Zerify Inc (ZRFY)

[WBCTrader]

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We financed our operations during the six months ended June 30, 2017 primarily through the net settlement of patent remediation litigation which was settled in
January 2016, the sale of shares of Series B Preferred stock in January 2017, and through the issuance of debt in the aggregate amount of $200,000

Our net loss for the three months ended June 30, 2017 was $680,255 compared to $272,254 for the three months ended June 30, 2016, an increase of $408,001, or
150%. The increase was primarily due to the decrease in revenues, an increase in private placement costs, an increase in tax expense, and a decrease in forgiveness
of debt, offset by a decrease in interest expense.

We have yet to establish any history of profitable operations. For the six months ended June 30, 2017, we incurred a loss from operations of $1,571,657 and used
cash in operating activities of $887,544, and at June 30, 2017, we had a stockholders’ deficit of $9,685,573.

No assurance can be given that any future
financing will be available or, if available, that it will be on terms that are satisfactory to us. Even if we are able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stock holders, in the case of equity financing.