BLUEONE CARD, INC. The following discussion and analysis of our financial condition and results of operations should be read together with our financial statements and the related notes and other financial information included elsewhere in this Annual Report. Some of the information contained in this discussion and analysis or set forth elsewhere in this Annual Report, including information with respect to our plans and strategy for our business, includes forward-looking statements that involve risks and uncertainties. See "Cautionary Note Regarding Forward-Looking Statements."
Cautionary Note Concerning Factors That May Affect Future Results
This Annual Report, including "Management's Discussion and Analysis of Financial
Condition and Results of Operations" contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. The Company
may also make forward-looking statements in other reports filed with the
Forward-looking statements relate to future events and typically address the Company's expected future business and financial performance. Words such as "plan," "expect," "aim," "believe," "project," "target," "anticipate," "intend," "estimate," "should," "could," "forecast" and other words and terms of similar meaning, typically identify such forward-looking statements. In particular, these include, among others, statements relating to:
? the Company's strategy for growth, future revenues, earnings, cash flow, uses
of cash and other measures of financial performance, and market position,
? worldwide economic, political, and capital markets conditions, such as
interest rates, foreign currency exchange rates, financial conditions of our
suppliers and customers, and natural and other disasters or climate change
affecting the operations of the Company or our suppliers and customers,
? new business opportunities, product development, and future performance or
results of current or anticipated products,
? the scope, nature or impact of acquisition, strategic alliance and divestiture
activities,
? the outcome of contingencies, such as legal and regulatory proceedings,
? future levels of indebtedness, common stock repurchases and capital spending,
? future availability of and access to credit markets,
? pension and postretirement obligation assumptions and future contributions,
? asset impairments,
? tax liabilities,
? information technology security, and
? the effects of changes in tax (including the newly enacted Tax Cuts and Jobs
Act), environmental and other laws and regulations in the United States and
other countries in which we operate.
27
Overview
Through our relationship with the Program Manager, we will earn our revenues mostly through sale of debit cards and commissions derived from monthly fees charged to customers to the Program Manager provided by us for the issued general purpose reloadable prepaid card, reloading fees, ATM withdrawal fees, and card to card money transaction fees. We will be acting as an independent sales representative of the Program Manager and we will not receive revenue from customer contracts, which will be executed with the Program Manager.
To date, we have generated minimal revenues from our planned business and our business is in a development stage. The Program Manager's platform is functional and only nominal revenues have been derived therefrom.
We are currently headquartered in
Background
On
Critical Accounting Policies
This "Management's Discussion and Analysis of Financial Condition and Results of
Operations" section is based upon our consolidated financial statements, which
have been prepared in accordance with accounting principles generally accepted
in
28 Use of Estimates
Financial statements prepared in accordance with accounting principles generally
accepted in the
Revenue Recognition
We recognize revenue in accordance with Accounting Standard Update ("ASU") No.
2014-09. This standard provides authoritative guidance clarifying the principles
for recognizing revenue and developing a common revenue standard for
Under this guidance, revenue is recognized when control of promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We review our sales transactions to identify contractual rights, performance obligations, and transaction prices, including the allocation of prices to separate performance obligations, if applicable. Revenue and costs of sales are recognized once products are delivered to the customer's control and performance obligations are satisfied.
Recent Accounting Pronouncements
See Note 1 of Notes to Financial Statements contained in this Annual Report for management's discussion of recent accounting pronouncements.
Results of Operations for the year ended
Revenue and Cost of Sales
We recorded
Operating Expenses
Operating expenses included legal, accounting and professional fees, all costs
associated with marketing, rent and other expenses. We incurred operating
expenses of
29 Other Income (Expense)
Our other income and expenses include interest expense relating to the finance
arrangement on purchase of Company vehicle. We incurred interest expense of
Net Losses
We incurred a net loss of
Liquidity and Capital Resources
Liquidity and Capital Resources for the year ended
March 31, 2022 March 31, 2021
Summary of Cash Flows:
Net cash used in operating activities
(13,500 ) (19,500 )
Net cash provided by financing activities 166,788 670,179
Net increase in cash and cash equivalents (299,184 ) 340,502
Beginning cash and cash equivalents 340,502 -
Ending cash and cash equivalents $ 41,318 $ 340,502 To the extent that we raise additional capital through the sale of equity or convertible debt securities, the issuance of such securities may result in dilution to existing stockholders. If additional funds are raised through the issuance of debt securities, these securities may have rights, preferences and privileges senior to holders of common stock and the terms of such debt could impose restrictions on our operations. Regardless of whether our cash assets prove to be inadequate to meet our operational needs, we may seek to compensate providers of services by issuance of stock in lieu of cash, which may also result in dilution to existing shareholders. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses, fail to collect significant amounts owed to us, or experience unexpected cash requirements that would force us to seek alternative financing.
No assurance can be given that sources of financing will be available to us and/or that demand for our equity/debt instruments will be sufficient to meet our capital needs, or that financing will be available on terms favorable to us. If funding is insufficient at any time in the future, we may not be able to take advantage of business opportunities or respond to competitive pressures or may be required to reduce the scope of our planned service development and marketing efforts, any of which could have a negative impact on our business and operating results. In addition, insufficient funding may have a material adverse effect on our financial condition, which could require us to:
? Curtail our operations significantly, or
? Seek arrangements with strategic partners or other parties that may require us
to relinquish significant rights to technology platform and correlated
services, or
? Explore other strategic alternatives including a merger or sale of our
Company.
Operating Activities
Net cash used in operations of
30 Investing Activities
Net cash used in investing activities for the year ended
Financing Activities
Net cash provided by financing activities for the year ended
Future Capital Requirements
Our current available cash and cash equivalents are insufficient to satisfy our
liquidity requirements. Our capital requirements for the fiscal year ending
Our plans to finance our operations include seeking equity and debt financing, alliances or other partnership agreements, or other business transactions, that would generate sufficient resources to ensure continuation of our operations.
The sale of additional equity or debt securities may result in additional dilution to our shareholders. If we raise additional funds through the issuance of debt securities or preferred stock, these securities could have rights senior to those of our common stock and could contain covenants that would restrict our operations. Any such required additional capital may not be available on reasonable terms, if at all. If we were unable to obtain additional financing, we may be required to reduce the scope of, delay or eliminate some or all of our planned activities and limit our operations which could have a material adverse effect on our business, financial condition and results of operations.
Inflation
The amounts presented in our financial statements do not provide for the effect of inflation on our operations or financial position. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.
Going Concern
The accompanying financial statements have been prepared on a going concern
basis. For the year ended
31
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements.
Contingencies
Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. Our management, in consultation with its legal counsel as appropriate, assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against us or unasserted claims that may result in such proceedings, we, in consultation with legal counsel, evaluates the perceived merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in our financial statements. If the assessment indicates a potentially material loss contingency is not probable, but is reasonably possible, or is probable, but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed.
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