VRME

Quarterly revenue of $1.9 million, compared to $4.5 million in Q2 2025 Quarterly gross profit of $1.0 million or 54%, compared to $1.6 million or 35% in Q2 2025 Net loss of ($0.5) million, compared to ($0.3) million in Q2 2025 Adjusted EBITDA(1) of $0.0 million, compared to $0.3 million in Q2 2025 Cash of $5.1 million and working capital of $4.7 million as of June 30, 2026 LAKE MARY, Fla., August 14, 2026--(BUSINESS WIRE)--VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe," "we," "our," or the "Company") provides time and temperature sensitive logistics, and brand protection and enhancement solutions, announced today the Company’s financial results for its second quarter ended June 30, 2026 ("Q2 2026"). Adam Stedham, VerifyMe’s CEO and President stated, "During the second quarter of 2026, we continued transitioning legacy ProActive customers to our new strategic shipping partner while also onboarding new customers. In June, we expanded our offerings by launching Premium services with our new shipping partner. We are finalizing our technology integration with this partner, as well as evaluating emerging technologies that can further enhance margins and operational efficiency. Our Precision Logistics business continues to make progress, as we simultaneously work towards our previously announced merger." Key Financial Highlights for Q2 2026: Quarterly consolidated revenue of $1.9 million in Q2 2026, compared to $4.5 million for the three months ended June 30, 2025 ("Q2 2025"). Gross profit of $1.0 million or 54% in Q2 2026, compared to $1.6 million or 35% in Q2 2025. Net loss of ($0.5) million or ($0.04) per diluted share in Q2 2026, compared to ($0.3) million or ($0.02) in Q2 2025. Adjusted EBITDA(1) of $0.0 million in Q2 2026, compared to $0.3 million in Q2 2025. Cash of $5.1 million and working capital of $4.7 million as of June 30, 2026. __________ Financial Results for the Three Months Ended June 30, 2026: Revenue in Q2 2026 was $1.9 million, compared to $4.5 million in Q2 2025. Revenue for the quarter decreased by $2.6 million, or 58%. The decrease in revenue is primarily due to the loss of ProActive services revenue, as a result of the September 2025 termination of our agreement with our prior carrier partner resulting in the erosion of our customer base, as previously disclosed. Gross profit in Q2 2026 was $1.0 million, compared to $1.6 million in Q2 2025, a decline of ($0.6) million, or 36%. The resulting gross margin percentage was 54% for the three months ended June 30, 2026, compared to 35% for the three months ended June 30, 2025. The increase in gross profit percentage results from the mix of ProActive and Premium services provided during the quarter. Operating loss was ($0.6) million in Q2 2026, compared to ($0.3) million in Q2 2025. The increased loss primarily relates to an increase in legal expenses associated with the Company’s proposed merger recorded in general and administrative expenses, and the decrease in gross profit. Net loss was ($0.5) million in Q2 2026, compared to ($0.3) million in Q2 2025. The resulting loss per diluted share was ($0.04) in Q2 2026 compared to ($0.02) in Q2 2025. Adjusted EBITDA(1) in Q2 2026 was $0.0 million, compared to $0.3 in million Q2 2025. Adjusted EBITDA(1) is a non-GAAP financial measure. Please see "Use of Non-GAAP Financial Measures" for a discussion of this non-GAAP measure. A reconciliation to the most directly comparable GAAP measure, net loss is included as a schedule to this release. At June 30, 2026, we had a $5.1 million cash balance and $4.7 million in working capital. At June 30, 2026, we had 13,626,076 shares issued and 13,165,196 shares outstanding. ______ Earnings Call The company is not scheduling an earnings call at this time. About VerifyMe, Inc. VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature sensitive products, as well as brand protection and enhancement solutions. To learn more, visit www.verifyme.com. Cautionary Note Regarding Forward-Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "continue," "may," "should," "will," "finalize", "intend", "can", 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 our engagement in future acquisitions or strategic partnerships that increase our capital requirements or cause us to incur debt or assume contingent liabilities, our reliance on one key strategic partner for shipping services, competition including by our key strategic partner, seasonal trends in our business, severe climate conditions, the highly competitive nature of the industry in which we operate, our brand image and corporate reputation, impairments related to our goodwill and other intangible assets, economic and other factors such as recessions, downturns in the economy, inflation, global uncertainty and instability, the effects of pandemics, changes in United States social, political, and regulatory conditions and/or a disruption of financial markets, reduced freight volumes due to economic conditions, reduced discretionary spending in a recessionary environment, global supply-chain delays or shortages, fluctuations in labor costs, raw materials, and changes in the availability of key suppliers, our history of losses, our ability to use our net operating losses to offset future taxable income, the confusion of our name brand with other brands, the ability of our technology to work as anticipated and to successfully provide analytics logistics management, our ability to continue to invest in the development and commercialization of our product and service offerings, the ability of our strategic partners to integrate our solutions into their product offerings, our ability to manage our growth effectively, our ability to successfully develop and expand our sales and marketing capabilities, risks related to doing business outside of the U.S., intellectual property litigation, our ability to successfully develop, implement, maintain, upgrade, enhance, and protect our information technology systems, our reliance on third-party information technology service providers, our ability to respond to evolving laws related to information technology such as privacy laws, our ability to attract, retain and develop successors for management, our ability to work with partners in selling our technologies to businesses, production difficulties, our inability to enter into contracts and arrangements with future partners, our ability to acquire new customers, issues which may affect the reluctance of large companies to change their purchasing of products, acceptance of our technologies and the efficiency of our authenticators in the field, our ability to comply with the continued listing standards of the Nasdaq Capital Market, our ability to timely pay amounts due and comply with the covenants under our debt facilities, and our ability to complete the proposed business combination, including due to the failure to obtain approval of the securityholders of the Company, certain regulatory approvals, or satisfying other conditions to closing, in the merger agreement. These risk factors and uncertainties include those more fully described in VerifyMe’s Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. 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. Use of Non-GAAP Financial Measures This press release includes both financial measures in accordance with U.S. generally accepted accounting principles ("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. Non-GAAP financial measures should be viewed as supplemental to and should not be considered as alternatives to any other GAAP 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. VerifyMe’s management uses and relies on EBITDA and Adjusted EBITDA, which are non-GAAP financial measures. The Company believes that both management and shareholders benefit from referring to EBITDA and Adjusted EBITDA in planning, forecasting and analyzing future periods. Additionally, the Company believes Adjusted EBITDA is useful to investors to evaluate its results because it excludes certain items that are not directly related to the Company’s core operating performance. In particular, with regard to our comparison of Adjusted EBITDA for the three months ended June 30, 2026, to the three months ended June 30, 2025, we believe is useful to investors in understanding the results of operations. The Company’s management uses these non-GAAP financial measures in evaluating its financial and operational decision making and as a means to evaluate period-to-period comparison. The Company’s management recognizes that EBITDA and Adjusted EBITDA, as non-GAAP financial measures, have inherent limitations because of the described excluded items. The Company defines EBITDA as net loss before interest (income) expense, income tax expense (benefit), and depreciation and amortization. Adjusted EBITDA represents EBITDA plus non-cash stock compensation expense, severance expense, gain on derecognized liability, impairments, change in fair value of contingent consideration, and one-time professional expenses for acquisitions and divestiture. VerifyMe believes EBITDA and Adjusted EBITDA are important measures of VerifyMe’s operating performance because they allow management, investors and analysts to evaluate and assess VerifyMe’s core operating results from period-to-period after removing the impact of items of a non-operational nature that affect comparability. A reconciliation of EBITDA and Adjusted EBITDA to the most comparable financial measure, net loss, calculated in accordance with GAAP is included in a schedule to this press release. The Company believes that providing the non-GAAP financial measure, 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 as the presentation here may not be comparable to other similarly titled measures of other companies. View source version on businesswire.com: https://www.businesswire.com/news/home/20260810503396/en/ Contacts For Other Information Contact: Company: VerifyMe, Inc.Email: [email protected]

Quarterly revenue of $1.8 million, compared to $4.5 million in Q1 2025 Quarterly gross profit of $1.0 million or 54%, compared to $1.5 million or 33% in Q1 2025 Net loss of ($0.7) million, compared to ($0.6) million in Q1 2025 Adjusted EBITDA(1) of ($0.1) million, compared to $0.0 million in Q1 2025 Cash of $3.5 million and working capital of $5.1 million as of March 31, 2026 LAKE MARY, Fla., May 15, 2026--(BUSINESS WIRE)--VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe," "we," "our," or the "Company") provides time and temperature sensitive logistics, and brand protection and enhancement solutions, announced today the Company’s financial results for its first quarter ended March 31, 2026 ("Q1 2026"). Adam Stedham, VerifyMe’s CEO and President stated, "During Q1 of 2026, we fully implemented ProActive services and continued to transition ProActive customers from using our legacy shipping partner to using our new strategic shipping partner. We also transitioned key Premium customers to our Direct Premium model, allowing us to continue servicing these customers as they continue to ship with our legacy partner. In addition, we are in the final stages of integrating our technology with our new partner to begin offering our Premium services in Q2 of 2026. We believe our financial performance in Q1 of 2026 demonstrates the scalability of our model as we achieved improved gross profit margins despite lower revenues. We are now focused on completing our integrations and growing our revenues by both transitioning legacy customers and adding new customers." Key Financial Highlights for Q1 2026: Quarterly consolidated revenue of $1.8 million in Q1 2026, compared to $4.5 million for the three months ended March 31, 2025 ("Q1 2025"). Gross profit of $1.0 million or 54% in Q1 2026, compared to $1.5 million or 33% in Q1 2025. Net loss of ($0.7) million or ($0.05) per diluted share in Q1 2026, compared to ($0.6) million or ($0.05) and Q1 2025. Adjusted EBITDA(1) of ($0.1) million in Q1 2026, compared to $0.0 in Q1 2025. Cash of $3.5 million as of March 31, 2026. On May 11, 2026 cash of $2.1 million received from final payment on loan made in August 2025 to ZenCredit. Financial Results for the Three Months Ended March 31, 2026: Revenue in Q1 2026 was $1.8 million, compared to $4.5 million in Q1 2025. Revenue for the quarter decreased by $2.7 million, or 60%. The decrease in revenue is primarily due to the loss of ProActive services revenue, as a result of the September 2025 termination of our agreement with our prior carrier partner. Gross profit in Q1 2026 was $1.0 million, compared to $1.5 million in Q1 2025, a decline of ($0.5) million, or 36%. The resulting gross margin percentage was 54% for the three months ended March 31, 2026, compared to 33% for the three months ended March 31, 2025. The increase in gross profit percentage results from the mix of ProActive and Premium services provided during the quarter and process improvements implemented to increase ProActive services margins. Operating loss was ($0.8) million in Q1 2026, compared to ($0.6) million in Q1 2025. The increased loss primarily relates to an increase in legal expenses associated with the Company’s proposed merger recorded in general and administrative expenses and the decrease in gross profit. Net loss was ($0.7) million in Q1 2026, compared to ($0.6) million in Q1 2025. The resulting loss per diluted share was ($0.05) in Q1 2026 and in Q1 2025. Adjusted EBITDA(1) in Q1 2026 was ($0.1) million, compared to $0.0 in Q1 2025. Adjusted EBITDA(1) is a non-GAAP financial measure. Please see "Use of Non-GAAP Financial Measures" for a discussion of this non-GAAP measure. A reconciliation to the most directly comparable GAAP measure, net loss is included as a schedule to this release. At March 31, 2026, we had a $3.5 million cash balance and $5.1 million in working capital. At March 31, 2026, we had 13,581,242 shares issued and 13,119,065 shares outstanding. Earnings Call The company is not scheduling an earnings call but intends to have a shareholder call after the Form S-4 registration statement and proxy statement associated with our previously announced merger agreement is declared effective by the US Securities and Exchange Commission. About VerifyMe, Inc. VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature sensitive products, as well as brand protection and enhancement solutions. To learn more, visit www.verifyme.com. Cautionary Note Regarding Forward-Looking StatementsThis release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "continue," "may," "should," "will," 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 our engagement in future acquisitions or strategic partnerships that increase our capital requirements or cause us to incur debt or assume contingent liabilities, our reliance on one key strategic partner for shipping services, competition including by our key strategic partner, seasonal trends in our business, severe climate conditions, the highly competitive nature of the industry in which we operate, our brand image and corporate reputation, impairments related to our goodwill and other intangible assets, economic and other factors such as recessions, downturns in the economy, inflation, global uncertainty and instability, the effects of pandemics, changes in United States social, political, and regulatory conditions and/or a disruption of financial markets, reduced freight volumes due to economic conditions, reduced discretionary spending in a recessionary environment, global supply-chain delays or shortages, fluctuations in labor costs, raw materials, and changes in the availability of key suppliers, our history of losses, our ability to use our net operating losses to offset future taxable income, the confusion of our name brand with other brands, the ability of our technology to work as anticipated and to successfully provide analytics logistics management, our ability to continue to invest in the development and commercialization of our product and service offerings, the ability of our strategic partners to integrate our solutions into their product offerings, our ability to manage our growth effectively, our ability to successfully develop and expand our sales and marketing capabilities, risks related to doing business outside of the U.S., intellectual property litigation, our ability to successfully develop, implement, maintain, upgrade, enhance, and protect our information technology systems, our reliance on third-party information technology service providers, our ability to respond to evolving laws related to information technology such as privacy laws, our ability to attract, retain and develop successors for management, our ability to work with partners in selling our technologies to businesses, production difficulties, our inability to enter into contracts and arrangements with future partners, our ability to acquire new customers, issues which may affect the reluctance of large companies to change their purchasing of products, acceptance of our technologies and the efficiency of our authenticators in the field, our ability to comply with the continued listing standards of the Nasdaq Capital Market, our ability to timely pay amounts due and comply with the covenants under our debt facilities, and our ability to complete the proposed business combination, including due to the failure to obtain approval of the securityholders of the Company, certain regulatory approvals, or satisfying other conditions to closing, in the merger agreement. These risk factors and uncertainties include those more fully described in VerifyMe’s Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. 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. Use of Non-GAAP Financial MeasuresThis press release includes both financial measures in accordance with U.S. generally accepted accounting principles ("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. Non-GAAP financial measures should be viewed as supplemental to and should not be considered as alternatives to any other GAAP 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. VerifyMe’s management uses and relies on EBITDA and Adjusted EBITDA, which are non-GAAP financial measures. The Company believes that both management and shareholders benefit from referring to EBITDA and Adjusted EBITDA in planning, forecasting and analyzing future periods. Additionally, the Company believes Adjusted EBITDA is useful to investors to evaluate its results because it excludes certain items that are not directly related to the Company’s core operating performance. In particular, with regard to our comparison of Adjusted EBITDA for the three months ended March 31, 2026, to the three months ended March 31, 2025, we believe is useful to investors in understanding the results of operations. The Company’s management uses these non-GAAP financial measures in evaluating its financial and operational decision making and as a means to evaluate period-to-period comparison. The Company’s management recognizes that EBITDA and Adjusted EBITDA, as non-GAAP financial measures, have inherent limitations because of the described excluded items. The Company defines EBITDA as net loss before interest (income) expense, income tax expense (benefit), and depreciation and amortization. Adjusted EBITDA represents EBITDA plus non-cash stock compensation expense, severance expense, gain on derecognized liability, impairments, change in fair value of contingent consideration, and one-time professional expenses for acquisitions and divestiture. VerifyMe believes EBITDA and Adjusted EBITDA are important measures of VerifyMe’s operating performance because they allow management, investors and analysts to evaluate and assess VerifyMe’s core operating results from period-to-period after removing the impact of items of a non-operational nature that affect comparability. A reconciliation of EBITDA and Adjusted EBITDA to the most comparable financial measure, net loss, calculated in accordance with GAAP is included in a schedule to this press release. The Company believes that providing the non-GAAP financial measure, 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 as the presentation here may not be comparable to other similarly titled measures of other companies.   View source version on businesswire.com: https://www.businesswire.com/news/home/20260515873361/en/ Contacts For Other Information Contact: Company: VerifyMe, Inc.Email: [email protected]

Cash of $4.4 million and short-term note receivable of $2.0 million as of December 31, 2025 Cash flow provided by operations of $0.6 million in 2025, compared to $0.9 million in 2024 2025 annual revenue of $16.4 million, compared to $24.2 million in 2024; with fourth quarter revenue of $2.4 million, compared to $7.7 million in Q4 2024 2025 annual gross profit of $6.3 million or 39%, compared to $8.7 million or 36% in 2024; gross profit of $1.2 million or 49% in Q4 2025, compared to $2.4 million or 32% in Q4 2024 2025 annual net loss of $4.9 million (including $4.3 million of one-time adjustments), compared to a net loss of $3.8 million (including $1.6 million of one-time adjustments) in 2024; net loss of $0.7 million in Q4 2025, compared to net loss of $0.5 million in Q4 2024 2025 annual adjusted EBITDA(1) of $1.0 million, compared to $0.9 million in 2024; adjusted EBITDA(1) of ($0.1) million in Q4 2025, compared to $0.5 million in Q4 2024 LAKE MARY, Fla., March 30, 2026--(BUSINESS WIRE)--VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe," "we," "our," or the "Company") provides brand owners time and temperature sensitive logistics, and brand protection and enhancement solutions, announced today the Company’s financial results for its fourth quarter ended December 31, 2025 ("Q4 2025"). Adam Stedham, VerifyMe’s CEO and President stated, "In Q4 of 2025, VerifyMe began the process of transitioning ProActive clients from using our previous shipping partner to our new strategic shipping partner. During the fourth quarter of a year, companies are typically hesitant to change shipping partners, due to capacity constraints of the overall shipping industry. We successfully transitioned a portion of our customers, and we continue to transition customers in 2026. We are excited about our relationship with our new shipping partner and the services we are able to offer both legacy and new customers." Key Financial Highlights for Q4 2025: Cash flow from operations of $0.1 million in Q4 2025 Quarterly consolidated revenue of $2.4 million in Q4 2025, compared to $7.7 million for the three months ended December 31, 2024 ("Q4 2024"), approximately 78% of the reduction is attributable to the termination of our agreement with our prior carrier partner. Gross profit of $1.2 million or 49% in Q4 2025, compared to $2.4 million or 32% in Q4 2024 Net loss of ($0.7) million or ($0.05) per diluted share in Q4 2025, compared to net loss of ($0.5) million or ($0.05) per diluted share in Q4 2024 Cash of $4.4 million and short-term note receivable of $2.0 million as of December 31, 2025 Recent Business Highlights Entered into an Agreement and Plan of Merger to combine business with Open World, Ltd. Continue transitioning services from former shipping partner to current shipping partner Terminated ATM Sales Agreement with Roth Capital Partners, LLC Financial Results for the Three Months Ended December 31, 2025: Revenue in Q4 2025 was $2.4 million, compared to $7.7 million in Q4 2024. Revenue for the quarter decreased by $5.3 million. The decrease in our Precision Logistics segment relates to the previously announced termination of our agreement with our prior carrier partner to offer ProActive services, which resulted in erosion of our customer base. Gross profit in Q4 2025 was $1.2 million, compared to $2.4 million in Q4 2024. The resulting gross margin percentage was 49% for the three months ended December 31, 2025, compared to 32% for the three months ended December 31, 2024. The decrease in gross margin was principally due to the termination of our agreement with our prior carrier partner. The increase in gross margin percentage was due to the mix of ProActive and Premium services provided during the quarter, coupled with cost reduction efforts and improved pricing under our agreement with our new shipping partner. The ProActive services revenue gross margin percentage improved in Q4 2025 compared to Q4 2024. Operating loss in Q4 2025 was ($0.7) million, compared to operating loss of ($0.3) million in Q4 2024. The increased loss primarily relates to a reduction in gross profit as a result of the previously described revenue decline. Our net loss in Q4 2025 was ($0.7) million, compared to net loss of ($0.5) million in Q4 2024. The resulting loss per diluted share in Q4 2025 was ($0.05), compared to loss per diluted share of ($0.05) in Q4 2024. The increased loss primarily relates to the termination of our agreement with our prior carrier partner. Adjusted EBITDA in Q4 2025 was ($0.1) million, compared to $0.5 million in Q4 2024. Adjusted EBITDA(1) is a non-GAAP financial measure. Please see "Use of Non-GAAP Financial Measures" for a discussion of this non-GAAP measure. A reconciliation to the most directly comparable GAAP measure, net loss is included as a schedule to this release. Adam Stedham, VerifyMe’s CEO and President stated, "During the first quarter of 2026, VerifyMe has transitioned our remaining Premium clients to contracts directly with the Company, as opposed to having a subcontracting agreement with our previous shipping partner. The Company is in a transition phase, but we are moving forward with our plans and steadily transitioning client contracts to align with our new business model, and we are excited about our relationship with our new shipping partner. Our balance sheet is strong and we continue to focus on improving the operations of the current business and progressing the previously announced merger agreement." At December 31, 2025, VerifyMe had a $4.4 million cash balance and $5.7 million in working capital. At December 31, 2025, VerifyMe had 13,553,049 shares issued and 13,071,601 shares outstanding. Earnings Call The company is not scheduling an earnings call, but intends to have a shareholder call after issuing the Form S-4 registrations statement and proxy statement associated with our previously announced merger agreement. About VerifyMe, Inc. VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature sensitive products, as well as brand protection and enhancement solutions. To learn more, visit www.verifyme.com. Cautionary Note Regarding Forward-Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "continue," "may," "plan," "should," "focus," "will," 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 our engagement in future acquisitions or strategic partnerships that increase our capital requirements or cause us to incur debt or assume contingent liabilities, our reliance on one key strategic partner for shipping services in our Precision Logistics segment, competition including by our key strategic partner, seasonal trends in our business, severe climate conditions, the highly competitive nature of the industry in which we operate, our brand image and corporate reputation, impairments related to our goodwill and other intangible assets, economic and other factors such as recessions, downturns in the economy, inflation, global uncertainty and instability, the effects of pandemics, changes in United States social, political, and regulatory conditions and/or a disruption of financial markets, reduced freight volumes due to economic conditions, reduced discretionary spending in a recessionary environment, global supply-chain delays or shortages, fluctuations in labor costs, raw materials, and changes in the availability of key suppliers, our history of losses, our ability to use our net operating losses to offset future taxable income, the confusion of our name brand with other brands, the ability of our technology to work as anticipated and to successfully provide analytics logistics management, our ability to continue to invest in the development and commercialization of our Authentication segment, the ability of our strategic partners to integrate our solutions into their product offerings, our ability to manage our growth effectively, our ability to successfully develop and expand our sales and marketing capabilities, risks related to doing business outside of the U.S., intellectual property litigation, our ability to successfully develop, implement, maintain, upgrade, enhance, and protect our information technology systems, our reliance on third-party information technology service providers, our ability to respond to evolving laws related to information technology such as privacy laws, our ability to attract, retain and develop successors for management, our ability to work with partners in selling our technologies to businesses, production difficulties, our inability to enter into contracts and arrangements with future partners, our ability to acquire new customers, issues which may affect the reluctance of large companies to change their purchasing of products, acceptance of our technologies and the efficiency of our authenticators in the field, our ability to comply with the continued listing standards of the Nasdaq Capital Market, our ability to timely pay amounts due and comply with the covenants under our debt facilities, and our ability to complete the proposed business combination, including due to the failure to obtain approval of the securityholders of the Company, certain regulatory approvals, or satisfying other conditions to closing in the merger agreement. These risk factors and uncertainties include those more fully described in VerifyMe’s Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. 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. Use of Non-GAAP Financial Measures This press release includes both financial measures in accordance with U.S. generally accepted accounting principles ("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. Non-GAAP financial measures should be viewed as supplemental to and should not be considered as alternatives to any other GAAP 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. VerifyMe’s management uses and relies on EBITDA and Adjusted EBITDA, which are non-GAAP financial measures. The Company believes that both management and shareholders benefit from referring to EBITDA and Adjusted EBITDA in planning, forecasting and analyzing future periods. Additionally, the Company believes Adjusted EBITDA is useful to investors to evaluate its results because it excludes certain items that are not directly related to the Company’s core operating performance. In particular, with regard to our comparison of Adjusted EBITDA for the three and twelve months ended December 31, 2025, to the three and twelve months ended December 31, 2024, we believe is useful to investors in understanding the results of operations. The Company’s management uses these non-GAAP financial measures in evaluating its financial and operational decision making and as a means to evaluate period-to-period comparison. The Company’s management recognizes that EBITDA and Adjusted EBITDA, as non-GAAP financial measures, have inherent limitations because of the described excluded items. The Company defines EBITDA as net income (loss) before interest expense, income tax expense (benefit), and depreciation and amortization. Adjusted EBITDA represents EBITDA plus non-cash stock compensation expense, severance expense, unrealized gain on equity investment, loss on equity investment, impairments, change in fair value of contingent consideration, loss on sale of business and one-time professional expenses for acquisitions. VerifyMe believes EBITDA and Adjusted EBITDA are important measures of VerifyMe’s operating performance because they allow management, investors and analysts to evaluate and assess VerifyMe’s core operating results from period-to-period after removing the impact of items of a non-operational nature that affect comparability. A reconciliation of EBITDA and Adjusted EBITDA to the most comparable financial measure, net loss, calculated in accordance with GAAP is included in a schedule to this press release. The Company believes that providing the non-GAAP financial measure, 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 as the presentation here may not be comparable to other similarly titled measures of other companies. View source version on businesswire.com: https://www.businesswire.com/news/home/20260330650450/en/ Contacts For Other Information Contact: Company: VerifyMe, Inc. Email: [email protected]

This article first appeared on GuruFocus. Revenue: $5.0 million in Q3 2025, down from $5.4 million in Q3 2024. Gross Profit: Increased to $2.1 million in Q3 2025 from $1.9 million in Q3 2024. Gross Margin: Improved to 41% in Q3 2025 from 35% in Q3 2024. Impairment Expense: One-time non-cash impairment of $3.9 million in Q3 2025. Operating Expenses: $1.7 million in Q3 2025, down from $2.5 million in Q3 2024. Net Loss: $3.4 million or $0.26 per diluted share in Q3 2025. Operating Income (Excluding Impairment): $0.5 million in Q3 2025, compared to an operating loss of $0.2 million in Q3 2024. Adjusted EBITDA: Improved to $0.8 million in Q3 2025 from $0.2 million in Q3 2024. Cash Balance: $4.0 million as of September 30, 2025. Cash from Operations: Generated $0.2 million in Q3 2025, compared to zero in Q3 2024. Warning! GuruFocus has detected 4 Warning Signs with VRME. Is VRME fairly valued? Test your thesis with our free DCF calculator. Release Date: November 17, 2025 For the complete transcript of the earnings call, please refer to the full earnings call transcript. VerifyMe Inc (NASDAQ:VRME) reported an improvement in gross margin to 41% in Q3 2025 from 35% in Q3 2024, marking the third consecutive quarter of improved gross profit. The company has a strong balance sheet with no bank debt, providing financial stability. VerifyMe Inc (NASDAQ:VRME) has successfully reduced operating expenses, with a decrease from $2.5 million in Q3 2024 to $1.7 million in Q3 2025. The company generated $0.2 million of cash from operations in Q3 2025, compared to zero in Q3 2024, indicating improved cash flow management. VerifyMe Inc (NASDAQ:VRME) anticipates remaining cash flow positive for the full year of 2025, despite the ongoing transition to a new shipping partner. Q3 2025 revenue decreased to $5.0 million from $5.4 million in the prior year, primarily due to discontinued services with two proactive customers. The company recognized a one-time non-cash impairment expense of $3.9 million in Q3 2025, impacting net income. VerifyMe Inc (NASDAQ:VRME) experienced a net loss of $3.4 million in Q3 2025, compared to a net loss of $2.9 million in Q3 2024. The transition to a new shipping partner is expected to negatively impact revenue in Q4 2025 and Q1 2026. The company is unable to provide specific guidance for 2026 due to the ongoing transition and dynamic situation with customer transitions. Q: Can you provide details on the revenue contribution of the proactive business that ended in September?A: Adam Stedham, CEO: We don't have a specific figure for guidance as the transition is ongoing. Approximately 7 to 10 days of shipping time in Q3 were impacted by the transition. It's a dynamic situation, and we can't predict Q4 and Q1 outcomes accurately at this time. Q: Are you transitioning all customers from the previous shipping partner to the new one?A: Adam Stedham, CEO: Not all customers will transition. Some will remain with the previous partner, while others will join through the new partner. The transition is ongoing, and some customers prefer to switch after the peak shipping season. Q: Can you share the revenue contribution from the FedEx business in last year's Q4?A: Adam Stedham, CEO: All proactive customers went through FedEx last year, but none are this year. We can't provide a specific percentage of Q4 revenue from last year as the situation has changed with new customer additions. Q: Are there ongoing discussions for potential M&A, and what are the criteria for acquisitions?A: Adam Stedham, CEO: There are ongoing discussions, and timing is unpredictable. For bolt-on acquisitions, they must be immediately accretive due to synergies. For transformative acquisitions, the overall value of transformation is considered. Q: How much of the OpEx improvement was due to the divestiture of Trust Codes?A: Jennifer Cola, CFO: Approximately $500,000 of operating expense in Q3 2024 was associated with Trust Codes. For the complete transcript of the earnings call, please refer to the full earnings call transcript.

Revenue of $5.0 million in Q3 2025, compared to $5.4 million in Q3 2024(1) Gross profit of $2.1 million or 41% in Q3 2025, compared to $1.9 million or 35% in Q3 2024 Net loss ($3.4) million in Q3 2025, including $3.9 million of one-time adjustments, compared to a net loss of ($2.4) million, including $1.8 million of one-time adjustments in Q3 2024 Adjusted EBITDA(2) of $0.8 million in Q3 2025, compared to $0.2 million in Q3 2024 Cash of $4.0 million as of September 30, 2025, with cash provided by operations of $0.2 million in Q3 2025, compared to $0.0 million in Q3 2024. Short-term note investment of $2.0 million with regular quarterly interest payments LAKE MARY, Fla., November 17, 2025--(BUSINESS WIRE)--VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe," "we," "our," or the "Company"), which provides brand owners time and temperature sensitive logistics, and brand protection and enhancement solutions, announced today the Company’s financial results for its third quarter ended September 30, 2025 ("Q3 2025"). Adam Stedham, VerifyMe’s CEO and President stated "We are pleased with our year-to-date adjusted EBITDA growth over 2024, our positive cash generation in Q3 2025, and our new partnership with the other major parcel carrier in the US. We continue to look for strategic acquisitions to complement our services. In the meantime, we are setting the stage for organic revenue growth in 2026, accompanied by a higher margin profile and continued cash generation." Key Financial Highlights for Q3 2025: Consolidated revenue of $5.0 million for the three months ended September 30, 2025 ("Q3 2025), compared to $5.4 million for the three months ended September 30, 2024 ("Q3 2024") (1). Gross profit of $2.1 million or 41% in Q3 2025, compared to $1.9 million or 35% in Q3 2024. Net loss of ($3.4) million or ($0.26) per basic and diluted share in Q3 2025 including one-time adjustments of $3.9 million, compared to a net loss of ($2.4) million or ($0.23) per basic and diluted share in Q3 2024 including one-time adjustments of $1.8 million. Adjusted EBITDA(2) of $0.8 million in Q3 2025, compared to $0.2 million in Q3 2024 Cash provided by operations of $0.2 million during Q3 2025 compared to $0.0 million during Q3 2024. Financial Results for the Three Months Ended September 30, 2025: Revenue in Q3 2025 was $5.0 million, compared to $5.4 million in Q3 2024. Revenue for the quarter decreased by $0.4 million. The decrease is primarily attributable to a $0.8 million decrease related to previously disclosed discontinued services for two customers in our Proactive services, which was partially offset by increases in revenues from new and existing customers in our Precision Logistics segment. Our Precision Logistics segment accounted for 99% of our revenues for the quarter. Gross profit in Q3 2025 was $2.1 million, compared to $1.9 million in Q3 2024. The resulting gross margin percentage was 41% for the three months ended September 30, 2025, compared to 35% for the three months ended September 30, 2024. The increase in gross margin is primarily due to a decrease in costs in our Precision Logistics segment. Operating loss was ($3.4) million in Q3 2025, compared to ($2.9) million in Q3 2024. The increased loss primarily relates to $3.9 million of goodwill and intangible asset impairments in the Precision Logistics segment in Q3 2025. Net loss was ($3.4) million in Q3 2025 compared to ($2.4) million in Q3 2024. The resulting loss per basic and diluted share was ($0.26) in Q3 2025, compared to a loss per basic and diluted share of ($0.23) in Q3 2024. Adjusted EBITDA(2) in Q3 2025 was $0.8 million, compared to $0.2 million in Q3 2024. Adjusted EBITDA is a non-GAAP financial measure. Please see "Use of Non-GAAP Financial Measures" for a discussion of this non-GAAP measure. A reconciliation to the most directly comparable GAAP measure, net loss is included as a schedule to this release. At September 30, 2025, we had a $4.0 million cash balance and $5.7 million in working capital. Earnings Call The Company has scheduled an earnings conference call and webcast for 9:00 a.m. ET on Monday, November 17, 2025. Prepared remarks regarding the company's financial and operational results will be followed by a question and answer period with VerifyMe's executive team. The conference call may be accessed via webcast at: https://event.choruscall.com/mediaframe/webcast.html?webcastid=LBAE0mrW or by calling +1 (844) 763-8274 within the US, or +1 (412) 717-9224 internationally, and requesting the "VerifyMe Call." The presentation slides broadcast via the webcast will also be available on the Investors section of the VerifyMe website the morning of the call. Participants must be logged in via telephone to submit a question to management during the call. Participants may optionally pre-register for the conference call and webcast at: https://dpregister.com/sreg/10204466/10050d88b82. The webcast and presentation will be archived on the Investors section of VerifyMe’s website and will remain available for 90 days. About VerifyMe, Inc. VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature sensitive products, as well as brand protection and enhancement solutions. To learn more, visit www.verifyme.com. Cautionary Note Regarding Forward-Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "continue," "may," "should," "will," 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 our engagement in future acquisitions or strategic partnerships that increase our capital requirements or cause us to incur debt or assume contingent liabilities, our reliance on one key strategic partner for shipping services in our Precision Logistics segment, competition including by our key strategic partner, seasonal trends in our business, severe climate conditions, the highly competitive nature of the industry in which we operate, our brand image and corporate reputation, impairments related to our goodwill and other intangible assets, economic and other factors such as recessions, downturns in the economy, inflation, global uncertainty and instability, the effects of pandemics, changes in United States social, political, and regulatory conditions and/or a disruption of financial markets, reduced freight volumes due to economic conditions, reduced discretionary spending in a recessionary environment, global supply-chain delays or shortages, fluctuations in labor costs, raw materials, and changes in the availability of key suppliers, our history of losses, our ability to use our net operating losses to offset future taxable income, the confusion of our name brand with other brands, the ability of our technology to work as anticipated and to successfully provide analytics logistics management, our ability to continue to invest in the development and commercialization of our Authentication segment, the ability of our strategic partners to integrate our solutions into their product offerings, our ability to manage our growth effectively, our ability to successfully develop and expand our sales and marketing capabilities, risks related to doing business outside of the U.S., intellectual property litigation, our ability to successfully develop, implement, maintain, upgrade, enhance, and protect our information technology systems, our reliance on third-party information technology service providers, our ability to respond to evolving laws related to information technology such as privacy laws, our ability to attract, retain and develop successors for management, our ability to work with partners in selling our technologies to businesses, production difficulties, our inability to enter into contracts and arrangements with future partners, our ability to acquire new customers, issues which may affect the reluctance of large companies to change their purchasing of products, acceptance of our technologies and the efficiency of our authenticators in the field, our ability to comply with the continued listing standards of the Nasdaq Capital Market, and our ability to timely pay amounts due and comply with the covenants under our debt facilities. These risk factors and uncertainties include those more fully described in VerifyMe’s Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. 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. Use of Non-GAAP Financial Measures This press release includes both financial measures in accordance with U.S. generally accepted accounting principles ("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. Non-GAAP financial measures should be viewed as supplemental to and should not be considered as alternatives to any other GAAP 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. VerifyMe’s management uses and relies on EBITDA and Adjusted EBITDA, which are non-GAAP financial measures. The Company believes that both management and shareholders benefit from referring to EBITDA and Adjusted EBITDA in planning, forecasting and analyzing future periods. Additionally, the Company believes Adjusted EBITDA is useful to investors to evaluate its results because it excludes certain items that are not directly related to the Company’s core operating performance. In particular, with regard to our comparison of Adjusted EBITDA for the three and nine months ended September 30, 2025, to the three and nine months ended September 30, 2024, we believe is useful to investors in understanding the results of operations. The Company’s management uses these non-GAAP financial measures in evaluating its financial and operational decision making and as a means to evaluate period-to-period comparison. The Company’s management recognizes that EBITDA and Adjusted EBITDA, as non-GAAP financial measures, have inherent limitations because of the described excluded items. The Company defines EBITDA as net loss before interest (income) expense, income tax expense (benefit), and depreciation and amortization. Adjusted EBITDA represents EBITDA plus non-cash stock compensation expense, severance expense, gain on derecognized liability, goodwill and intangible asset impairments, change in fair value of contingent consideration, and one-time professional expenses for acquisitions and divestiture. VerifyMe believes EBITDA and Adjusted EBITDA are important measures of VerifyMe’s operating performance because they allow management, investors and analysts to evaluate and assess VerifyMe’s core operating results from period-to-period after removing the impact of items of a non-operational nature that affect comparability. A reconciliation of EBITDA and Adjusted EBITDA to the most comparable financial measure, net loss, calculated in accordance with GAAP is included in a schedule to this press release. The Company believes that providing the non-GAAP financial measure, 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 as the presentation here may not be comparable to other similarly titled measures of other companies. View source version on businesswire.com: https://www.businesswire.com/news/home/20251117423048/en/ Contacts For Other Information Contact: Company: VerifyMe, Inc. Email: [email protected]

LAKE MARY, Fla., November 10, 2025--(BUSINESS WIRE)--VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe," "we," "our," or the "Company") which provides brand owners time and temperature sensitive logistics, and brand protection and enhancement solutions, announced today that it has scheduled an investor conference call and webcast on November 17, 2025 at 9:00 a.m. Eastern Time. Prepared remarks regarding the Company’s third quarter financial and operational results will be followed by a question and answer period with the executive management team. The conference call may be accessed via webcast at: https://event.choruscall.com/mediaframe/webcast.html?webcastid=LBAE0mrW or by calling +1 (844) 763-8274 within the US, or +1 (412) 717-9224 internationally, and requesting the "VerifyMe Call." The presentation slides broadcast via the webcast will also be available on the Investors section of the VerifyMe website the morning of the call. Participants must be logged in via telephone to submit a question to management during the call. Participants may optionally pre-register for the conference call and webcast at: https://dpregister.com/sreg/10204466/10050d88b82. The webcast and presentation slides will be archived on the Investors section of VerifyMe’s website and will remain available for 90 days. About VerifyMe, Inc. VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature sensitive products, as well as brand protection and enhancement solutions. To learn more, visit https://www.verifyme.com. Cautionary Note Regarding Forward-Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "will," 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 our engagement in future acquisitions or strategic partnerships that increase our capital requirements or cause us to incur debt or assume contingent liabilities, our reliance on one key strategic partner for shipping services in our Precision Logistics segment, competition including by our key strategic partner, seasonal trends in our business, severe climate conditions, the highly competitive nature of the industry in which we operate, our brand image and corporate reputation, impairments related to our goodwill and other intangible assets, economic and other factors such as recessions, downturns in the economy, inflation, global uncertainty and instability, the effects of pandemics, changes in United States social, political, and regulatory conditions and/or a disruption of financial markets, reduced freight volumes due to economic conditions, reduced discretionary spending in a recessionary environment, global supply-chain delays or shortages, fluctuations in labor costs, raw materials, and changes in the availability of key suppliers, our history of losses, our ability to use our net operating losses to offset future taxable income, the confusion of our name brand with other brands, the ability of our technology to work as anticipated and to successfully provide analytics logistics management, our ability to continue to invest in the development and commercialization of our Authentication segment, the ability of our strategic partners to integrate our solutions into their product offerings, our ability to manage our growth effectively, our ability to successfully develop and expand our sales and marketing capabilities, risks related to doing business outside of the U.S., intellectual property litigation, our ability to successfully develop, implement, maintain, upgrade, enhance, and protect our information technology systems, our reliance on third-party information technology service providers, our ability to respond to evolving laws related to information technology such as privacy laws, our ability to attract, retain and develop successors for management, our ability to work with partners in selling our technologies to businesses, production difficulties, our inability to enter into contracts and arrangements with future partners, our ability to acquire new customers, issues which may affect the reluctance of large companies to change their purchasing of products, acceptance of our technologies and the efficiency of our authenticators in the field, our ability to comply with the continued listing standards of the Nasdaq Capital Market, and our ability to timely pay amounts due and comply with the covenants under our debt facilities. These risk factors and uncertainties include those more fully described in VerifyMe’s Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. 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. View source version on businesswire.com: https://www.businesswire.com/news/home/20251110691188/en/ Contacts For Other Information: Company: VerifyMe, Inc. Email: [email protected] Website: http://www.verifyme.com

Revenue: $4.5 million in Q2 2025, down from $5.4 million in Q2 2024. Gross Profit: $1.6 million in Q2 2025, a decrease from $2.1 million in Q2 2024. Gross Margin: 35% in Q2 2025 compared to 39% in Q2 2024. Operating Expenses: Reduced to $1.9 million in Q2 2025 from $2.6 million in Q2 2024. Net Loss: $0.29 million or $0.02 per diluted share in Q2 2025, compared to $0.35 million or $0.03 per diluted share in Q2 2024. Adjusted EBITDA: Improved to $0.3 million in Q2 2025 from $0.2 million in Q2 2024. Cash Balance: $6.1 million as of June 30, 2025, up from $2.8 million on December 31, 2024. Cash from Operations: Generated $0.7 million in Q2 2025, compared to $4.4 million in Q2 2024. Share Repurchase: 201,000 shares purchased at a cost of $153,000 during Q2 2025. Short-term Loan Agreement: $2 million loan with a 16% annual interest rate to improve cash return. Warning! GuruFocus has detected 4 Warning Signs with VRME. Release Date: August 13, 2025 For the complete transcript of the earnings call, please refer to the full earnings call transcript. VerifyMe Inc (NASDAQ:VRME) reduced operating expenses by approximately 27% compared to Q2 2024. The company achieved a positive adjusted EBITDA in Q2 2025, an improvement over Q2 2024. New customer sales and expanded revenues with existing customers helped offset some market softening. VerifyMe Inc (NASDAQ:VRME) has established relationships with two major freight carriers, enhancing future growth potential. The company has a strong cash position with $6.1 million at the end of Q2 2025, providing flexibility for strategic investments. Perry ship revenue decreased by approximately 14% compared to the second quarter of the previous year. Overall revenue decreased by $0.9 million, primarily due to discontinued contracts and services. Gross profit decreased by $0.5 million, with a decline in gross margin from 39% to 35% year-over-year. The integration with a new freight carrier is expected to take several months, delaying potential revenue benefits. Net loss for the quarter was $0.29 million, slightly improved but still a loss compared to the previous year. Q: Can you provide the authentication revenue for the quarter? A: Jennifer Cola, CFO: The authentication revenue for the quarter was $27,000. Q: What is the growth rate for Perry ship excluding the impact of lost business in 2024? A: Adam Stedham, CEO: It's challenging to provide a precise number due to various factors, but after accounting for the changes, the growth rate is in the single-digit percentage range. Q: When do you expect the new carrier relationship to impact your business, and will it be significant? A: Adam Stedham, CEO: The integration will take a few months, and changes are unlikely during the peak shipping season. We expect noticeable impacts in 2026, as the new carrier handles a larger market share than our current partner. Q: With a strong cash balance, what are your capital allocation priorities? A: Adam Stedham, CEO: Our focus is on transforming Perry ship for scalability. We are evaluating acquisitions and strategic alternatives to deploy capital effectively, ensuring meaningful returns for shareholders. Q: Are you looking for external assets to invest in for better ROI? A: Adam Stedham, CEO: Yes, we aim to create shareholder value through both organic and strategic growth. We are diligently seeking the right opportunities for strategic growth. For the complete transcript of the earnings call, please refer to the full earnings call transcript. This article first appeared on GuruFocus.

Cash of $6.1 million as of June 30, 2025, with cash provided by operations of $0.7 million in Q2 2025, compared to $0.4 million in Q2 2024 Quarterly revenue of $4.5 million in Q2 2025, compared to $5.4 million in Q2 2024(1) Quarterly gross profit of $1.6 million or 35% in Q2 2025, compared to $2.1 million or 39% in Q2 2024 Net loss of ($0.29) million in Q2 2025, compared to ($0.34) million in Q2 2024(1) Adjusted EBITDA(2) of $0.3 million in Q2 2025, compared to $0.2 million in Q2 2024(1) LAKE MARY, Fla., Aug. 13, 2025 /PRNewswire/ -- VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe," "we," "our," or the "Company") provides brand owners time and temperature sensitive logistics, and brand protection and enhancement solutions, announced today the Company's financial results for its second quarter ended June 30, 2025 ("Q2 2025"). Adam Stedham, VerifyMe's CEO and President stated, "We are pleased with our year-to-date adjusted EBITDA growth over 2024, our positive cash generation in Q2 2025, and our new partnership with the other major parcel carrier in the US. We continue to look for strategic acquisitions to complement our services. In the meantime, we are setting the stage for organic revenue growth in 2026, accompanied by a higher margin profile and continued cash generation." Key Financial Highlights for Q2 2025: Quarterly consolidated revenue of $4.5 million in Q2 2025, compared to $5.4 million for the three months ended June 30, 2024 ("Q2 2024"), approximately 70% of reduction is attributable to a $0.6 million decrease from a discontinued contract with one customer in our Premium services. Gross profit of $1.6 million or 35% in Q2 2025, compared to $2.1 million or 39% in Q2 2024 Net loss of ($0.29) million or ($0.02) per basic and diluted share in Q2 2025, compared to a net loss of ($0.34) million or ($0.03) per basic and diluted share in Q2 2024(1) Adjusted EBITDA(2) of $0.3 million in Q2 2025, compared to Adjusted EBITDA of $0.2 million in Q2 2024(1) Cash of $6.1 million as of June 30, 2025, with $0.7 million provided by operations during Q2 2025 compared to $0.4 million in Q2 2024. Financial Results for the Three Months Ended June 30, 2025: Revenue in Q2 2025 was $4.5 million, compared to $5.4 million in Q2 2024. Revenue for the quarter decreased by $0.9 million. The decrease is primarily due to a $0.6 million decrease from a discontinued contract with one customer in our Premium services, a $0.5 million decrease related to discontinued services to two customers in our Proactive services, partially offset by increased revenues from new and existing customers in the Precision Logistics segment. The decrease in revenue in our Authentication segment is primarily due to the divestiture of our Trust Codes Global business in December 2024. Gross profit in Q2 2025 was $1.6 million, compared to $2.1 million in Q2 2024. The resulting gross margin percentage was 35% for the three months ended June 30, 2025, compared to 39% for the three months ended June 30, 2024. The decrease in gross margin was principally due to the discontinued contract in Premium services in the Precision Logistics segment which has higher margins. The Proactive services gross margin percentage improved in Q2 2025 compared to Q2 2024. Operating loss was ($0.3) million in Q2 2025, compared to ($0.5) million in Q2 2024. The decrease in gross profit was more than offset by the decrease in operating expenses in the quarter. In addition to the reduction in operating costs with the divestiture of Trust Codes, the Company also implemented cost cutting measures in Precision Logistics. Our net loss was ($0.29) million in Q2 2025and ($0.34) million in Q2 2024(1). The resulting loss per basic and diluted share was ($0.02) in Q2 2025, compared to loss per basic and diluted share of ($0.03) in Q2 2024. Adjusted EBITDA(2) in Q2 2025 was $0.3 million, compared to $0.2 million in Q2 2024. Adjusted EBITDA is a non-GAAP financial measure. Please see "Use of Non-GAAP Financial Measures" for a discussion of this non-GAAP measure. A reconciliation to the most directly comparable GAAP measure, net loss is included as a schedule to this release. At June 30, 2025, we had a $6.1 million cash balance and $6.0 million in working capital. Earnings Call The Company has scheduled an earnings conference call and webcast for 11:00 a.m. ET on Wednesday, August 13, 2025. Prepared remarks regarding the company's financial and operational results will be followed by a question and answer period with VerifyMe's executive team. The conference call may be accessed via webcast at: https://event.choruscall.com/mediaframe/webcast.html?webcastid=YmPT1jph or by calling +1 (844) 763-8274 within the US, or +1 (412) 717-9224 internationally, and requesting the "VerifyMe Call." The presentation slides broadcast via the webcast will also be available on the Investors section of the VerifyMe website the morning of the call. Participants must be logged in via telephone to submit a question to management during the call. Participants may optionally pre-register for the conference call and webcast at: https://dpregister.com/sreg/10201806/ffaa27b28a. The webcast and presentation will be archived on the Investors section of VerifyMe's website and will remain available for 90 days. About VerifyMe, Inc. VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature sensitive products, as well as brand protection and enhancement solutions. To learn more, visit www.verifyme.com. Cautionary Note Regarding Forward-Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "continue," "may," "should," "will," 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 our engagement in future acquisitions or strategic partnerships that increase our capital requirements or cause us to incur debt or assume contingent liabilities, our reliance on one key strategic partner for shipping services in our Precision Logistics segment, competition including by our key strategic partner, seasonal trends in our business, severe climate conditions, the highly competitive nature of the industry in which we operate, our brand image and corporate reputation, impairments related to our goodwill and other intangible assets, economic and other factors such as recessions, downturns in the economy, inflation, global uncertainty and instability, the effects of pandemics, changes in United States social, political, and regulatory conditions and/or a disruption of financial markets, reduced freight volumes due to economic conditions, reduced discretionary spending in a recessionary environment, global supply-chain delays or shortages, fluctuations in labor costs, raw materials, and changes in the availability of key suppliers, our history of losses, our ability to use our net operating losses to offset future taxable income, the confusion of our name brand with other brands, the ability of our technology to work as anticipated and to successfully provide analytics logistics management, our ability to continue to invest in the development and commercialization of our Authentication segment, the ability of our strategic partners to integrate our solutions into their product offerings, our ability to manage our growth effectively, our ability to successfully develop and expand our sales and marketing capabilities, risks related to doing business outside of the U.S., intellectual property litigation, our ability to successfully develop, implement, maintain, upgrade, enhance, and protect our information technology systems, our reliance on third-party information technology service providers, our ability to respond to evolving laws related to information technology such as privacy laws, our ability to attract, retain and develop successors for management, our ability to work with partners in selling our technologies to businesses, production difficulties, our inability to enter into contracts and arrangements with future partners, our ability to acquire new customers, issues which may affect the reluctance of large companies to change their purchasing of products, acceptance of our technologies and the efficiency of our authenticators in the field, our ability to comply with the continued listing standards of the Nasdaq Capital Market, and our ability to timely pay amounts due and comply with the covenants under our debt facilities. These risk factors and uncertainties include those more fully described in VerifyMe's Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. 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. Use of Non-GAAP Financial Measures This press release includes both financial measures in accordance with U.S. generally accepted accounting principles ("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. Non-GAAP financial measures should be viewed as supplemental to and should not be considered as alternatives to any other GAAP 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. VerifyMe's management uses and relies on EBITDA and Adjusted EBITDA, which are non-GAAP financial measures. The Company believes that both management and shareholders benefit from referring to EBITDA and Adjusted EBITDA in planning, forecasting and analyzing future periods. Additionally, the Company believes Adjusted EBITDA is useful to investors to evaluate its results because it excludes certain items that are not directly related to the Company's core operating performance. In particular, with regard to our comparison of Adjusted EBITDA for the three and six months ended June 30, 2025, to the three and six months ended June 30, 2024, we believe is useful to investors in understanding the results of operations. The Company's management uses these non-GAAP financial measures in evaluating its financial and operational decision making and as a means to evaluate period-to-period comparison. The Company's management recognizes that EBITDA and Adjusted EBITDA, as non-GAAP financial measures, have inherent limitations because of the described excluded items. The Company defines EBITDA as net loss before interest (income) expense, income tax expense (benefit), and depreciation and amortization. Adjusted EBITDA represents EBITDA plus non-cash stock compensation expense, severance expense, gain on derecognized liability, impairments, change in fair value of contingent consideration, and one-time professional expenses for acquisitions and divestiture. VerifyMe believes EBITDA and Adjusted EBITDA are important measures of VerifyMe's operating performance because they allow management, investors and analysts to evaluate and assess VerifyMe's core operating results from period-to-period after removing the impact of items of a non-operational nature that affect comparability. A reconciliation of EBITDA and Adjusted EBITDA to the most comparable financial measure, net loss, calculated in accordance with GAAP is included in a schedule to this press release. The Company believes that providing the non-GAAP financial measure, 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 as the presentation here may not be comparable to other similarly titled measures of other companies. View original content to download multimedia:https://www.prnewswire.com/news-releases/verifyme-reports-second-quarter-2025-financial-results-302528374.html SOURCE VerifyMe, Inc.

VerifyMe Inc (NASDAQ:VRME) is set to release its Q2 2025 earnings on Aug 13, 2025. The consensus estimate for Q2 2025 revenue is $4.14 million, and the earnings are expected to come in at -$0.08 per share. The full year 2025's revenue is expected to be $20.25 million, and the earnings are expected to be -$0.22 per share. More detailed estimate data can be found on the Forecast page. Warning! GuruFocus has detected 4 Warning Signs with VRME. Over the past 90 days, revenue estimates for VerifyMe Inc (NASDAQ:VRME) have declined from $23.63 million to $20.25 million for the full year 2025 and from $24.89 million to $21.45 million for 2026. Similarly, earnings estimates have decreased from -$0.20 per share to -$0.22 per share for 2025, and from -$0.18 per share to -$0.22 per share for 2026. In the previous quarter ending on March 31, 2025, VerifyMe Inc's (NASDAQ:VRME) actual revenue was $4.46 million, which missed analysts' revenue expectations of $5.09 million by -12.51%. VerifyMe Inc's (NASDAQ:VRME) actual earnings were -$0.05 per share, which beat analysts' earnings expectations of -$0.07 per share by 28.57%. After releasing the results, VerifyMe Inc (NASDAQ:VRME) was down by -13.18% in one day. Based on the one-year price targets offered by 2 analysts, the average target price for VerifyMe Inc (NASDAQ:VRME) is $1.38, with a high estimate of $1.50 and a low estimate of $1.25. The average target implies an upside of 76.74% from the current price of $0.78. Based on GuruFocus estimates, the estimated GF Value for VerifyMe Inc (NASDAQ:VRME) in one year is $0.91, suggesting an upside of 16.97% from the current price of $0.78. Based on the consensus recommendation from 2 brokerage firms, VerifyMe Inc's (NASDAQ:VRME) average brokerage recommendation is currently 1.5, indicating a "Buy" status. The rating scale ranges from 1 to 5, where 1 signifies Strong Buy, and 5 denotes Sell. This article, generated by GuruFocus, is designed to provide general insights and is not tailored financial advice. Our commentary is rooted in historical data and analyst projections, utilizing an impartial methodology, and is not intended to serve as specific investment guidance. It does not formulate a recommendation to purchase or divest any stock and does not consider individual investment objectives or financial circumstances. Our objective is to deliver long-term, fundamental data-driven analysis. Be aware that our analysis might not incorporate the most recent, price-sensitive company announcements or qualitative information. GuruFocus holds no position in the stocks mentioned herein. This article first appeared on GuruFocus.

LAKE MARY, Fla., Aug. 8, 2025 /PRNewswire/ -- VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe," "we," "our," or the "Company") provides brand owners time and temperature sensitive logistics, and brand protection and enhancement solutions, announced today that it will release its financial results for the first quarter ended June 30, 2025 on August 13, 2025. In conjunction with the release, VerifyMe has scheduled an investor conference call and webcast that day at 11:00 a.m. Eastern Time. Prepared remarks regarding the Company's financial and operational results will be followed by a question and answer period with the executive management team. The conference call may be accessed via webcast at: https://event.choruscall.com/mediaframe/webcast.html?webcastid=YmPT1jph or by calling +1 (844) 763-8274 within the US, or +1 (412) 717-9224 internationally, and requesting the "VerifyMe Call." The presentation slides broadcast via the webcast will also be available on the Investors section of the VerifyMe website the morning of the call. Participants must be logged in via telephone to submit a question to management during the call. Participants may optionally pre-register for the conference call and webcast at: https://dpregister.com/sreg/10201806/ffaa27b28a. The webcast and presentation slides will be archived on the Investors section of VerifyMe's website and will remain available for 90 days. About VerifyMe, Inc. VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature sensitive products, as well as brand protection and enhancement solutions. To learn more, visit https://www.verifyme.com. Cautionary Note Regarding Forward-Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "will," 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 our engagement in future acquisitions or strategic partnerships that increase our capital requirements or cause us to incur debt or assume contingent liabilities, our reliance on one key strategic partner for shipping services in our Precision Logistics segment, competition including by our key strategic partner, seasonal trends in our business, severe climate conditions, the highly competitive nature of the industry in which we operate, our brand image and corporate reputation, impairments related to our goodwill and other intangible assets, economic and other factors such as recessions, downturns in the economy, inflation, global uncertainty and instability, the effects of pandemics, changes in United States social, political, and regulatory conditions and/or a disruption of financial markets, reduced freight volumes due to economic conditions, reduced discretionary spending in a recessionary environment, global supply-chain delays or shortages, fluctuations in labor costs, raw materials, and changes in the availability of key suppliers, our history of losses, our ability to use our net operating losses to offset future taxable income, the confusion of our name brand with other brands, the ability of our technology to work as anticipated and to successfully provide analytics logistics management, our ability to continue to invest in the development and commercialization of our Authentication segment, the ability of our strategic partners to integrate our solutions into their product offerings, our ability to manage our growth effectively, our ability to successfully develop and expand our sales and marketing capabilities, risks related to doing business outside of the U.S., intellectual property litigation, our ability to successfully develop, implement, maintain, upgrade, enhance, and protect our information technology systems, our reliance on third-party information technology service providers, our ability to respond to evolving laws related to information technology such as privacy laws, our ability to attract, retain and develop successors for management, our ability to work with partners in selling our technologies to businesses, production difficulties, our inability to enter into contracts and arrangements with future partners, our ability to acquire new customers, issues which may affect the reluctance of large companies to change their purchasing of products, acceptance of our technologies and the efficiency of our authenticators in the field, our ability to comply with the continued listing standards of the Nasdaq Capital Market, and our ability to timely pay amounts due and comply with the covenants under our debt facilities. These risk factors and uncertainties include those more fully described in VerifyMe's Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. 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. View original content to download multimedia:https://www.prnewswire.com/news-releases/verifyme-to-report-first-quarter-2025-financial-results-on-august-13-2025-302524835.html SOURCE VerifyMe, Inc.