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VerifyMe (VRME)
NASDAQ:VRME

VerifyMe (VRME) AI Stock Analysis

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VRME

VerifyMe

(NASDAQ:VRME)

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Neutral 58 (OpenAI - 5.2)
Rating:58Neutral
Price Target:
$1.00
▲(44.93% Upside)
Action:ReiteratedDate:02/02/26
The score is held back primarily by weak profitability and negative earnings (including a negative P/E), partially offset by improving cash flow, a low-leverage balance sheet, and a moderately positive technical trend. Earnings-call updates and recent corporate developments are supportive but tempered by revenue decline, transition risks, and merger execution uncertainty.
Positive Factors
Low leverage and cash cushion
VerifyMe's very low leverage and reported $4.0M cash with no bank debt provide durable financial flexibility. This reduces refinancing risk, supports ongoing operations during execution transitions, and allows the company to fund organic initiatives or small acquisitions without immediate external financing pressure.
Improving gross margins and adjusted EBITDA
A sustained jump in gross margin (35% to 41%) and higher adjusted EBITDA reflect better supplier pricing and cost control. Improved unit economics and operating discipline increase the odds that the business can convert incremental revenue to profit long-term, enhancing cash generation if top-line stabilizes.
Proposed merger to add tokenization capabilities
The LOI to combine VerifyMe with Open World represents a structural strategy shift into institutional-grade tokenization and on-chain provenance. If executed, the deal could materially expand product scope and addressable markets by merging VerifyMe’s brand-protection logistics with blockchain compliance infrastructure.
Negative Factors
Persistent unprofitability and negative ROE
Sustained net losses and deeply negative ROE signal fundamental profitability weakness that limits internal capital generation. Over a 2–6 month horizon, this constrains strategic flexibility, increases reliance on cash reserves or financing, and means the company must show consistent margin improvement to reach durable profitability.
Revenue decline and service discontinuations
Declining revenue and the loss of recurring services erode scale and operating leverage. Without replacement contracts or new offerings, top-line shrinkage undermines margin recovery and cash flow sustainability, making it harder to turn improved unit economics into lasting net profit.
Merger execution and control dilution risk
The proposed Open World transaction is structurally transformative but highly conditional. Potential control transfer to Open World shareholders, exclusivity terms, break-up fees and a June 30, 2026 outside date create material execution and governance risk that could disrupt strategy or dilute existing shareholders if the deal closes or fails.

VerifyMe (VRME) vs. SPDR S&P 500 ETF (SPY)

VerifyMe Business Overview & Revenue Model

Company DescriptionVerifyMe (VRME) is a technology company specializing in authentication and anti-counterfeiting solutions. The company operates primarily in the security and identity verification sectors, offering a suite of products and services that leverage advanced technologies such as blockchain and QR codes. VerifyMe's core offerings include digital identity verification, product authentication for brands, and comprehensive tracking solutions that help businesses secure their products against counterfeiting and fraud.
How the Company Makes MoneyVerifyMe generates revenue through multiple streams, primarily by providing subscription-based services and licensing its technology to businesses in various industries, including consumer goods, pharmaceuticals, and luxury brands. The company charges clients for the implementation of its authentication solutions, as well as ongoing fees for access to its software and data analytics services. Additionally, VerifyMe may engage in partnerships with manufacturers and distributors to integrate its technology into their supply chains, which can lead to revenue-sharing agreements. The increasing demand for anti-counterfeiting measures and secure digital identity solutions, along with strategic partnerships, significantly contribute to the company's earnings.

VerifyMe Earnings Call Summary

Earnings Call Date:Nov 17, 2025
(Q3-2025)
|
% Change Since: |
Next Earnings Date:Mar 16, 2026
Earnings Call Sentiment Neutral
The earnings call highlighted the company's efforts to improve gross margins and reduce operating expenses, resulting in an improved adjusted EBITDA. However, the overall sentiment is overshadowed by revenue declines, a significant one-time impairment expense, and challenges associated with transitioning to a new shipping partner.
Q3-2025 Updates
Positive Updates
Improved Gross Margin
Gross margin increased from 35% in Q3 2024 to 41% in Q3 2025, reflecting improved negotiated rates with a primary supplier.
Adjusted EBITDA Improvement
Adjusted EBITDA improved to $0.8 million in Q3 2025 compared to $0.2 million in Q3 2024 due to improved gross margins and reduced operating expenses.
Cash Flow Positive Outlook
The company expects to remain cash flow positive for the full year of 2025, with no outstanding borrowings and $1 million available under its line of credit.
Negative Updates
Revenue Decline
Third quarter revenue decreased from $5.4 million in 2024 to $5.0 million in 2025, primarily due to discontinued services with two Proactive customers.
One-Time Non-Cash Impairment Expense
A one-time non-cash impairment expense of $3.9 million was recognized in Q3 2025 due to an impairment of goodwill and intangible assets associated with the PeriShip business.
Net Loss Increase
Net loss for Q3 2025, including the $3.9 million impairment expense, was $3.4 million compared to a net loss of $2.9 million in Q3 2024.
Challenges with Shipping Partner Transition
The transition from the previous Proactive shipping partner to a new one has caused disruptions, with some customers hesitant to transition before the peak season.
Company Guidance
During the VerifyMe Third Quarter 2025 earnings call, guidance highlighted several key metrics. The company's revenue for Q3 2025 was $5.0 million, down from $5.4 million in Q3 2024, primarily due to $0.8 million in discontinued services. However, gross profit improved by $0.2 million, reaching $2.1 million, with the gross margin increasing to 41% from 35% in the previous year, thanks to better-negotiated supplier rates. Despite a one-time non-cash impairment expense of $3.9 million, the company saw operating expenses decrease to $1.7 million from $2.5 million in Q3 2024, partly due to the divestiture of Trust Codes. Adjusted EBITDA rose to $0.8 million, up from $0.2 million in the prior year. The company anticipates a transitional revenue impact due to changes in their Proactive shipping partner but expects to remain cash flow positive through 2025 and 2026. They have a cash balance of $4.0 million and no outstanding bank debt, positioning them well for organic and strategic growth. The company plans to provide specific guidance for 2026 in the next earnings call.

VerifyMe Financial Statement Overview

Summary
Mixed fundamentals: persistent losses and slight revenue decline weigh on the income statement, but the balance sheet has very low leverage and cash flow metrics show meaningful improvement in free cash flow.
Income Statement
45
Neutral
VerifyMe's income statement reveals challenges with profitability and revenue growth. The TTM data shows a negative net profit margin of -21.78% and a declining revenue growth rate of -1.82%, indicating struggles in maintaining revenue levels. The gross profit margin is moderate at 34.94%, but the negative EBIT and EBITDA margins highlight operational inefficiencies. Historical data shows fluctuating revenue growth and persistent net losses, suggesting a need for strategic improvements.
Balance Sheet
55
Neutral
The balance sheet presents a relatively low debt-to-equity ratio of 0.0075 in the TTM, indicating low leverage and financial stability. However, the return on equity is negative at -37.45%, reflecting ongoing profitability issues. The equity ratio is not explicitly calculated, but the company maintains a reasonable level of stockholders' equity relative to its assets, suggesting a stable capital structure despite profitability challenges.
Cash Flow
60
Neutral
Cash flow analysis shows a significant improvement in free cash flow growth at 371.64% in the TTM, indicating better cash management. The operating cash flow to net income ratio of 0.53 suggests some efficiency in converting income to cash. However, the free cash flow to net income ratio of 0.85 highlights that while cash flow is improving, profitability remains a concern. Historical data shows volatility in cash flow metrics, indicating potential risks in cash generation.
BreakdownTTMDec 2024Dec 2023Dec 2022Dec 2021Dec 2020
Income Statement
Total Revenue21.67M24.21M25.31M19.58M867.00K343.00K
Gross Profit7.57M8.66M8.03M6.49M599.00K281.00K
EBITDA-3.47M-2.48M-2.10M-13.54M-4.71M-3.47M
Net Income-4.72M-3.82M-3.39M-14.40M3.61M-5.90M
Balance Sheet
Total Assets13.26M16.07M20.70M20.75M21.69M8.77M
Cash, Cash Equivalents and Short-Term Investments4.01M2.82M3.10M3.41M9.42M7.94M
Total Debt833.00K2.22M2.95M2.35M0.0072.00K
Total Liabilities2.16M5.85M8.17M7.17M521.00K455.00K
Stockholders Equity11.10M10.21M12.53M13.59M21.17M8.32M
Cash Flow
Free Cash Flow615.00K348.00K-530.00K-2.83M-3.51M-2.41M
Operating Cash Flow1.12M871.00K244.00K-2.55M-3.25M-2.28M
Investing Cash Flow-2.79M-575.00K-1.20M-7.88M-2.85M-125.00K
Financing Cash Flow3.02M-616.00K634.00K4.42M7.59M10.09M

VerifyMe Technical Analysis

Technical Analysis Sentiment
Neutral
Last Price0.69
Price Trends
50DMA
0.98
Positive
100DMA
0.95
Positive
200DMA
0.89
Positive
Market Momentum
MACD
>-0.01
Positive
RSI
46.03
Neutral
STOCH
29.82
Neutral
Evaluating momentum and price trends is crucial in stock analysis to make informed investment decisions. For VRME, the sentiment is Neutral. The current price of 0.69 is below the 20-day moving average (MA) of 1.07, below the 50-day MA of 0.98, and below the 200-day MA of 0.89, indicating a neutral trend. The MACD of >-0.01 indicates Positive momentum. The RSI at 46.03 is Neutral, neither overbought nor oversold. The STOCH value of 29.82 is Neutral, not indicating any strong overbought or oversold conditions. Overall, these indicators collectively point to a Neutral sentiment for VRME.

VerifyMe Risk Analysis

VerifyMe disclosed 44 risk factors in its most recent earnings report. VerifyMe reported the most risks in the "Finance & Corporate" category.
Finance & Corporate - Financial and accounting risks. Risks related to the execution of corporate activity and strategy
Latest Risks Added 0 New Risks

VerifyMe Peers Comparison

Overall Rating
UnderperformOutperform
Sector (63)
Financial Indicators
Name
Overall Rating
Market Cap
P/E Ratio
ROE
Dividend Yield
Revenue Growth
EPS Growth
63
Neutral
$10.79B15.437.44%2.01%2.89%-14.66%
58
Neutral
$12.69M-2.59-44.14%-14.21%-20.44%
54
Neutral
$38.88M25.39
48
Neutral
$5.98M-0.61-143.60%-1.19%86.72%
44
Neutral
$12.62M-1.29-21.54%4.38%74.69%
* Industrials Sector Average
Performance Comparison
Ticker
Company Name
Price
Change
% Change
VRME
VerifyMe
0.95
-0.01
-1.05%
SPCB
SuperCom
8.42
-0.25
-2.88%
BKYI
BIO-key International
0.64
-0.33
-34.16%
IVDA
Iveda Solutions
0.30
-2.04
-87.31%
GFAI
Guardforce AI Co
0.62
-0.53
-46.09%

VerifyMe Corporate Events

Delistings and Listing ChangesRegulatory Filings and Compliance
VerifyMe Regains Nasdaq Compliance, Stabilizing Listing Status
Positive
Feb 2, 2026

On February 2, 2026, VerifyMe announced it had regained compliance with Nasdaq’s minimum bid price rule after its common stock closed at or above $1.00 per share for ten consecutive business days from January 13 to January 29, 2026. The company had previously been notified on December 12, 2025, that it was out of compliance due to its share price trading below the $1.00 threshold, but Nasdaq has now confirmed the matter is closed and VerifyMe will remain listed on the Nasdaq Capital Market under the ticker VRME, removing a key overhang for shareholders and stabilizing its market listing status.

The most recent analyst rating on (VRME) stock is a Buy with a $1.50 price target. To see the full list of analyst forecasts on VerifyMe stock, see the VRME Stock Forecast page.

Business Operations and StrategyDividendsM&A Transactions
VerifyMe Announces Transformative Merger with Open World
Positive
Jan 5, 2026

On January 2, 2026, VerifyMe entered into a letter of intent to merge its wholly owned subsidiary with Open World Ltd., in a transaction that would leave Open World as a wholly owned subsidiary of VerifyMe but with Open World shareholders controlling roughly 90% of the combined public company; the companies announced the LOI in a press release on January 5, 2026. The proposed merger, which is subject to a definitive agreement, board and shareholder approvals, regulatory clearance and other customary closing conditions, is framed as a strategic combination of VerifyMe’s precision logistics and brand protection capabilities with Open World’s blockchain-based tokenization and compliance infrastructure to build an institutional-grade platform for real-world asset tokenization and on-chain identity and provenance, while providing VerifyMe’s existing shareholders with potential upside from a special pre-closing cash dividend and exposing both investor bases to execution risk given the exclusivity terms, break-up fees and the possibility the deal may not close by the June 30, 2026 outside date.

The most recent analyst rating on (VRME) stock is a Hold with a $0.69 price target. To see the full list of analyst forecasts on VerifyMe stock, see the VRME Stock Forecast page.

Delistings and Listing ChangesRegulatory Filings and Compliance
VerifyMe Receives Nasdaq Notice Over Minimum Bid Price
Negative
Dec 18, 2025

On December 12, 2025, VerifyMe, Inc. disclosed that it had received a notice from Nasdaq stating the company no longer met the exchange’s minimum bid price requirement of $1 per share, after its stock closed below that threshold for 30 consecutive business days. The company now has until June 10, 2026, to regain compliance by maintaining a closing bid price of at least $1 for at least 10 consecutive business days, with the possibility of an additional 180-day grace period if certain other listing standards are met; while the notice has no immediate effect on trading of its shares, failure to cure the deficiency could ultimately lead to delisting, appeal proceedings, and strategic actions by management as it monitors the share price and evaluates available options.

The most recent analyst rating on (VRME) stock is a Hold with a $0.74 price target. To see the full list of analyst forecasts on VerifyMe stock, see the VRME Stock Forecast page.

Business Operations and StrategyFinancial Disclosures
VerifyMe Reports Q3 2025 Financial Results
Neutral
Nov 17, 2025

VerifyMe reported its financial results for the third quarter of 2025, showing a revenue of $5.0 million, a decrease from $5.4 million in the same quarter of 2024. Despite the revenue decline, the company achieved a gross profit increase to $2.1 million and improved its adjusted EBITDA to $0.8 million. The net loss widened to $3.4 million, primarily due to goodwill and intangible asset impairments. The company expressed optimism about future growth, highlighting a new partnership with a major parcel carrier and plans for strategic acquisitions to enhance services.

The most recent analyst rating on (VRME) stock is a Hold with a $1.00 price target. To see the full list of analyst forecasts on VerifyMe stock, see the VRME Stock Forecast page.

Glossary
BuyA stock rated as a "Buy" is expected to perform better than the overall market or a specific benchmark over the near-to-medium term. This rating suggests the stock is likely to deliver higher returns compared to other stocks in the same sector or market index. Note: This is not investment advice; please consult a financial advisor before making investment decisions.
HoldA stock rated as a "Hold" is expected to perform in line with the overall market or a specific benchmark. This rating indicates that the stock is neither particularly compelling nor unfavorable for investment. Note: This is not investment advice; please consult a financial advisor before making investment decisions.
SellA stock rated as a "Sell" is expected to perform worse than the overall market or a specific benchmark over the near-to-medium term. This rating suggests the stock may deliver lower returns compared to other stocks in the same sector or market index. Note: This is not investment advice; please consult a financial advisor before making investment decisions.

Disclaimer

This AI Analyst Stock Report is automatically generated by our AI systems using advanced algorithms and publicly available financial, technical, and market data. While the information provided aims to be accurate and insightful, it is intended for informational purposes only and should not be considered financial advice. Any content created by an AI (Artificial Intelligence) system may contain inaccuracies and/or contain errors. Investing in stocks carries inherent risks, and past performance is not indicative of future results. This report does not account for your personal financial circumstances, objectives, or risk tolerance. Always conduct your own research or consult with a qualified financial advisor before making investment decisions. The analysis and recommendations provided are based on historical and current data and may not fully reflect future market conditions or unexpected developments. Neither the creators of this report nor its affiliated entities guarantee the accuracy, completeness, or reliability of the information presented. Use this report at your own discretion and risk.Date of analysis: Feb 02, 2026