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 (former- Yetsira Holdings Ltd), 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.

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.

On April 17, 2022, the board of directors approved a resolution as to matters of ongoing conduct such as signatory rights, voting etc. In addition, compensation of officers was updated. Also, non-committal guidelines for future transactions regarding sale of main activity to related parties and sale of holdings by those parties were discussed, these guidelines are pursuant to completion of legal structuring, compliance issues and more.





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Our continued focus is on our core business of mutual fund management, while increasing our number of managed funds and private portfolio and increasing of our AUM. Part of our growth depends on the strength of our brand, which the Company intends to strengthen by increasing our exposure to the general public, especially through investment advisors in the commercial banks, which constitute the main channel for funds distribution in Israel. We also plan to increase public relations activities and advertising. We also continue to examine the expansion of our areas of activity, through cooperation, 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, licensed by the Israel Securities Authority ("ISA"). Ocean currently offers and manages nine mutual funds branded as Ocean-Yetsira funds, and 103 private portfolios with approximately $304M 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 in the funds. Our expenses are mainly comprised of payments for distribution, commissions to banks, third-party platform user fees, salary commissions and expenses, and commissions to the ISA and the Israeli Stock Exchange. 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.

Recently Issued Accounting Pronouncements

Management reviewed currently issued pronouncements during the Six month ended June 30, 2022, 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.

Results of Operations for the Six Month Ended June 30, 2022, compared to Six Month Ended June 30, 2021. (In Thousands)





Revenue


For the Six month ended June 30, 2022, and 2021, the Company generated revenues in the amount of $1,123 and $891 respectively. The increase was attributable to an increase in our AUM.

Assets Under Management and Investment Performance





The following table reflects the changes in our AUM for the Six month ended June
30, 2022, and 2021.



(In millions)



                                                    For the Six        For the Six
                                                    month ended        month ended
                                                   June 30, 2022      June 30, 2021
Beginning Balance                                  $        282.7     $        174.5
Gross inflows/ outflows, net                                 66.7                 71
Market appreciation (depreciation)(1)                         (45 )             27.6
Additional AUM from acquisitions                                -

End Balance                                        $        304.4     $        273.1




  (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 $21.7 million during the Six month ended June 30, 2022, from $282.7 million as of December 31, 2021, to $304.4 million as of June 30, 2022, or a 7.67% increase on our total AUM. The increase was a result of net AUM inflows of $66.7 million, market depreciation of $45 million.





Cost of Revenues


For the Six month ended June 30, 2022, and 2021, cost of revenues was $613 and $544, respectively. The increase in these expenses was mainly attributable to an increase in the AUM.





3






Marketing Expenses


For the Six month ended June 30, 2022, our marketing expenses were $126 compared to $121 for the prior-year period.

General and Administrative Expenses

For the Six month ended June 30, 2022, our general and administrative expenses were $385, compared to $450 for the period ended June 30, 2021, an approximate 14.44% decrease. These expenses are mainly attributed to service and professional fees, payments to the management and employees as shown in the table below.

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





                                                    For the Six month        For the Six month
                                                          ended                    ended
                                                    June 30, 2022 (in        June 30, 2021 (in
                                                        thousands)               thousands)
Components of G&A Expenses:                        $                        $
Wages                                                                16                       38
Travel and vehicle expenses                                           8                        7
Communication and office expenses                                    34                       47
Services and professional fees                                      278                      270
Office rent                                                          29                       29
Other expenses                                                       20                       59
Total G&A expenses                                 $                385     $                450



The changes in General and Administrative Expenses are primarily due to the following event:

? Expenses that emerged from the merger in 2020 between Ocean and Yetsira was

reduced, and a moderate increase in expanses is attributed to a gradual

increase in the company growing operations and increased AUM.






Net Loss


The Company realized a net loss of $1 for the Six month ended June 30, 2022, compared to a net loss of $213 for the Six month ended June 30, 2021. The decrease in net loss attributed to increased revenue following the grows of our AUM.

After taking into account foreign currency translation adjustments, which resulted in other comprehensive expense of $164 and expense of $15 for the Six month ended June 30, 2022, and 2021, respectively, the Company realized a net loss after other comprehensive expenses of $165 and $228 for the six month ended June 30, 2022 and 2021, respectively.

Liquidity and capital resources

As of June 30, 2022, the Company had cash in the amount of $404 compared to cash in the amount of $503 as of December 31, 2021.

Stockholders' equity as of June 30, 2022, was $1,400, as compared to stockholders' equity of $1,565 as of December 31, 2021.

The Company's accumulated deficit was $1,753 and $1,752 on June 30, 2022, and December 31, 2020, respectively.





4





The Company's operating activities resulted in net cash provided of $9 for the Six month ended June 30, 2022, compared to net cash used of $105 for the Six month ended June 30, 2021. The decrease in net cash used was mainly attributable to an increase of revenue, due to increase in AUM.

The Company's investing activities net cash used of $64 for the Six month ended June 30, 2022, compared to $100 investing activities provided for the Six month ended June 30, 2021.

Off- Balance Sheet Arrangements

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

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