Introduction
In the accompanying analysis of financial information, we sometimes use
information derived from consolidated unaudited financial data but not presented
in our financial statements prepared in accordance with
measures and the reconciliations to their most directly comparable GAAP financial measures. Certain columns and rows within
the tables may not add due to the use of rounded numbers. Percentages presented are calculated from the underlying numbers. Discussions throughout this Management Discussion & Analysis ("MD&A") are based on continuing operations unless otherwise noted. The Management Discussion and Analysis should be read in conjunction with the unaudited consolidated condensed financial statements and notes to the unaudited consolidated condensed financial statements.
Forward-Looking Statements
This Annual Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact included in this report, including, without limitation, statements regarding our financial position, business strategy and other plans and objectives for our future operations, are forward-looking statements. These statements include declarations regarding our management's beliefs and current expectations. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "could", "intend," "consider," "expect," "plan," "anticipate," "believe," "estimate," "predict" or "continue" or the negative of such terms or other comparable terminology. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Our business has been undergoing substantial change, which has magnified such uncertainties. Readers should bear these factors in mind when considering forward-looking statements and should not place undue reliance on such statements. Forward-looking statements involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially from those suggested by such statements. In the past, actual results have differed from those suggested by forward looking statements and this may happen again. Important factors that could cause actual results to differ include, but are not limited to, the risks discussed in "Risk Factors" and the following:
· adverse effects on our business because of regulatory investigations,
litigation, cease and desist orders or settlements;
· our ability to comply with the terms of our settlements;
· increased regulatory scrutiny and media attention;
· any adverse developments in existing legal proceedings or the initiation of new
legal proceedings;
· our ability to effectively manage our regulatory and contractual compliance
obligations;
· the adequacy of our financial resources, including our sources of liquidity and
ability to sell, fund and recover advances, repay borrowings and comply with the terms of our debt agreements, including the financial and other covenants contained in them;
· our ability to interpret correctly and comply with liquidity, net worth and
other financial and other requirements of regulators as well as those set forth
in our debt and other agreements;
· our ability to invest available funds at adequate risk-adjusted returns;
· uncertainty regarding regulatory restrictions on our ability to repurchase our
own stock;
· volatility in our stock price;
· our ability to contain and reduce our operating costs;
· our ability to successfully modify delinquent loans, manage foreclosures and
sell foreclosed properties;
· uncertainty related to legislation, regulations, regulatory agency actions,
regulatory examinations, government programs and policies, industry initiatives
and evolving best servicing practices;
· the loss of the services of our senior managers and our ability to execute
effective chief executive and chief financial officer leadership transitions;
· uncertainty related to general economic and market conditions, delinquency
rates, home prices and disposition timelines on foreclosed properties;
· uncertainty related to our ability to continue to collect certain expedited
payment or convenience fees and potential liability for charging such fees;
· uncertainty related to our reserves, valuations, provisions and anticipated
realization of assets;
· uncertainty related to the ability of third-party obligors and financing
sources to fund servicing advances on a timely basis on loans serviced by us;
· uncertainty related to the ability of our technology vendors to adequately
maintain and support our systems, including our servicing systems, loan
originations and financial reporting systems;
· our ability to effectively manage our exposure to interest rate changes and
foreign exchange fluctuations;
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· our ability to meet capital requirements established by, or agreed with,
regulators or counterparties;
· our ability to protect and maintain our technology systems and our ability to
adapt such systems for future operating environments; and
· uncertainty related to the political or economic stability of
and of the foreign countries in which we have operations; and
· our ability to maintain positive relationships with our large shareholders and
obtain their support for management proposals requiring shareholder approval.
Further information on the risks specific to our business is detailed within this report, including under "Risk Factors." Forward-looking statements speak only as of the date they were made, and we disclaim any obligation to update or revise forward-looking statements whether because of new information, future events or otherwise.
COVID-19
COVID-19 has had an unprecedented impact on the travel industry and the Company.
As the virus and efforts to contain it spread around the world, demand for
Airlines, Railway and travel services have decreased significantly due to series
of state wide lock-downs and travel restrictions across
REALIGNMENT OF CONTROL
Effective
19 Table of Contents Overview
The Company is an eCommerce aggregator. An aggregator model is a form of
eCommerce whereby our website, www.tripborn.comaggregates, information on
various travel and hospitality vendors and presents them on a single platform,
to ease, facilitate, coordinate and effectuate consumer travel and hospitality
needs. The eCommerce aggregator business functions as a Last Mile Commerce and
Connectivity aggregator that delivers product and services to offline consumers
using a service agent network in
The e-Commerce aggregator businesses have been materially impacted by the
covid-19 pandemic. Future operations are expected to be radically different than
the conditions existing as of
eCommerce Aggregator operating metrics
In evaluating our eCommerce Aggregator business, we use operating metrics, including gross bookings and revenue margin. Gross bookings are a measure of the total dollar volume of transactions that we process and is used by us to measure our scale and growth. We calculate revenue margin as revenue as a percentage of gross bookings.
Quarter ended June 30 2020 2019 Gross Bookings1*$4,825,444 $15,042,550 Net revenues$43,593 $132,120
Gross Bookings Margin2* 0.90% 0.88%
1* Gross bookings represent the total retail value of transactions booked through us, generally including taxes, fees and other charges, and are generally reduced for cancellations and refunds. Gross bookings differ from the Company's net revenues, which reflect the revenue earned by the Company.
2* Gross bookings margin is defined as net revenues as a percentage of gross bookings.
The decrease in gross bookings is driven primarily by COVID-19 pandemic travel restriction and unavailability of services.
OUR STRATEGY
We believe that COVID-19 has impacted our business and our industry significantly, we continue to monitor the situation of COVID-19 pandemic and its impact on our business. Our objective is to continue to focus on reduction of cost, business re-structuring for the emerging opportunities and capture this growth through the following strategic initiatives:
· Build Technology to offer payment and digital service. We plan to build
technologies to support other value driven services to increase captive demand,
utilizing our last-mile-distribution network, by adopting new technologies, and
a deep customer focus to create stronger brand loyalty and customer engagement
experience. Our objective is to enable more users to be seamlessly connected to
our platform with the latest technology methods which include direct connects,
channel managers and direct integrations with various aggregators. We believe
that we can increase our total number of transactions as internet penetration
in
other products and digital payment services.
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· Expand our service and product portfolio to enhance cross-selling
opportunities. We believe that expanding our service and product offerings (i.e. Money transfer and Payment services) is an important means of customer acquisition as the diversity of our services and products will improve our offerings to customers, attract more customers to our platform and which allow us to cross sell higher-margin service;
· Enhance our service platforms by investing in technology. We intend to continue
to invest in technology to enhance the features of our services and alignment of our platform and technology assets with business objectives which can improve visibility into business operation and profitability, ensure transparency for optimal service delivery, reducing cost, offer new services to customers, and to create efficiency across our businesses by enabling control of every transactions; and
· Pursue selective strategic partnerships and acquisitions. In addition to
organic growth, we will pursue strategic partnerships and targeted acquisitions that complement our service offerings, strengthen or establish our presence, or to gain access to technology and building brands.
CONSOLIDATED RESULTS OF OPERATIONS
Impact of CIVID-19
The pandemic had a material adverse impact on the Company and the Company is not profitable and is undercapitalized. There are substantial doubts over the Company's ability to continue as a going concern.
Acquisition and Deconsolidation of PRAMA
The acquisition of PRAMA on
Cash Requirements and Our Credit Facility
The Company does not maintain a credit or borrowing facility. The Company is not profitable and there is substantial doubt over its ability to continue as a going concern. The cash and cash equivalents, current assets, current liabilities, loans to third parties and loans to related parties are disclosed in the consolidated balance sheets and notes to the accounts. The consolidated cash flow statement is disclosed in the financial statements.
The Company has incurred net losses from operations since inception. The net
loss for the quarter ended
Cash and cash equivalents totaled
Our ratio of current assets to current liabilities was approximately 0.35 and
0.37, respectively for both
The Company has historically incurred operating losses and experienced cash outflows from operations. The Company has also been historically reliant on loans from related parties, loans from third parties and sales of equity securities to fund operations, working capital and complete acquisitions. These trends are expected to continue for the medium term. The Company continues to raise funds from the sale of equity securities. To the extent that sales of equity securities are not sufficient, the Company expects to curtail or defer discretionary expenses and or curtail or scale back future acquisitions.
Owing to COVID-19, we may be unable to fund operations on a temporary or extended basis. We monitor the status of the capital markets and regularly evaluate the effect that changes in capital market conditions may have on our ability to survive through COVID-19.
The current focus of management is to minimize operating expenses and limit cash
outflows for the duration of the covid-19 pandemic and associated consumer
reluctance to travel and spend until vaccines and therapeutic treatments can
abate the health consequences of covid-19. We do not know the estimated duration
of the pandemic but do not expect the pandemic to end in the short and medium
term for
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We do not believe a discussion of business segment performance for the period
ended
We will require additional capital to continue to fund our operations and will look to raise funds through public and private offerings of our securities. Our future liquidity needs are largely impacted by the adverse impact of the Coronavirus pandemic on our operations together with legal and professional and sales, general and administrative expenses. There are no assurances that these steps will generate sufficient cash flow from operations or that we will be able to obtain sufficient financing necessary to support our working capital requirements. We can also give no assurance that additional capital financing will be available, or if available, will be on terms acceptable to us. If adequate working capital is not available, we may not be able to continue our operations or execute our business plan. We expect to continue meeting part of our financing and liquidity needs primarily through related and third-party borrowings and access to capital markets.
Quarter ended Quarter ended June 30, June 30, 2020 2019 Net revenues$ 43,593 $ 1,825,858 Cost of revenues and expenses (190,404 ) (2,270,134 ) Loss from operations (146,811 ) (444,276 ) Other expenses, net (17,075 ) (118,479 ) Net loss$ (163,886 ) $ (562,755 ) Net loss attributable to noncontrolling interests $ - $ (135,491 Net loss attributable to TripBorn, Inc.$ (163,886 ) $ (427,264 ) Net Revenues
Net revenues decreased by
Cost of Revenues and Other Operating Expenses
Cost of revenues and Other operating expenses decreased by
Loss from Operations
Loss from operations decreased by
The loss from operations for the period ended
22 Table of Contents Other Expenses, Net
Other expenses, net decreased by
Net Loss
Net loss decreased by
CONSOLIDATED LIQUIDITY AND CAPITAL RESOURCES
As of
Cash Flows: The following table is a summary of our Consolidated Statements of Cash Flows: Three months ended June 30, June 30, 2020 2019 Cash Provided by (Used in): Operating activities$ 124,994 $ 112,803 Investing activities$ (2,065 ) $ (558,958 ) Financing activities$ 57,417 $ 548,595
Operating Activities: Net cash provided by operations was
Investing Activities: The change in investing activities related to the deconsolidation of PRAMA business. The company have not invested in any property and equipment expenditures to conserve the case due to COVID-19 unknown impacts on the business.
Financing Activities: During the three months ended
We will require additional capital to continue to fund our operations and will look to raise funds through public and private offerings of our securities. Our liquidity needs are largely impacted by the acquisitions we complete, and our efforts to manage our sales, general and administrative funds, offset by planned growth in cash generation for operating activities and the realization of working capital improvements. There are no assurances that these steps will generate sufficient cash flow from operations or that we will be able to obtain sufficient financing necessary to support our working capital requirements. We can also give no assurance that additional capital financing will be available, or if available, will be on terms acceptable to us. If adequate working capital is not available, we may not be able to continue our operations or execute our business plan.
23 Table of Contents BUSINESS SEGMENTS
The following discussion presents an analysis of operating results of our
reportable nosiness segments: eCommerce Aggregator which is only remaining
business segment company due to deconsolidation of PRAMA business in Hospitality
segment, for the first quarter ended
eCOMMERCE AGGREGATOR RESULTS OF OPERATIONS
Quarter ended Quarter ended June 30, June 30, 2020 2019 Net revenues$ 43,593 $ 132,120 Cost of revenues and Other operating expenses (190,404 ) (372,016 ) Loss from operations (146,811 ) (239,896 ) Other expenses, net (17,075 ) (46,347 ) Net loss$ (163,886 ) $ (286,243 ) Segment net loss attributable to TripBorn Inc.$ (163,886 ) $ (286,243 ) Segment net loss attributable to noncontrolling interests $ - $ - Net Revenues
Net revenues decreased by
Cost of Revenues and Other Operating Expenses
Cost of revenues and Other operating expenses decreased by
Loss from Operations
Loss from operations decreased by
Other Expenses, net
Other expenses, net decreased by
Net Loss
Net loss decreased by
OFF BALANCE SHEET ARRANGEMENTS
The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.
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