stock based compensation, transactions outside the normal
        course of business for the three-month periods ended September 30, 2018
        and 2017 was $(271,297) and $(258,520). Year to date Adjusted EBITDA was
        $(894,803) as compared to $(698,163) for the comparable period of 2017.
    --  Cash balance as of September 30, 2018 was $2,124,272 compared to
        $693,001 as of December 31, 2017, and $759,698 as of September 30, 2017.
        The Company has no Long-Term Debt as of September 30, 2018.

Important Milestones to Watch For:

    --  New RainbowSecure(TM) Identifier Authentication Technology Revenue
        Generating Projects
    --  Revenue from VerifyMe's VeriPAS(TM) Serialization, Track and Trace Cloud
        Solutions
    --  Additional Licensing Contracts with Label and Packaging Print Providers;
    --  Expansion of VerifyMe Technology to Additional Larger Format HP Indigo
        Digital Presses
    --  Expansion of VerifyMe Technology to Inkjet and Flexographic Printing
        Presses
    --  Expansion of VerifyMe Technology to Thermal Transfer Printers

Management Discussion

Patrick White, President and Chief Executive Officer of VerifyMe, stated, "It took a lot of effort but we are now positioned for revenue growth as well as fulfilling "meeting requests" we have received from over 50 prospects which includes some of the largest names in the Fortune 500 from all parts of the globe that have inquired about our products and technology." White continued, "Watch for new announcements concerning new revenue wins, market penetration and key technology expansion offerings in the coming months."

Non-GAAP Financial Measures:

This press release includes both financial measures in accordance with Generally Accepted Accounting Principles, or GAAP, as well as non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company's performance, financial position or cash flows that either excludes or includes amounts that are not normally included or excluded in the most directly comparable measure calculated and presented in accordance with GAAP. The non-GAAP financial measures should be viewed as supplemental to and should not be considered as alternatives to net income, operating income, and cash flow from operating activities, liquidity or any other financial measures. They may not be indicative of the historical operating results of VerifyMe nor are they intended to be predictive of potential future results. Investors should not consider non-GAAP financial measures in isolation or as substitutes for performance measures calculated in accordance with GAAP.

Our management uses and relies on Adjusted EBITDA which is a non-GAAP financial measure. We believe that both management and shareholders benefit from referring to the following non-GAAP financial measures in planning, forecasting and analyzing future periods. Our management uses this non-GAAP financial measures in evaluating its financial and operational decision making and as a means to evaluate period-to-period comparison. Our management recognizes that the non-GAAP financial measure have inherent limitations because of the excluded items described in the table below.

VerifyMe defines EBITDA and Adjusted EBITDA as earnings (or loss) from continuing operations before the items in the table above. VerifyMe excludes these expenses from Adjusted EBITDA because they are non-cash or non-recurring in nature.

We have included in the table attached a reconciliation of our non-GAAP financial measure to the most comparable financial measure calculated in accordance with GAAP. We believe that providing the non-GAAP financial measures, together with the reconciliation to GAAP, helps investors make comparisons between VerifyMe and other companies. In making any comparisons to other companies, investors need to be aware that companies use different non-GAAP measures to evaluate their financial performance. Investors should pay close attention to the specific definition being used and to the reconciliation between such measure and the corresponding GAAP measure provided by each company under applicable SEC rules.

About VerifyMe, Inc.

VerifyMe, Inc., is a technology solutions company that markets products supported by patents, patent applications and trade secrets which provides identifiers and serialization for authenticating, tracking and tracing functions for labels, packaging, products. The company also markets multi-factor biometric verification solutions to verify people. VerifyMe's physical technology authenticates packaging, labels & documents with a suite of proprietary security inks and pigments which work in conjunction with serialization, track and trace software. The company's digital technologies authenticate people by performing strong, multi-factor biometric verification via its patented digital software platforms. To learn more, visit www.verifyme.com

Cautionary Note Regarding Forward-looking Statements -This release contains forward-looking statements regarding revenue opportunities, additional licensing contracts, business projects and acquisition of additional printers which involve uncertainty and risk. The words "believe," "may", "estimate," "continue," "anticipate," "intend," "should," "plan," "could," "target," "potential," "is likely," "will," "expect" and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Important factors that could cause actual results to differ from those in the forward-looking statements include the company's ability to work with larger partners in selling its technologies to large businesses, production difficulties, research and development issues, inability to purchase additional equipment or supplies, and issues which may affect the reluctance of large companies to change their purchasing of our products and their acceptance of our technologies. Further information on our risk factors is contained in our filings with the SEC, including the Form 10-K for the year ended December 31, 2017. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Interested brand owners, label and packaging printers should contact VerifyMe at:

Email: Sales@verifyme.com
Phone: 585-736-9400
For Investor information contact:
Company: VerifyMe, Inc.
Email: IR@verifyme.com
Website: http://www.verifyme.com


                                                                                                                               
            VerifyMe, Inc.


                                                                                                                               
            Balance Sheets






                                                                                                                                                                   
         As of


                                                                                                                                                                     September 30,                   December 31,
                                                                                                                                                                              2018                            2017



                                                                                                                                                                      (Unaudited)





            ASSETS





            CURRENT ASSETS



            Cash and cash equivalents                                                                                                                                             $
          2,124,272               $
           693,001



            Accounts Receivable                                                                                                                                                              28,462



            Prepaid expenses and other current assets                                                                                                                                        18,668                         18,668



            Inventory                                                                                                                                                                        35,102




            TOTAL CURRENT ASSETS                                                                                                                                                          2,206,504                        711,669





            OTHER ASSETS



            Patents and Trademarks, net of accumulated amortization of


                                                                                            
     $253,259 and $237,331 as of September 30, 2018 and December 31, 2017                           192,269                        191,507



            Capitalized Software                                                                                                                                                             30,223





            TOTAL ASSETS                                                                                                                                                          $
          2,428,996               $
           903,176






            LIABILITIES AND STOCKHOLDERS' DEFICIT





            CURRENT LIABILITIES



            Accounts payable and accrued expenses                                                                                                                                   $
          442,737               $
           923,202



            Notes payable                                                                                                                                                                                                  50,000



            Common Stock payable                                                                                                                                                                                          122,478




            TOTAL CURRENT LIABILITIES                                                                                                                                                       442,737                      1,095,680





            STOCKHOLDERS' EQUITY (DEFICIT)



            Series A Convertible Preferred Stock, $.001 par value, 37,564,767 shares



            authorized; 304,778 shares issued and outstanding as of September 30, 2018 and



            324,778 shares issued and outstanding as of December 31, 2017                                                                                                                       305                            325





            Series B Convertible Preferred Stock, $.001 par value; 85 shares



            authorized; 0.85 shares issued and outstanding as of September 30, 2018 and



            0.92 shares issued and outstanding as of December 31, 2017





            Common stock of $.001 par value; 675,000,000 authorized; 102,546,708 and                                                                                                        102,196                         53,522
    53,873,872 issued, 102,196,168 and 53,523,332 shares outstanding as of
    September 30, 2018 and December 31, 2017





            Additional paid in capital                                                                                                                                                   60,726,539                     56,198,126





            Treasury stock as cost (350,540 shares at September 30, 2018 and                                                                                                              (113,389)                     (113,389)
    December 31, 2017)





            Accumulated deficit                                                                                                                                                        (58,729,392)                  (56,331,088)





            STOCKHOLDERS' EQUITY (DEFICIT)                                                                                                                                                1,986,259                      (192,504)





            TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                                                                                                  $
          2,428,996               $
           903,176


                                                                                                                                                                               
              VerifyMe, Inc.


                                                                                                                                                                          
              Statements of Operations


                                                                                                                                                                                
              (Unaudited)






                                                        
              
                Three Months Ended                                                             
              Nine Months Ended



                                                                          September 30, 2018                                                                       September 30, 2017                                                    September 30, 2018                       September 30, 2017








             NET REVENUE



             Sales                                                                                                    $
              28,273                                                                                  $
            392                         $
            35,072                          $
              392





             COST OF SALES                                                                                                        12,281                                                                                                                                 14,281







             GROSS PROFIT                                                                                                         15,992                                                                                            392                                   20,791                                      392






             OPERATING EXPENSES


              General and administrative (a)                                                                                      357,665                                                                                        242,401                                1,378,999                                  872,767



             Legal and accounting                                                                                                 64,897                                                                                         51,926                                  362,371                                  143,132



             Payroll expenses (a)                                                                                                 77,664                                                                                         71,898                                  269,518                                  114,960


              Research and development                                                                                             73,843                                                                                         15,933                                  102,272                                   33,243



             Sales and marketing                                                                                                   9,150                                                                                                                                 17,217



              Total Operating expenses                                                                                            583,219                                                                                        382,158                                2,130,377                                1,164,102






              LOSS BEFORE OTHER INCOME                                                                                          (567,227)                                                                                     (381,766)                             (2,109,586)                             (1,163,710)
    (EXPENSE)





             OTHER (EXPENSE) INCOME


              Interest (expenses) income, net                                                                                       1,084                                                                                        (5,000)                                   1,367                                (217,316)


              Gain on derecognition of note
               payable and                                                                                                         86,667                                                                                                                                 86,667

             accrued interest


              Settlement agreement with
               shareholders                                                                                                                                                                                                                                           (779,000)


              Gain on accounts payable
               forgiveness                                                                                                                                                                                                                                              402,248


              Change in fair value of warrants                                                                                                                                                                                    1,783                                                                          103,527


              Change in fair value of embedded
               derivative                                                                                                                                                                                                                                                                                        79,420

             liability



                                                                                                                                   87,751                                                                                        (3,217)                               (288,718)                                (34,369)







             NET LOSS                                                                                              $
              (479,476)                                                                            $
           (384,983)                     $
          (2,398,304)                      $
         (1,198,079)






             LOSS PER SHARE



             BASIC                                                                                                    $
              (0.00)                                                                               $
           (0.01)                        $
            (0.03)                         $
           (0.06)




             DILUTED                                                                                                  $
              (0.00)                                                                               $
           (0.01)                        $
            (0.03)                         $
           (0.06)





              WEIGHTED AVERAGE COMMON SHARE


             OUTSTANDING



             BASIC                                                                                                           101,186,416                                                                                     42,642,914                               91,453,702                               21,355,120




             DILUTED                                                                                                         101,186,416                                                                                     42,642,914                               91,453,702                               21,355,120






             (a)   Includes share-based compensation of $204,227 and $709,940 for the three and nine months ended September 30, 2018 and $101,229 and $452,949 for the three and nine months ended September 30, 2017.


                                                                                                
           VerifyMe, Inc.


                                                                                              
        Statements of Cash Flows


                                                                                                 
           (Unaudited)






                                                                                                                    
           Nine Months Ended



                                                                                                                            September 30, 2018                  September 30, 2017




            CASH FLOWS FROM OPERATING ACTIVITIES



            Net loss                                                                                                                          $
       (2,398,304)                    $
        (1,198,079)



            Adjustments to reconcile net loss to net cash used in



            operating activities:



            Stock based compensation                                                                                                                    44,120                                12,285



            Fair value of options and warrants issued in exchange for services                                                                         270,339                               440,664



            Fair value of restricted stock and restricted stock units issued in exchange for                                                           395,481
    services



            Gain on accounts payable forgiveness                                                                                                     (402,248)



            Share-based payment for settlement agreement with shareholders                                                                             279,000



            Gain on derecognition of note payable and accrued interest                                                                                (86,667)



            Accretion of discount on notes payable                                                                                                                                          204,516



            Change in fair value of warrant liability                                                                                                                                     (103,527)



            Change in fair value of embedded derivative liability                                                                                                                          (79,420)



            Amortization and depreciation                                                                                                               15,928                                12,598



            Changes in operating assets and liabilities:



            Accounts Receivable                                                                                                                       (28,462)



            Inventory                                                                                                                                 (35,102)                             (14,904)



            Prepaid expenses                                                                                                                                                               (12,348)



            Accounts payable and accrued expenses                                                                                                     (41,550)                              111,472




            Net cash used in operating activities                                                                                                  (1,987,465)                            (626,743)






            CASH FLOWS FROM INVESTING ACTIVITIES



            Purchase of Patents                                                                                                                       (16,690)



            Capitalized Software Costs                                                                                                                (30,223)




            Net cash used in investing activities                                                                                                     (46,913)






            CASH FLOWS FROM FINANCING ACTIVITIES



            Proceeds from exercise of warrants                                                                                                       2,311,438



            Proceeds from issuance of notes payable                                                                                                                                         281,000



            Proceeds from sale of common stock                                                                                                       1,154,211                             1,100,250



            Stock issuance costs                                                                                                                                                           (17,453)




            Net cash provided by financing activities                                                                                                3,465,649                             1,363,797






            NET INCREASE  IN CASH AND



            CASH EQUIVALENTS                                                                                                                         1,431,271                               737,054



            CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                                                                                            693,001                                22,644






            CASH AND CASH EQUIVALENTS - END OF PERIOD                                                                                           $
       2,124,272                       $
          759,698


                                                  
              
                NON-GAAP FINANCIAL INFORMATION


                                                                                                                                  Three Months Ended                      Nine Months Ended

                                                                                                                                     September 30,           
        
             September 30,





              
                ADJUSTED EBITDA                                                                       2018                               2017                      2018                        2017

                (Non-GAAP)






              Net loss                                                                                                  $
            (479,476)              $
       (384,983)                    $
       (2,398,304)    $
       (1,198,079)





              Interest expenses (income), net                                                                                       (1,084)                       5,000                              (1,367)             217,316



              Amortization and                                                                                                        5,034                        6,267                               15,928               12,598
    depreciation




              
                Total EBITDA (Non-                                                                                     (475,526)                   (373,716)                         (2,383,743)           (968,165)

                GAAP)





              
                Adjustments:





              Stock based                                                                                                                 1                       12,285                               44,120               12,285
    compensation



              Fair value of options and                                                                                              44,151                      104,694                              270,339              440,664
    warrants issued in exchange
    for services



              Fair value of restricted stock                                                                                        160,077                                                          395,481
    and restricted stock units
    issued in exchange for
    services



              Change in fair value of                                                                                                                           (1,783)                                               (103,527)
    warrants



              Change in fair value of                                                                                                                                                                                  (79,420)
    embedded derivative
    liability



              Share-based payment for                                                                                                                                                               279,000
    settlement agreement with
    shareholders





              Cash payment for settlement                                                                                                                                                           500,000
    agreement with
    shareholders





              
                Total Adjusted EBITDA                                                                        $
            (271,297)              $
       (258,520)                      $
       (894,803)      $
       (698,163)

                (Non-GAAP)






              Investors should read the discussion in the section of this press release entitled Non-GAAP Financial Information.

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SOURCE VerifyMe, Inc.