BOSC BOS Better Online Solutions Ltd

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer

 

Pursuant to Rule 13a - 16 or 15d -16

Under the Securities Exchange Act of 1934

 

For the Month of May 2024

 

Commission file number 001-14184

 

B.O.S. Better Online Solutions Ltd.

(Translation of Registrant's Name into English)

 

20 Freiman Street, Rishon LeZion, 7535825, Israel 

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F ☒     Form 40-F ☐

 

 

 

B.O.S. Better Online Solutions Ltd.

 

The GAAP financial statements, included in the Press Release that is attached to this Form 6-K, are hereby incorporated by reference into all effective Registration Statements filed by us under the Securities Act of 1933, as amended, to the extent not superseded by documents or reports subsequently filed or furnished.

 

The following exhibit is attached:

 

99.1

Press Release: BOS Reports Financial Results for the First Quarter of the Year 2024.

 

 

Signature

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	B.O.S. Better Online Solutions Ltd.
	(Registrant)
	By:	/s/ Moshe Zeltzer
		Moshe Zeltzer
		Chief Financial Officer

 

Dated: May 30, 2024

 

 

EXHIBIT INDEX

 

EXHIBIT NO.		DESCRIPTION
99.1		Press Release: BOS Reports Financial Results for the First Quarter of the Year 2024.

 

 

3

Exhibit 99.1

 

BOS Reports Financial Results for the First Quarter of the Year 2024

 

RISHON LE ZION, Israel, May 30, 2024 – BOS Better Online Solutions Ltd. (“BOS” or the “Company”) (NASDAQ: BOSC) reported its financial results for the first quarter of the year 2024.

 

First Quarter 2024 Financial Highlights:

 

●

Revenues decreased by 7% to $11.3 million from $12.1 million in the first quarter of the year 2023;

 

●

Gross profit margin improved to 22.7% compared to 21.9% in the first quarter of the year 2023;

 

●

EBITDA amounted to $1,003,000 compared to $1,031,000 in the first quarter of the year 2023;

 

●

Financial expenses decreased by 57.3% to $105,000 from $246,000 in the first quarter of the year 2023; and

 

●

Net income increased by 13% to $741,000 or $0.13 per basic share compared to $656,000 or $0.12 per basic share in the first quarter of the year 2023.

 

Eyal Cohen, BOS’ CEO, stated: “I am pleased with the financial results of the first quarter of 2024 reflecting a record quarterly net income of $741,000 and earnings per share of $0.13. These results put us on track towards achieving our financial targets for 2024: revenues of $46 million and net income of $2.2 million.”

 

Ziv Dekel, BOS Chairman, added: “BOS has consistently experienced year-on-year growth since 2021, and with a positive cash net of loans, we are poised for even greater future success. Our management team is dedicated to cultivating a growth engine and strengthening our competitive position across various markets.”

 

BOS will host a video conference meeting on May 30, 2024 at 9:00 a.m. EDT. A question-and-answer session will follow management’s presentation.

 

To access the video conference meeting, please click on the following link:

https://us06web.zoom.us/j/87881833577?pwd=kBrRtaRoERkOnED2Si30FMerPfjwLJ.1

 

For those unable to participate in the video conference, a recording of the meeting will be available the next day on the BOS website: www.boscorporate.com

 

 

About BOS

 

BOS leverages cutting-edge technologies to optimize supply chain operations across three key divisions. The Intelligent Robotics division streamlines industrial and logistics inventory processes. The RFID division efficiently marks and tracks inventory and the Supply Chain division effectively manages inventory supply.

 

For additional information, contact: Eyal Cohen, CEO
+972-542525925 | eyalc@boscom.com

 

Use of Non-GAAP Financial Information

 

BOS reports financial results in accordance with US GAAP and herein provides some non-GAAP measures. These non-GAAP measures are not in accordance with, nor are they a substitute for, GAAP measures. These non-GAAP measures are intended to supplement the Company’s presentation of its financial results that are prepared in accordance with GAAP. The Company uses the non-GAAP measures presented to evaluate and manage the Company’s operations internally. The Company is also providing this information to assist investors in performing additional financial analysis that is consistent with financial models developed by research analysts who follow the Company. The reconciliation set forth below is provided in accordance with Regulation G and reconciles the non-GAAP financial measures with the most directly comparable GAAP financial measures.

 

Safe Harbor Regarding Forward-Looking Statements

 

The forward-looking statements contained herein reflect management’s current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause the actual results to differ materially from those in the forward-looking statements, all of which are difficult to predict and many of which are beyond the control of BOS. These risk factors and uncertainties include, amongst others, the dependency of sales being generated from one or few major customers, the uncertainty of BOS being able to maintain current gross profit margins, inability to keep up or ahead of technology and to succeed in a highly competitive industry, inability to maintain marketing and distribution arrangements and to expand our overseas markets, uncertainty with respect to the prospects of legal claims against BOS, the effect of exchange rate fluctuations, general worldwide economic conditions, the effect of the war against the Hamas and other terrorist organizations, the continued availability of financing for working capital purposes and to refinance outstanding indebtedness; and additional risks and uncertainties detailed in BOS’ periodic reports and registration statements filed with the US Securities and Exchange Commission. BOS undertakes no obligation to publicly update or revise any such forward-looking statements to reflect any change in its expectations or in events, conditions or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements.

 

 

CONSOLIDATED STATEMENTS OF OPERATIONS

U.S. dollars in thousands

 

		Three months ended March 31,								Year ended December 31,
		2024				2023				2023
		(Unaudited)				(Unaudited)				(Audited)
Revenues		$	11,287			$	12,141			$	44,179
Cost of revenues			8,727				9,477				34,970
Gross profit			2,560				2,664				9,209
Operating costs and expenses:
Research and development			44				41				158
Sales and marketing			1,162				1,246				4,891
General and administrative			508				475				1,762
Other income, net			-				-				(52	)
Total operating costs and expenses			1,714				1,762				6,759
Operating income			846				902				2,450
Financial expenses, net			(105	)			(246	)			(441	)
Income before taxes on income			741				656				2,009
Tax on income			-				-				(4	)
Net income		$	741			$	656			$	2,005
Basic net income per share		$	0.13			$	0.12			$	0.35
Diluted net income per share		$	0.13			$	0.11			$	0.34
Weighted average number of shares used in computing basic net income per share			5,748				5,702				5,727
Weighted average number of shares used in computing diluted net income per share			5,828				5,712				5,905
Number of outstanding shares as of March 31, 2024 and 2023 and December 31, 2023			5,748				5,702				5,748

 

 

CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands)

 

		March 31, 2024				December 31, 2023
		(Unaudited)				(Audited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	2,697			$	2,344
Restricted bank deposits			214				217
Trade receivables, net			13,381				12,424
Other accounts receivable and prepaid expenses			1,197				963
Inventories			5,773				6,070
Total current assets			23,262				22,018
LONG-TERM ASSETS			204				196
PROPERTY AND EQUIPMENT, NET			3,310				3,268
OPERATING LEASE RIGHT-OF-USE ASSETS, NET			954				1,026
OTHER INTANGIBLE ASSETS, NET			1,030				1,078
GOODWILL			4,895				4,895
Total assets		$	33,655			$	32,481

 

 

CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands)

 

		March 31, 2024				December 31, 2023
		(Unaudited)				(Audited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Current maturities of long-term loans		$	164			$	170
Operating lease liabilities, current			207				235
Trade payables			8,342				7,710
Employees and payroll accruals			1,120				980
Deferred revenues			617				600
Advances net of inventory in process			135				137
Accrued expenses and other liabilities			892				1,072
Total current liabilities			11,477				10,904
LONG-TERM LIABILITIES:
Long-term loans, net of current maturities			1,093				1,150
Operating lease liabilities, non-current			698				759
Long-term deferred revenues			317				339
Accrued severance pay			468				490
Total long-term liabilities			2,576				2,738
TOTAL SHAREHOLDERS’ EQUITY			19,602				18,839
Total liabilities and shareholders’ equity		$	33, 655			$	32,481

 

 

CONDENSED CONSOLIDATED EBITDA

(U.S. dollars in thousands)

 

		Three months ended March 31,								Year ended December 31,
		2024				2023				2023
Operating income		$	846			$	902			$	2,450
Add:
Amortization of intangible assets			47				26				168
Stock-based compensation			21				25				98
Depreciation			89				81				342
EBITDA		$	1,003			$	1,034			$	3,058

 

 

SEGMENT INFORMATION

(U.S. dollars in thousands)

 

		RFID				Supply Chain Solutions				Intelligent Robotics				Intercompany				Consolidated
		Three months ended March 31, 2024
Revenues		$	3,683			$	7,356				250				(2	)		$	11,287
Gross profit			992				1,484				84				-				2,560
Allocated operating expenses			565				909				62				-				1,536
Unallocated operating expenses*							-				-								178
Income from operations		$	427			$	575			$	22								846
Financial expenses and tax on income																			(105	)
Net income																		$	741

 

		RFID				Supply Chain Solutions				Intelligent Robotics				Intercompany				Consolidated
		Three months ended March 31, 2023
Revenues		$	4,017			$	7,489				699				(64	)		$	12,141
Gross profit (loss)			1,106				1,585				(27	)			-				2,664
Allocated operating expenses			573				928				75				-				1,576
Unallocated operating expenses*			-				-				-								186
Income (loss) from operations		$	533			$	657			$	(102	)							902
Financial expenses and tax on income																			(246	)
Net income																		$	656

 

 

SEGMENT INFORMATION

(U.S. dollars in thousands)

 

		RFID				Supply Chain Solutions				Intelligent Robotics				Intercompany				Consolidated
		Year ended December 31, 2023
Revenues		$	13,713			$	28,845				1,742				(121	)		$	44,179
Gross profit			3,179				5,845				185								9,209
Allocated operating expenses			2,150				3,675				258								6,083
Unallocated operating expenses*			-				-				-								676
Income (loss) from operations		$	1,029			$	2,170			$	(73	)							2,450
Financial expenses and tax on income																			(445	)
Net income																		$	2,005

 

*

Unallocated operating expenses include costs not specific to a particular segment but general to the entire group, such as expenses incurred for insurance of directors and officers, public company fees, legal fees, and other similar corporate costs.

 

 

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