Note 11 Commitments, Contingencies, and Concentrations

 

Tax Assessment

 

During the second quarter of 2024, the Israeli Tax Authority has issued a Value Added Tax (VAT) assessment to the Company, in the amount of ILS 8.4 million (approximately $2.6 million), pertaining to claims of VAT between the years 2019 to 2023.

 

On August 6, 2025, the Company received the decision of the Israeli Tax Authority regarding the Company's appeal of the VAT assessment. The appeal was rejected, based on the same reasoning outlined in the original assessment issued to the Company. The Company deferred the assessment and with the assistance of its legal counsel appealed on this decision to the court on January 18, 2026.

 

The Company believes that the liability for the assessment is not probable, and given the stage of this matter, the Company is currently unable to predict the likely outcome or estimate the potential financial impact, if any, of this matter.

 

Litigation

 

The Company is subject to various legal proceedings that constitute ordinary, routine litigation incidental to its business. The Company is of the opinion that the disposition of these proceedings will not have a material adverse effect on its business or its financial condition, results of operations, and cash flows.

 

Executive Employment Agreements

 

The Company has employment agreements with its executive officers which outline base salary, incentive compensation, and equity-based compensation. The employment agreements with the Company's executive officers also provide for incremental compensation in the event of termination without cause or resignation for good reason.

 

Sources of Supplies

 

Although most materials incorporated in the Company’s products are available from a number of sources, certain materials are available only from a relatively limited number of suppliers.

 

Some of the most highly specialized materials for the Company’s sensors are sourced from a single vendor. The Company maintains a safety stock inventory of certain critical materials at its facilities.

 

Certain metals used in the manufacture of the Company’s products are traded on active markets, and can be subject to significant price volatility.

 

Note 11 Commitments, Contingencies, and Concentrations (continued)

 

Market Concentrations

 

No single customer comprises greater than 10% of net revenues.

 

The vast majority of the Company’s products are used in the broad industrial market, with selected uses in military and aerospace, medical, agriculture, and construction. Within the broad industrial segment, the Company’s products serve wide applications in the waste management, bulk hauling, logging, scale manufacturing, engineering systems, pharmaceutical, oil, chemical, steel, paper, and food industries.

 

Credit Risk Concentrations

 

Financial instruments with potential credit risk consist principally of cash and cash equivalents, accounts receivable, and notes receivable. The Company maintains cash and cash equivalents with various major financial institutions. Concentrations of credit risk with respect to receivables are generally limited due to the Company’s large number of customers and their dispersion across many countries and industries. At December 31, 2025 and 2024, the Company had no significant concentrations of credit risk.

 

Geographic Concentrations

 

At December 31, 2025 and 2024, a significant percentage of the Company’s cash and cash equivalents are held outside the United States. See the following table for the percentage of cash and cash equivalents by region of subsidiary, at December 31, 2025 and December 31, 2024:

 

  

December 31,

 
  

2025

  

2024

 

Asia

  22%  21%

United States

  9%  6%

Israel

  31%  56%

Europe

  30%  14%

Canada

  8%  3%

Total

  100%  100%

 

Historical Timeline

Fiscal YearFiled
2025Feb 27, 2026Showing above
2024Feb 25, 2025
2023Feb 29, 2024
2022Mar 1, 2023
2021Mar 4, 2022
2020Mar 11, 2021
2019Mar 11, 2020
2018Mar 14, 2019
2017Mar 15, 2018
2016Mar 16, 2017
2015Mar 9, 2016

About Commitments Disclosures

Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.

Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.