Our audited and unaudited financial statements are stated in United States Dollars and are prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP").





Overview



We conduct our operations through our two consolidated subsidiaries, Hainan
Cangbao Tianxia Cultural Relic Co., Ltd. ("Hainan Cangbao") and Cangbao Tianxia
(Shanghai) Cultural Relic Co.,Ltd.("Shanghai Cangbao"). These two subsidiaries
were incorporated on May 30, 2018 and June 28, 2019 respectively, in PRC, as
domestic Chinese limited liability corporations.



We commenced our operations in March 2019, and we intend to make a cultural
service platform dedicated to creating industry standards for art investment and
creating a model of online art exchanges and transactions, which allows
collectors, artists, art dealers and owners to access a much larger art trading
market, allowing them to engage with a wide range of collectibles or artwork
investors.



Currently we facilitate trading by individual customers of all kinds of
collectibles, artworks and commodities on our online platforms, which create two
source of income: (1) membership fee income by offering different service
packages for members; (2) transaction commission, charging from both the buyer
and the seller a commission based on the artwork trading amount upon
successfully facilitating artworks transaction.



Cang Bao Tian Xia International Art Trade Center, Inc. has administrative offices located at Unit 609, Shengda Plaza, No. 61 Guoxing Ave Meilan District, Haikou, Hainan Province, China 570203.

The Company's fiscal year end is June 30.





Recent Developments



Early in January, 2020, we launched a new application, which enables our
customers to communicate and list artworks to trade. We are currently working
with a third-party technology company to design a tablet, which will have
multiple built-in applications to facilitate membership enrollment and artworks
trade. The tablet is now generating advertisement revenue for the Company.




Critical Accounting Policies



Management's discussion and analysis of our financial condition and results of
operations are based upon our consolidated financial statements, which have been
prepared in accordance with US GAAP. Our financial statements reflect the
selection and application of accounting policies that require management to make
significant estimates and judgments. We believe the following critical
accounting policies used in the preparation of our financial statements require
significant judgments and estimates. For additional information relating to
these and other accounting policies, see Note 2 to our financial statements
included elsewhere in this report.



Basis of Presentation


Our financial statements are prepared in accordance with generally accepted accounting principles in the United States, or U.S. GAAP.





Going Concern



The accompanying unaudited condensed consolidated financial statements have been
prepared assuming that the Company will continue as a going concern; however,
the Company has incurred a net loss of $9,422,708 for the nine months ended
March 31, 2022. As of March 31, 2022, the Company had an accumulated deficit of
$42,922,131, working capital deficit of $26,848,961; its net cash used in
operating activities for the nine months ended March 31, 2022 was $6,052,839.



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The Company plans to continue its expansion and investments, which will require continued improvements in revenue and net income.





Results of Operations


Results of Operations for the three months ended March 31, 2022 and 2021





The following table sets forth key components of Company's results of operations
for the three months ended March 31, 2022 and 2021. The discussion following the
table addresses these results.



                                           For Three Months Ended
                                                  March 31,
                                            2022             2021         Fluctuation          %
Net revenues                            $  1,401,979     $   (727,957 )      2,129,936         (292.6 )%
Cost of revenues                           1,735,905           11,697        1,724,208       14,740.6 %
Gross profit                                (333,926 )       (739,654 )        405,728          (54.9 )%
Operating expenses                           731,712        1,028,992         (297,280 )        (28.9 )%
Loss from operations                      (1,065,638 )     (1,768,646 )        703,008          (39.7 )%
Interest income                                  611           21,145          (20,534 )        (97.1 )%
Interest expense                                   -                -                -            N/A
Other expense                                      4              121             (117 )        (96.7 )%

Provision for income taxes expense                 -               25      

       (25 )       (100.0 )%
Net loss                                  (1,065,023 )     (1,747,405 )        682,382          (39.1 )%




Revenues. For the three months ended March 31,2022 and 2021, we had revenue of
$1,401,979 and $(727,957) respectively, representing an increase of $2,129,936
or 292.6%, which were derived from service package sales for the members and the
sales and leasing income from multimedia tablets. The significant increase in
revenue was due to there were increase in revenue from service package and
leasing income from multimedia tablets.



Cost of Revenue. For the three months ended March 31, 2022 and 2021, we had cost
of revenue of $1,735,905 and $11,697 respectively, representing an increase of
$1,724,208 or 14,740.6%. The cost of revenue represents costs of merchandise and
souvenirs sent to members and cost of multimedia tablets. The increase in cost
was mainly due to increase in the leasing expenses of multimedia tablets.



Gross Profit. We generated gross profit of $(333,926) and $(739,654) for the
three months ended March 31, 2022 and 2021, with a gross margin of (23.8)%

and
101.6% respectively.



Operating expenses.  The total operating expenses was $731,712 and $1,028,992
for the three months ended March 31, 2022 and 2021, representing an decrease of
$297,280 or 28.9%. The decrease was mainly due to the reduction of market
development costs.



Loss from Operations. For the three months ended March 31, 2022 and 2021, we had
loss from operations of $1,065,638 and $1,768,646 respectively, representing an
decrease in loss of $703,008 or 39.7 %.



Net loss. For the three months ended March 31, 2022 and 2021, we had net loss of
$1,065,023 and $1,747,405 respectively, representing an decrease of $682,382 or
39.1%. The decrease was mainly due to increase in revenue.



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Results of Operations for the nine months ended March 31, 2022 and 2021





The following table sets forth key components of Company's results of operations
for the nine months ended March 31, 2022 and 2021. The discussion following the
table addresses these results.



                                            For Nine Months Ended
                                                  March 31,
                                            2022             2021         Fluctuation          %
Net revenues                            $  1,408,228     $    578,845          829,383          143.3 %
Cost of revenues                           3,406,217          624,119        2,782,098          445.8 %
Gross profit                              (1,997,989 )        (45,274 )     (1,952,715 )      4,313.1 %
Operating expenses                         7,406,247        4,134,199        3,272,048           79.1 %
Loss from operations                      (9,404,236 )     (4,179,473 )     (5,224,763 )        125.0 %
Interest income                                1,730           23,412          (21,682 )        (92.6 )%
Interest expense                                   -                -                -            N/A
Other expense (income)                       (20,094 )          3,359          (23,453 )       (698.2 )%

Provision for income taxes expense               108            1,798      

    (1,690 )        (94.0 )%
Net loss                                  (9,422,708 )     (4,154,500 )     (5,268,208 )        126.8 %




Revenues. For the nine months ended December 31,2022 and 2021, we had revenue of
$1,408,228 and $578,845 respectively, representing an increase of $829,383 or
143.3%, which were derived from service package sales for the members and the
sales and leasing income from multimedia tablets. The significant increase in
revenue was due to there were increase in revenue from multimedia tablets.



Cost of Revenue. For the nine months ended March 31, 2022 and 2021, we had cost
of revenue of $3,406,217 and $624,119 respectively, representing an increase of
$2,782,098 or 445.8%. The cost of revenue represents costs of merchandise and
souvenirs sent to members and cost of multimedia tablets. The increase in cost
was mainly due to increase in the leasing expenses of multimedia tablets.



Gross Profit. We generated gross profit of $(1,997,989) and $(45,274) for the
nine months ended March 31, 2022 and 2021, with a gross margin of (141.9)%

and
(7.8)% respectively.



Operating expenses.  The total operating expenses was $7,406,247 and $4,134,199
for the nine months ended March 31, 2022 and 2021, representing an increase of
$3,272,048 or 79.1%. The increase was mainly due to market expansion.



Loss from Operations. For the nine months ended March 31, 2022 and 2021, we had
loss from operations of $9,404,236 and $4,179,473 respectively, representing an
increase in loss of $5,224,763 or 125.0%.



Net loss. For the nine months ended March 31, 2022 and 2021, we had net loss of
$9,422,708 and $4,154,500 respectively, representing an increase of $5,268,208
or 126.8%. The increase was mainly due to market expansion.



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Liquidity and Capital Resources

Working Capital Deficit. As of March 31, 2022 and June 30, 2021, the Company has a working capital deficit of $26,848,961 and $17,113,370, respectively.

Cash Flows. The following is a summary of the Company's cash flows from operating, investing and financing activities:





                                                              Nine Months      Nine Months
                                                                 Ended            Ended
                                                               March 31,        March 31,
                                                                 2022              2021

Net cash (used in) provided by operating activities $ (6,052,839 ) $ 3,732,093 Net cash used in investing activities

                                    -  

12,657


Net cash provided by financing activities                        4,948,540 

25,590


Effect of exchange rate change on cash                              11,633 

415,016


Net change in cash and cash equivalents                      $  (1,092,666

)   $  4,185,356




Operating Activities.



Net cash used in operating activities was approximately $6.1 million for the
nine months ended March 31, 2022, as compared to approximately $3.7 million net
cash provided by operating activities for the nine months ended March 31, 2021.
Net cash used in operating activities was mainly due to the increase of
approximately $2.0 million of prepayments, and the increase of approximately
$5.0 million of customer deposits, and the increase of approximately $0.2
million of other payables and accrued liabilities.



Investing Activities.


There are no investing activities for the nine months ended March 31, 2022. Net cash provided by investing activities was $12,657 for the nine months ended March 31, 2021.





Financing Activities.



Net cash provided by financing activities was approximately $4.9 million for the
nine months ended March 31, 2022, as compared to approximately $25,590 net cash
provided by financing activities for the six months ended March 31, 2021. The
increase was mainly due to the increase in net proceeds from the related party.



Off-Balance Sheet Arrangements

As of March 31, 2022 and June 30, 2021, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act of 1934.

Contractual Obligations and Commitments

As of March 31, 2022 and June 30, 2021, we did not have any contractual obligations.

Critical Accounting Policies





Our significant accounting policies are described in the notes to our financial
statements for the nine months ended March 31, 2022 and 2021, and are included
elsewhere in this report.











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