This Quarterly Report contains forward-looking statements that are subject to a number of risks and uncertainties, many of which are beyond our control, which may include statements about our:





       ?   business strategy;

       ?   financial strategy;

       ?   intellectual property;

       ?   production;

       ?   future operating results; and

       ?   plans, objectives, expectations and intentions contained in this report
           that are not historical.



All statements, other than statements of historical fact included in this report, regarding our strategy, intellectual property, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this report, the words "could," "believe," "anticipate," "intend," "estimate," "expect," "project" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. All forward-looking statements speak only as of the date of this report. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, intentions and expectations reflected in or suggested by the forward-looking statements we make in this report are reasonable, we can give no assurance that these plans, intentions or expectations will be achieved. These statements may be found under "Management's Discussion and Analysis of Financial Condition and Results of Operations," as well as in this report generally. Actual events or results may differ materially from those discussed in forward-looking statements as a result of various factors. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this filing will in fact occur.





Organizational History


Creations, Inc. was incorporated in May 2019. On July 1, 2019, Creations, Inc, acquired a 100% interest in Ocean Yetsira Ltd. (previously called Yetsira Holdings Ltd. (until April 28, 2021)) (hereinafter: "Ocean Yetsira"), through a share swap agreement. Ocean Yetsira is an Israeli Corporation incorporated in December 2017 which in turn owns 100% of Yetsira Investment House ("Yetsira"), which was incorporated in November 2016.





- 17 -






On August 19, 2020, the Company purchased 7.5% of the outstanding and issued shares of Ocean Partners Y.O.D.M Ltd., an Israeli corporation ("Ocean") for total cash consideration of approximately $87,000. On September 7, 2020, the Company entered into a share exchange agreement by and among Yetsira, Ocean, and certain shareholders of Ocean, pursuant to which the Company acquired the remaining 92.5% of the capital stock of Ocean in exchange for an aggregate of 1,254,498 shares of common stock of the Company, $0.001 par value, and 1,254,498 warrants to purchase shares of common stock of the Company (the "Warrants") issued to the certain Ocean shareholders by the Company. The Warrants are convertible into shares of our common stock over a period of three-years at an exercise price of $1.00 per share. The Company completed the acquisition on September 28, 2020.

Following the acquisition of Ocean, all the investment management business of the group is managed through Ocean.

The acquisition implements the Company's vision of becoming a leading investment company in Israel and delivering high quality asset management and value to its clients and shareholders. By combining the two businesses, Yetsira and Ocean, the Company will be able to expand its variety of mutual funds and more than double its AUM. Moreover, Ocean has a large base of private clients with a high degree of customer loyalty which can be used as a platform to grow the Company's privet client's portfolio management business. Furthermore, the acquisition is intended to diversify the experience, skills, and abilities of the Company's investment managers team, including marketing expertise that can be used to advance the Company forward.

The company continue to focus on its mutual fund management business, while increasing our number of managed funds and private portfolio which resulted in accelerated growth of our AUM. Part of our growth depends on the strength of our brand, which the Company intends to continue to strengthen by increasing our exposure to the general public, especially through investment advisors in the commercial banks, and by other public relations activities and advertising.

The board of directors examines from time to time expanding the companies areas of activities by locating synergistic opportunities for our existing areas of activity and establishing additional parallel investment opportunities. In addition, we may pursue the acquisition of other unrelated businesses in the financial sector.

Through our wholly owned subsidiary, Ocean, we operate as a portfolio manager. Ocean is licensed by the Israel Securities Authority ("ISA"). Ocean currently offers and manages ten mutual funds branded as Ocean-Yetsira funds, and 87 private clients' portfolios with approximately $266M in assets, currently under management ("AUM").

We generate revenue primarily from management fees paid by our unitholders or clients, which fees are based upon a certain percentage of their assets under management. Our expenses are mainly comprised of payments for distribution commissions to banks, third-party platform user fees, salaries, employees and third parties commissions and expenses, and ISA and the Israeli Stock Exchange fees. We conduct our business exclusively through Ocean Yetsira and exercise effective control over the operations of Ocean and Yetsira pursuant to a series of contractual arrangements, under which we are entitled to receive substantially all of its economic benefits.

On May 2021 the name of Yetsira Holding ltd. was changed to Ocean Yetsira Ltd in accordance with our brand name.

Recently Issued Accounting Pronouncements

Management reviewed currently issued pronouncements during the three months ended September 30, 2021, and does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.





- 18 -






Results of Operations for the nine Months Ended September 2021 compared to nine month Ended September 30, 2020 (In Thousands)





Revenue


For the nine months ended September 30, 2021, and 2020, the Company generated revenues in the amount of $1,455 and $252 respectively. The revenue growth attributable to AUM growth due to organic growth and Ocean acquisition in the last quarter of 2020 that added $95.3M to the company AUM, which led to an increase in investment management fees.

Assets Under Management and Investment Performance





The following table reflects the changes in our AUM for the nine Months ended
September 30, 2021, and 2020.



(In millions)



                                             For the nine            For the nine
                                             months ended            months ended
                                          September 30, 2021      September 30, 2020
Beginning Balance                        $             174.49     $             63.20
Gross inflows / outflows, net                           62.77                   (6.37 )
Market appreciation (depreciation) (1)                  28.44                   (2.19 )

End Balance                              $             265.70     $             54.64




    (1) Market appreciation (depreciation) includes investment gains (losses) on
        assets under management, the impact of foreign exchange rates and net
        reinvested dividends.



Our total AUM increased by $91.21 million during the nine months ended June 30, 2021, from $174.49 million as of January 1, 2021, to $265.70 million as of September 30, 2021, or a 52.27% increase on our total AUM. The increase was a result of net AUM inflows of $62.77 million and market appreciation of $28.43 million.





Cost of Revenues



For the nine months ended September 30, 2021, and 2020, cost of revenues was $849 and $282 respectively. The increase in these expenses was mainly attributable to an increase in the number of managed funds and increase in the AUM.





Marketing Expenses



For the nine months ended September 30, 2021, our marketing expenses were $159, compared to $7, respectively. The Increase in these expenses was mainly attributable to increase in sales employees and marketing activities.

General and Administrative Expenses

For the nine months ended September 30, 2021, our general and administrative expenses were $611, compared to $581 for the period ended September 30, 2020, an approximate 5.16% increase. The increase in these expenses was mainly attributed to service and professional fees, payments to the management and employees as shown in the table below.





- 19 -






The following table provides a year-over-year breakout of the material components of our general and administrative expenses:





                                           For nine                 For nine
                                         months ended             months ended
                                      September 30, 2021       September 30, 2020
                                        (in thousands)           (in thousands)
Components of G&A Expenses:          $                        $
Wages                                                  51                       62
Travel and vehicle expenses                            11                       18
Communication and office expenses                      62                       21
Services and professional fees (1)                    365                      348
One off expense (2)                                    29                       65
Office rent                                            44                       35
Insurance Fees                                         39                       21
Other expenses                                         10                       11

Total G&A expenses                   $                611     $                581



(1) The increase in services and professional fees is primarily due to the following event:

On September 28, 2020, the share swap agreement between Ocean and Creations was consummated and contributed to an increase in professional services, management fees, wages, and other expenses.

(2) Nine months ended September 30, 2020, include one-off expenses of $29 due to a VAT assessment. Nine months ended September 30, 2020, include one-off expenses of $65 thousand for services fee for the S1 process.





Net Loss


The Company realized a net loss of $149 for the nine months ended September 30, 2021, compared to a net loss of $546 for the nine months ended September 30, 2020. The decrease in net loss, attributed to the increase in revenue.

After taking into account foreign currency translation adjustments, which resulted in other comprehensive expense of $4 and income of $13 for the nine months ended September 30, 2021, and 2020, respectively, the Company realized a net loss after other comprehensive expenses of $153 and $533 for the nine months ended September 31, 2021, and 2020, respectively.

Liquidity and capital resources

As of September 30, 2021, the Company had cash in the amount of $452 compared to cash in the amount of $625 as of December 31, 2020.

Stockholders' equity as of September 30, 2021, was $1,466, as compared to stockholders' equity of $1,619 as of December 31, 2020.

The Company's accumulated deficit was $1,798 and $1,649 on September 30, 2021, and December 31, 2020, respectively.

Liquidity and capital resources

The Company's operating activities resulted in net cash used of $72 for the nine months ended September 30, 2021, compared to net cash used of $539 for the nine months ended September 30, 2020. The decrease in net cash used was mainly attributable to an increase of our AUM and revenue.





- 20 -






The Company's investing activities used net cash of $101 for the nine months ended September 30, 2021, compared to $12 investing activities used for the nine months ended September 30, 2020.

Off- Balance Sheet Arrangements

The Company currently does not have any off-balance sheet arrangements.

© Edgar Online, source Glimpses