Item 2. Management’s Discussion and Analysis
Item 2. Management’s Discussion and Analysis
of Financial Condition and Results of Operations.
This quarterly report on Form 10-Q and other
reports filed by the Company from time to time with the SEC (collectively the “Filings”) contain or may contain forward-looking
statements and information that are based upon beliefs of, and information currently available to, Company’s management as well
as estimates and assumptions made by Company’s management. Readers are cautioned not to place undue reliance on these forward-looking
statements, which are only predictions and speak only as of the date hereof. When used in the filings, the words “may”, “will”,
“should”, “would”, “anticipate”, “believe”, “estimate”, “expect”,
“future”, “intend”, “plan”, or the negative of these terms and similar expressions as they relate
to Company or Company’s management identify forward-looking statements. Such statements reflect the current view of Company with
respect to future events and are subject to risks, uncertainties, assumptions, and other factors (including the statements in the section
“results of operations” below), and any businesses that Company may acquire. Should one or more of these risks or uncertainties
materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed,
estimated, expected, intended, or planned. Factors that might cause or contribute to such a discrepancy include, but are not limited to,
those listed under the heading “Risk Factors” and those listed in our Annual Report on Form 10-K for the year ended December
31, 2024 (the “2024 Form 10-K”) and in this Form 10-Q. The following discussion should be read in conjunction with our Financial
Statements and related Notes thereto included elsewhere in this report and in our 2024 Form 10-K.
Although the Company believes the expectations
reflected in the forward-looking statements are based on reasonable assumptions, the Company cannot guarantee future results, levels of
activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, the Company
does not intend to update any of the forward-looking statements to conform these statements to actual results. Readers are urged to carefully
review and consider the various disclosures made throughout the entirety of this report, which attempts to advise interested parties of
the risks and factors that may affect our business, financial condition, results of operations, and prospects.
Overview of Our Business
Future FinTech is a holding company incorporated under the laws of
the State of Florida and it is not a Chinese operating company. As a holding company with no material operations of our own, we conduct
a substantial majority of our operations through our subsidiaries and this structure involves unique risks to investors. The Company historically
engaged in the production and sale of fruit juice concentrates (including fruit purees and fruit juices), fruit beverages (including fruit
juice beverages and fruit cider beverages) in People’s Republic of China. Due to drastically increased production costs and tightened
environmental laws in China, the Company had transformed its business from fruit juice manufacturing and distribution to supply chain
financing services and trading in China, asset management business in Hong Kong and cross-border money transfer service in UK. The Company
also expanded into brokerage and investment banking business in Hong Kong and cryptocurrency mining farm in the U.S. The Company
had a contractual arrangements with a VIE E-Commerce Tianjin in China, which has generated minimal revenue and business since 2021 due
to the negative impact caused by COVID-19. The Company started the process to close it down in November 2023 and completed deregistration
and dissolution of the VIE with local authority on March 7, 2024. Due to worsened investment market sentiment in Hong Kong, the Company
sold its ownership in Nice Talent Asset Management Limited (“NTAM”) to a third party for HK$2.4 million (approximately $300,000)
in November 2024 and is no longer in asset management business in Hong Kong. On December 6, 2024, the Company agreed to sell all issued
and outstanding shares of FTFT SuperComputing Inc. a wholly owned subsidiary of the Company (“FTFT SuperComputing”) to DDMM
Capital LLC (the “Buyer”) for a purchase price that equals to: (i) the assumption of the obligations of FTFT SuperComputing
totaling $973,072.24 and (ii)$1,000,000, which was paid to an account at Olshan Frome Wolosky LLP to satisfy, in part, the right of payment
held by FT Global Capital, Inc. arising from the judgment entered in favor of FT Global and against the Company registered in the Southern
District of New York and all matters pertaining to such litigation. The closing of the transactions contemplated by the Agreement took
place on December 9, 2024. On December 18, 2024, the Company sold all of its interest and ownership of Future Fintech Digital Capital
Management LLC, FTFT UK Limited, DigiPay FinTech Limited, GlobalKey SharedMall Limited, Future Fintech Labs Inc., and Future Fintech Digital
Number One GP, LLC (USA) to Alec Orudjiev, the general counsel of FT Global for $25,000 through the court ordered auction by the United
States Marshal for the Southern District of New York. Currently, the main business of the Company is supply-chain financing services and
trading in China.
27
There are legal and operational risks
associated with being based in and having a substantial majority of operations in China and Hong Kong. These risks could result in a
material change in our operations and/or the value of our common stock or could significantly limit or completely hinder our ability
to offer or continue to offer securities to investors and cause the value of our shares to significantly decline or be worthless. In
the past few years, the PRC government initiated a series of regulatory actions and statements to regulate business operations in
China with little advance notice, including cracking down on illegal activities in the securities market, enhancing supervision over
China-based companies listed overseas using variable interest entity structure, adopting new measures to extend the scope of
cybersecurity reviews, and expanding the efforts in anti-monopoly enforcement. On July 6, 2021, the General Office of the Communist
Party of China Central Committee and the General Office of the State Council jointly issued an announcement to crack down on illegal
activities in the securities market and promote the high-quality development of the capital market, which, among other things,
requires the relevant governmental authorities to strengthen cross-border oversight of law-enforcement and judicial cooperation, to
enhance supervision over China-based companies listed overseas, and to establish and improve the system of extraterritorial
application of the PRC securities laws. On February 15, 2022, Cybersecurity Review Measures published by Cyberspace Administration
of China or the CAC, National Development and Reform Commission, Ministry of Industry and Information Technology, Ministry of Public
Security, Ministry of State Security, Ministry of Finance, Ministry of Commerce, People’s Bank of China, State Administration
of Radio and Television, China Securities Regulatory Commission (“CSRC”), State Secrecy Administration and State
Cryptography Administration became effective, which provides that, Critical Information Infrastructure Operators
(“CIIOs”) that intend to purchase internet products and services and Online Platform Operators engaging in data
processing activities that affect or may affect national security shall be subject to the cybersecurity review by the Cybersecurity
Review Office. On July 7, 2022, CAC promulgated the Measures for the Security Assessment of Data Cross-border Transfer, effective on
September 1, 2022, which requires the data processors to apply for data cross-border security assessment coordinated by the CAC
under the following circumstances: (i) any data processor transfers important data to overseas; (ii) any critical information
infrastructure operator or data processor who processes personal information of over 1 million people provides personal information
to overseas; (iii) any data processor who provides personal information to overseas and has already provided personal information of
more than 100,000 people or sensitive personal information of more than 10,000 people to overseas since January 1st of the
previous year; and (iv) other circumstances under which the data cross-border transfer security assessment is required as prescribed
by the CAC. On February 17, 2023, the CSRC released New Overseas Listing Rules with five interpretive guidelines, which took effect
on March 31, 2023. The New Overseas Listing Rules require Chinese domestic enterprises to complete filings with CSRC and report
related information under certain circumstances, such as: a) an issuer making an application for initial public offering and listing
in an overseas market; b) an issuer making an overseas securities offering after having been listed on an overseas market; c) a
domestic company seeking an overseas direct or indirect listing of its assets through single or multiple acquisition(s), share swap,
transfer of shares or other means. According to the Notice on Arrangements for Overseas Securities Offering and Listing by Domestic
Enterprises, published by the CSRC on February 17, 2023, a company that (i) has already completed overseas listing or (ii) has
already obtained the approval for the offering or listing from overseas securities regulators or exchanges but has not completed
such offering or listing before effective date of the new rules and also completes the offering or listing before September 30, 2023
are considered as an existing listed company and is not required to make any filing until it conducts a new offering in the future.
Furthermore, upon the occurrence of any of the material events specified below after an issuer has completed its offering and listed
its securities on an overseas stock exchange, the issuer shall submit a report thereof to the CSRC within 3 business days after the
occurrence and public disclosure of the event: (i) change of control; (ii) investigations or sanctions imposed by overseas
securities regulatory agencies or other competent authorities; (iii) change of listing status or transfer of listing segment; or
(iv) voluntary or mandatory delisting. The New Overseas Listing Rules stipulate the legal consequences to the companies for
breaches, including failure to fulfill filing obligations or filing documents having false statement or misleading information or
material omissions, which may result in a fine ranging from RMB1 million to RMB10 million, and in cases of severe violations, the
relevant responsible persons may also be barred from entering the securities market. On February 24, 2023, the CSRC, the
Ministry of Finance, the National Administration of State Secretes Protection and the National Archives Administration released the
Provisions on Strengthening the Confidentiality and Archives Administration Related to the Overseas Securities Offering and Listing
by Domestic Companies, or the Confidentiality and Archives Administration Provisions, which took effect on March 31, 2023. PRC
domestic enterprises seeking to offer securities and list in overseas markets, either directly or indirectly, shall establish and
improve the system of confidentiality and archives work, and shall complete approval and filing procedures with competent
authorities, if such PRC domestic enterprises or their overseas listing entities provide or publicly disclose documents or materials
involving state secrets and work secrets of state organs to relevant securities companies, securities service institutions, overseas
regulatory agencies and other entities and individuals. It further stipulates that (i) providing or publicly disclosing documents
and materials which may adversely affect national security or public interests, and accounting records or photocopies thereof to
relevant securities companies, securities service institutions, overseas regulatory agencies and other entities and individuals
shall be subject to corresponding procedures in accordance with relevant laws and regulations; and (ii) any working papers formed in
the territory of the PRC by securities companies and securities service agencies that provide domestic enterprises with securities
services relating to overseas securities issuance and listing shall be stored in the territory of the PRC, the outbound transfer of
which shall be subject to corresponding procedures in accordance with relevant laws and regulations. As of the date of this report,
these new laws and guidelines that became effective have not impacted the Company’s ability to conduct its business, accept
foreign investment or list on a U.S. or other foreign stock exchange except for the filing requirement under New Overseas Listing
Rules. The Company is still processing the filings with CSRC for its offerings since the effective of New Overseas Listing Rules and
has not complied the filing requirements yet which would subject the Company to fines and other penalties for violation of New
Overseas Listing Rules. In addition, new rules and regulations could be adopted and there are uncertainties in the interpretation
and enforcement of existing laws and guidelines, which could materially and adversely impact our business and financial outlook and
may impact our ability to accept foreign investments or continue to list on a U.S. or other foreign stock exchange. Any change
in foreign investment regulations, and other policies in China or related enforcement actions by China government could result in a
material change in our operations and the value of our securities and could significantly limit or completely hinder our ability to
offer our securities to investors or cause the value of our securities to significantly decline or be worthless.
28
On August 6, 2021, the
Company completed acquisition of 90% of the issued and outstanding shares of Nice Talent Asset Management Limited (“NTAM”),
a Hong Kong-based asset management company, from Joy Rich Enterprises Limited (“Joy Rich”). NTAM is licensed under the Securities
and Futures Commission of Hong Kong (“SFC”) to carry out regulated activities in Type 4: Advising on Securities and Type 9:
Asset Management. In order to retain talent in view of the increased turnover in the industry in Hong Kong, top performers of NTAM who
had worked with the company for years were granted the right to subscribe for new shares of NTAM with cash. As a result, in July 2023,
19 shares of NTAM were issued to Ms. Lau Kwai Chun at a cash consideration of HK$1,786,301 and in December 2023, 11 shares of NTAM were
issued to Aspenwood Capital Partner Limited at a cash consideration of HK$1,034,174. Due to the abovementioned 30 new shares issuance,
the Company’s holding of NTAM decreased from 90% to 77.14%. In August 2024, NTAM issued additional 168 shares with HK$17,900 each
for a total of HK$3,007,200 by way of rights subscription offer to three existing shareholders of NTAM and Future Fintech (Hong Kong)
Limited did not participate in the subscription and an outsider investor purchased the shares. After the right subscription, the shareholding
percentage of NTAM by Future Fintech (Hong Kong) Limited decreased from 77.14% to 42.86%. In November 2024, the Company sold its
remaining 42.86% ownership of NTAM to a third party for HK$2.4 million and is no longer in asset management business in Hong Kong.
On April 18, 2022, the
Company and Future Fintech (Hong Kong) Limited, a wholly owned subsidiary of the Company jointly acquired 100% equity interest of KAZAN
S.A., a company incorporated in Republic of Paraguay for $288. Kazan S.A. has no operation before the acquisition. The Company tried to
develop bitcoin and other cryptocurrency mining and related service business in Paraguay. The Company has changed its name from KAZAN
S.A to FTFT Paraguay S.A. on July 28, 2022 and it was dissolved in December 2023 as the Company was not able to develop the business in
Paraguay as planned.
On February 27, 2023,
Future FinTech (Hong Kong) Limited (“Buyer”), a company incorporated in Hong Kong and a wholly owned subsidiary of Future
FinTech Group Inc. (the “Company”) entered into a Share Transfer Agreement (the “Agreement”) with Alpha Financial
Limited, a company incorporated in Hong Kong (“Seller”) and sole owner and shareholder of Alpha International Securities (Hong
Kong) Limited, a company incorporated in Hong Kong (“Alpha HK”) and Alpha Information Service (Shenzhen) Co., Ltd., a company
incorporated in China (“Alpha SZ”). Alpha HK holds Type 1 ‘Securities Trading’, Type 2 ‘Futures Contract
Trading’ and Type 4 ‘Securities Consulting’ financial licenses issued by the Hong Kong Securities and Futures Commission.
Alpha SZ provides technical support services to Alpha HK. The share transfer transaction was approved by the Securities and Futures
Commission of Hong Kong (“SFC”) in August 2023 and the acquisition was closed on November 7, 2023. The names of the two entities
were subsequently changed to ‘FTFT International Securities and Futures Limited’ and ‘FTFT Information Services (Shenzhen)
Co. Ltd.’, respectively.
On September 4, 2024,
the Company deregistered and dissolved the Tianjin Future Private Equity Fund Management Partnership, a Limited Partnership under the
laws of China.
On December 6, 2024,
the Company and FTFT SuperComputing Inc. a wholly owned subsidiary of the Company (“FTFT SuperComputing”) entered into a Stock
Purchase Agreement (the “Agreement”) with DDMM Capital LLC (the “Buyer”). Pursuant to the terms of the Agreement,
the Company sold all of the issued and outstanding shares of FTFT SuperComputing to the Buyer for a purchase price that equals to: (i)
the assumption of the obligations of FTFT SuperComputing totaling $973,072.24 and (ii)$1,000,000, which was paid to an account at Olshan
Frome Wolosky LLP to satisfy, in part, the right of payment held by FT Global Capital, Inc. arising from the judgment entered in favor
of FT Global and against the Company registered in the Southern District of New York and all matters pertaining to such litigation. The
closing of the transactions contemplated by the Agreement took place on December 9, 2024.
On December 18, 2024,
the Company sold all of its interest and ownership of Future Fintech Digital Capital Management LLC, FTFT UK Limited, DigiPay FinTech
Limited, GlobalKey SharedMall Limited, Future Fintech Labs Inc., and Future Fintech Digital Number One GP, LLC (USA) to Alec Orudjiev,
the general counsel of FT Global for $25,000 through the court ordered auction by the United States Marshal for the Southern District
of New York.
On January 26, 2023,
the Company filed with the Florida Secretary of State’s office Articles of Amendment (the “Amendment”) to amend
its Second Amended and Restated Articles of Incorporation, as amended (“Articles of Incorporation”). As a result of the Amendment,
the Company has authorized and approved a 1-for-5 reverse stock split of the Company’s authorized shares of common stock from 300,000,000
shares to 60,000,000 shares, accompanied by a corresponding decrease in the Company’s issued and outstanding shares of common stock
(the “2023 Reverse Stock Split”).
On March 27, 2025, the
Company filed with the Florida Secretary of State’s office Articles of Amendment (the “Amendment”) to amend its
Second Amended and Restated Articles of Incorporation, as amended (“Articles of Incorporation”). As a result of the Amendment,
the Company has authorized and approved a 1-for-10 reverse stock split of the Company’s authorized shares of common stock from 60,000,000
shares to 6,000,000 shares, accompanied by a corresponding decrease in the Company’s issued and outstanding shares of common stock
(“2025 Reverse Stock Split”, collectively with 2023 Reverse Stock Split as “Reverse Splits”). The common stock
will continue to be $0.001 par value. The Company rounded up the fractional shares that result from the 2025 Reverse Stock Split and no
fractional shares will be issued in connection with the 2025 Reverse Stock Split and no cash or other consideration will be paid in connection
with any fractional shares that would otherwise have resulted from the 2025 Reverse Stock Split. No changes are being made to the number
of preferred shares of the Company which remain as 10,000,000 preferred shares as authorized but not issued. The amendment to the Articles
of Incorporation of the Company took effect at 1:00pm E.T. on April 1, 2025.
29
The Company operated
a blockchain based online shopping platform, Chain Cloud Mall (“CCM”) Chain Cloud Mall through its VIE and its business was
materially and negatively affected by outbreak of COVID-19 since early 2020 because the Company was unable to implement its promotion
strategy to enroll new members through training of such members and distributors via meetings and conferences which was not possible during
the outbreak of COVID-19. CCM has generated minimal revenue and business since 2021, despite the Company transformed the member-based
business model of CCM to a sale agent based “Enterprise Communication as A Service” or eCAAS platform during the second quarter
of 2021. The Company started a process to close it down in November 2023 and completed deregistration and dissolution of the VIE with
local authority on March 7, 2024.
The Company currently has one directly controlled
subsidiary: Future FinTech (Hong Kong) Limited, a company incorporated under the laws of Hong Kong.
Supply Chain Financing Service and Trading
in China
Since the second quarter of 2021, we started coal
supply chain financing service and trading business. Since the third quarter of 2021, we started aluminum ingots supply chain financing
service and trading business. Since the first quarter of 2023, we started sand and steel supply chain financing service and trading business.
Our supply chain finance business mainly serves
the receivables and payables of industrial customers, obtains the creditor’s rights or commodity goods rights of large state-owned
enterprises through trade execution, provides customers with working capital, accelerates capital turnover, and then expands the business
scale and improves the industrial value.
Through our supply chain service ability and customer
resources, we can tap into low-risk assets, flexibly carry out financial services around the actual financial needs of certain industries,
and reduce the overall risk of the business by using the control of business flow, goods logistics and capital flow in the process of
commodity circulation.
We focus on bulk commodity goods such as coal,
aluminum ingots, sand and steel and take large state-owned or listed companies as the core service targets; We use our own funds as the
operation basis, actively uses a variety of channels and products for financing, such as banks, commercial factoring companies, accounts
receivable, asset-backed securities, and other innovative financing methods to obtain sufficient funds.
We sign purchase and sale agreements with suppliers
and buyers. The suppliers are responsible for the supply and transportation of goods to the end users’ designated freight yard or
transfer the title to us in certain warehouses. We also provide trading service as we don’t take control over the ownership of the
goods but receive agent service fee for the transaction. For the sale of goods where we obtain control of the goods before transferring
it to the customer, we recognize revenue based on the gross revenue amount billed to customers as sales of goods. We consider multiple
factors when determining whether we obtain control of the goods, including evaluating if we can establish the price of the goods, retain
inventory risk for tangible goods or have the responsibility for ensuring acceptability of the goods. We recognize net revenue as agent
services for the sales of coals, aluminum ingots, and steel when no control obtained throughout the transactions. We select the customers
and suppliers that have good credit and reputation.
FTFT International Securities and Futures Limited,
a company we acquired in November 2023, provides brokerage and investment banking services in Hong Kong. FTFT International Securities
and Futures Limited holds Type 1 “Securities Trading”, Type 2 “Futures Contract Trading” and Type 4 “Securities
Consulting” financial licenses issued by the Hong Kong Securities and Futures Commission.
30
Results of Operations
Comparison of Three Months ended March 31,
2025 and 2024:
Revenue
The following table presents our consolidated
revenues for the three months ended March 31, 2025 and 2024, respectively:
Three months ended
March 31,
Change
2025
2024
Amount
%
Supply Chain Financing/Trading
477,792
441,764
36,028
8.16 %
Others
75,185
237,425
(162,240 )
(68.33 )%
Total
$ 552,977
$ 679,189
$ (126,212 )
(18.58 )%
The decrease in revenue for the three months ended
March 31, 2025 was primarily due to less revenue from others, mainly due to the decreased debt recovery consulting service fee as well
as U.S. dollar bond service income of approximately $0.16 million.
Supply chain financing/trading increased $36,028
from $0.44 million for the three months ended March 31, 2024 to $0.48 million for the same period of 2025. It was due to the Company sold
more bulk goods with ownership than as an agent which counted the total sales as our revenue instead of agent fees.
Other revenues decreased from $0.24 million for
the three months ended March 31, 2024 to $0.08 million for the same period of 2025, mainly due to the decreased debt recovery consulting
service fee as well as U.S. dollar bond service income of approximately $0.16 million.
31
Gross Profit and Margin
The following table presents the consolidated
gross profit of each of our main products and services and the consolidated gross profit margin, which is gross profit as a percentage
of the related revenues, for the three months ended March 31, 2025 and 2024, respectively:
Three months ended March 31,
2025
2024
Gross
profit
Gross
margin
Gross
profit
Gross
margin
Supply Chain Financing/Trading
10,199
12.97
%
44,073
16.02
%
Others
68,419
87.03
%
231,021
83.98
%
Total
$
78,618
100.00
%
$
275,094
100.00
%
Overall gross profit decreased to $0.08 million for three months ended
March 31, 2025 from $0.28 million for the same period of 2024. The decrease is mainly due to the decrease of gross profits from others
which is in line with the decrease of revenues during the first quarter of 2025. Overall gross margin as a percentage of revenue was 14.22%
for the three months ended March 31, 2025, a decrease of 26.29% from 40.50% for the same period of last fiscal year, mainly due to decrease
in profit margin for debt recovery consulting service fee as well as U.S. dollar bond service.
Operating Expenses
The following table presents our consolidated
operating expenses and operating expenses as a percentage of revenue for the three months ended March 31, 2025 and 2024, respectively: (in
thousands)
First quarter of 2025
First quarter of 2024
Amount
% of
revenue
Amount
% of
revenue
General and administrative
$ 1,579
177.22 %
$ 1,191
175.41 %
Stock compensation expense
1,085
121.77 %
-
%
Selling expenses
192
21.55 %
267
39.32 %
Bad debt provision
28,369
3183.95 %
719
105.89 %
Total operating expenses
$ 31,225
3504.49 %
$ 2,177
320.62 %
General and administrative expenses increased
by $0.39 million, or 32.63%, to $1.58 million for the three months ended March 31, 2025 from $1.19 million for the same period of last
fiscal year. The increase in general and administrative expenses was mainly due to increased consulting fee during the three months ended
March 31, 2025.
Stock compensation expense was $1.09 million for the three months ended
March 31, 2025. On March 10, 2025, the Compensation Committee of the Board of Directors of the Company granted 500,000 shares of common
stock of the Company (“Shares”), par value $0.001, pursuant to the Company’s 2024 Omnibus Equity Plan, to certain officers
and employees of the Company and its subsidiaries. As the closing price of the Company stock was $2.17 on March 10, 2025, the Company
recorded an expense of $1.09 million in the third quarter of fiscal year 2024. As of the date of this report, the Shares have been issued
to the Grantees. The stock price and share numbers have been adjusted based on the one for ten reverse split effected on April 1,
2025.
Selling expenses decreased by $0.08 million during
the three months ended March 31, 2025, compared to the same period of last fiscal year. The decrease in selling expenses was mainly due
to decreased employee bonuses.
Bad debt provision increased by $27.65 million
during the three months ended March 31, 2025, compared to the same period of last fiscal year. The increase was due to provision for bad
debts on related party receivables in connection with the disposal of a subsidiary in 2025.
Other Income (Expense), Net
Other expenses, net, decreased by $1.64 million to positive $0.20 million
for the three months ended March 31, 2025 from $1.44 million in the same period of the last fiscal year, primarily due to higher legal
fees of litigation with FT Global in the same period of 2024.
32
Income Tax
Tax provision was nil for the three months ended
March 31, 2025, primarily due to decreased revenue.
Net loss from continue operation
Net loss from continue operation increased by $27.60 million from $3.34
million for the three months ended March 31, 2024 to $30.95 million for the same period of 2025 mainly due to the increase in operating
expenses, as discussed above.
Gain on disposal of discontinued operations
Gain on disposal of discontinued operation was $28.24 million for the
three months ended March 31, 2025, which was related to the transfer of FTFT UK LIMITED, FTFT Finance UK Limited, Future Fintech Digital
Number One US, LP, Future Fintech Digital Number One Offshore, LLC(Cayman), Future Fintech Digital Number One GP,LLC (USA), FTFT Digital
Number One, Ltd.(Cayman), Future FinTech Labs Inc, Future Fintech Digital Capital, FTFT CAPITAL INVESTMENTS, DigiPay FinTech Limited,
DCON DigiPay Limited-JPN and Global Key Shared Mall Ltd.
Loss per Share
Basic and diluted loss per share from continuing operations were $(12.65)
and $10.78 for the three months ended March 31, 2025, respectively, as compared to a loss of $(1.68) and $0.01 for the same periods of
2024, respectively. Basic and diluted income per share attributable to discontinued operations was $(12.65) and $10.76 for the three months
ended March 31, 2025, respectively. Basic and diluted earnings per share attributable to discontinued operations was $(1.68) and $0.01
for the three months ended March 31, 2024, respectively.
Liquidity and Capital Resources
As of March 31, 2025, we had cash and restricted
cash of $4.44 million, as compared to $4.77 million as of December 31, 2024.
Our working capital has historically been generated from our operating
cash flows, advances from our customers and loans from bank facilities. Our working capital was $6.50 million as of March 31, 2025, a
decrease of $1.10 million from working capital of $7.60 million as of December 31, 2024, mainly due to the decrease in current assets
and an increase in current liabilities.
Net cash used in operating activities increased
by $21.45 million to $28.84 million for the three months ended March 31, 2025 from $7.39 million for the same period of the last fiscal
year. The decrease in net cash used by operating activities was primarily due to decrease in other receivable.
Net cash provided by investing activities decreased
$0.65 million to $0.16 million for the three months ended March 31, 2025 from $0.80 million for the same period of the last fiscal year.
It was due to decrease in payment for short term investment.
Net cash provided by financing activities for
the three months ended March 31, 2025 was $6,093 representing an increase of $2.47 million, as compared to cash used in financing activities
of $2.47 million during the three months ended March 31, 2024. The increase in cash provided by financing activities was mainly due to
proceeds from the issuance of common stock from a private placement, net of issuance costs in first quarter 2024.
Off-balance sheet arrangements
As of March 31, 2025, we did not have any off-balance
sheet arrangements.
33
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Not applicable.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.