NOTE
32 – DISCONTINUED OPERATIONS
On
June 30, 2025, the Company entered into a share purchase agreement (the “A2ZMS Agreement”) pursuant to which it sold its
wholly-owned subsidiary A2ZMS Advanced Military Solutions Ltd., a company organized under the laws of Israel (“A2ZMS”), to
a purchaser residing in Israel for a purchase price of 500,000 ILS. The purchaser is related to a director of the Company. The A2ZMS
Agreement was approved by all of the independent directors of the Company. The Company received an independent valuation of A2ZMS in
connection with this transaction.
The
results of operations of A2ZMS were classified as discontinued operations in these consolidated financial statements of the Company as
of December 31, 2025.
The
below are the data of operating results attributed to the discontinued operations:
SCHEDULE OF DISCONTINUED OPERATIONS
| | |
2025 | | |
2024 | | |
2023 | |
| | |
Yeat ended December 31, | |
| | |
2025 | | |
2024 | | |
2023 | |
| | |
| | |
| | |
| |
| Revenues | |
$ | 824 | | |
$ | 1,790 | | |
$ | 2,163 | |
| Cost of revenues | |
| 767 | | |
| 1,692 | | |
| 1,423 | |
| Gross profit | |
| 57 | | |
| 98 | | |
| 740 | |
| | |
| | | |
| | | |
| | |
| Expenses: | |
| | | |
| | | |
| | |
| Research and development costs | |
| 9 | | |
| 164 | | |
| 648 | |
| General and administration expenses | |
| 1,455 | | |
| 1,714 | | |
| 866 | |
| Operating loss | |
| (1,407 | ) | |
| (1,780 | ) | |
| (774 | ) |
| | |
| | | |
| | | |
| | |
| Other expense | |
| - | | |
| - | | |
| | |
| Financial (income) expense | |
| 9 | | |
| 61 | | |
| 46 | |
| Loss before taxes on income | |
| (1,416 | ) | |
| (1,841 | ) | |
| (820 | ) |
| Income tax expense | |
| - | | |
| - | | |
| - | |
| Loss on disposal of discontinued operations* | |
| (1,009 | ) | |
| - | | |
| - | |
| Net loss for the year from discontinued operations | |
$ | (2,425 | ) | |
$ | (1,841 | ) | |
$ | (820 | ) |
| (*) |
The
loss on disposal of discontinued operations was determined as follows: |
A2Z
CUST2MATE SOLUTIONS CORP.
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed
in Thousands of US Dollars, except per share data)
NOTE
32 – DISCONTINUED OPERATIONS (CONTINUED)
| | |
2025 | | |
2024 | |
| | |
Year ended December 31, | |
| | |
2025 | | |
2024 | |
| | |
| | |
| |
| Consideration received on disposal of discontinued operations | |
$ | 148 | | |
$ | - | |
| Cash disposed of | |
| (549 | ) | |
| - | |
| Net cash outflow on disposal of discontinued operations | |
| (401 | ) | |
| - | |
| | |
| | | |
| | |
| Net assets disposed (other than cash): | |
| | | |
| | |
| Property, equipment and right of use assets, net | |
| (416 | ) | |
| - | |
| Trade and other receivables | |
| (668 | ) | |
| - | |
| Trade and other payables | |
| 223 | | |
| - | |
| Loans | |
| 94 | | |
| - | |
| Severance payments, net | |
| 159 | | |
| - | |
| Net assets disposed (other
than cash): | |
$ | (1,009 | ) | |
$ | - | |
| | |
2025 | | |
2024 | |
| | |
Year ended | |
| | |
December 31, | |
| | |
2025 | | |
2024 | |
| | |
| | |
| |
| Net cash flows provided by (used by) discontinued operations | |
| | | |
| | |
| | |
| | | |
| | |
| From operating activities | |
$ | 514 | | |
$ | 338 | |
| From investing activities | |
| (47 | ) | |
| (94 | ) |
| From financing activities | |
| (134 | ) | |
| (255 | ) |
| Net
cash flows provided by (used by) discontinued operations | |
$ | 333 | | |
$ | 11 | |
|