General
Migom Global Corp. (the "Company") was incorporated as Alfacourse Inc. in the
State of Nevada on February 29, 2016. On October 9, 2019, as a result of a
private transactions, 5,000,000 shares of common stock (the "Shares") of the
Company, were transferred from Oleg Jitov to Heritage Equity Fund LP (the
"Purchaser"). As a result, the Purchaser became a 68.35% holder of the voting
rights of the issued and outstanding share capital of the Company on a
fully-diluted basis of the Company, and became the controlling shareholder. In
connection with the transaction, Oleg Jitov released the Company from all debts
owed to him. On October 8, 2019, the existing director and officer resigned.
Accordingly, Oleg Jitov, serving as a director and an officer, ceased to be the
Company's Chief Executive Officer, Chief Financial Officer, President,
Treasurer, Secretary and a Director. At the effective date of the transfer,
Georgi Parrik consented to act as the new President, CEO, CFO, Treasurer,
Secretary and Chairman of the Board of Directors of the Company. On November 1,
2019, the Company amended its articles of incorporation change its name to Migom
Global Corp. The change was made in anticipation of entering into a new line of
business operations which is a new company building synergistic ventures in
international banking, securities brokerage, electronic money distribution as
well as digital assets origination and market making. Our offices are located at
1185 Avenue of the Americas, 3rd Floor, New York, NY 10036.
On January 23, 2020, HRH Prince Maximillian Habsburg was appointed as Chairman
of the Board of Directors of the Company. Also, on January 23, 2020, Mr. Thomas
Schaetti and Mr. Stefan Lenhart were appointed as members of the Board of
Directors of the Company. HRH Prince Maximillian Habsburg, Thomas Schaetti, and
Stefan Lenhart accepted such appointments on January 23, 2020. Each appointee is
independent using the definition of independence under NASDAQ Listing Rule
5605(a)(2) and the standards established by the Securities and Exchange
Commission.
On May 12, 2020, the Company entered into an acquisition agreement with Migom
Bank Ltd. and Thomas A. Schaetti (the "Migom Agreement"). Pursuant to the Migom
Agreement, the Company acquired all of the outstanding equity of Migom Bank Ltd.
("Migom Bank"). Migom Bank is a regulated full-service international bank,
licensed by the Financial Services Unit of the Ministry of Finance of
Commonwealth of Dominica, specializing in providing retail banking services to
individuals and companies worldwide. In addition to the traditional services of
a deposit institution Migom Bank offers lending, leasing, and investment
services, provides money transmittal services, is authorized to issue and
administer means of payment such as credit and debit cards, travelers cheques,
bankers' drafts and electronic money. Migom Bank is also authorized by its
regulators to provide custody of securities, issue guarantees and commitments,
provide credit reference services, safe custody of valuables, offer all forms of
electronic banking and foreign exchange and precious metal dealing services.
Migom Bank is also authorized by its regulators to perform a variety of
investment banking and corporate finance services. In exchange for the equity
Migom Bank, the Company issued Mr. Schaetti 126,222 shares of common stock of
the Company, at a price per share of $9.00.
On May 12, 2020, the Company, entered into an acquisition agreement with Central
Rich Trading Ltd. and Thomas A. Schaetti (the "Central Agreement"). Pursuant to
the Central Agreement, the Company acquired all of the outstanding equity of
Central Rich Trading Ltd. ("Central"). Central is a money service business that
is licensed by the Hong Kong Customs and Excise Department to provide all forms
of permitted money services, electronic money and payment services in the
respective territories. In exchange for the equity of Central, the Company
issued Mr. Schaetti 17,778 shares of common stock of the Company, at a price per
share of $9.00.
On May 14, 2020, Mr. Thomas A. Schaetti was appointed as President of the
Company and Georgi Parrik assumed the title of Chief Executive Officer.
The Company, through Migom Bank, provides a full set of general and private
banking services, with strict but reasonable compliance policies. Migom Bank is
multi-currency IBAN's, both SEPA and SWIFT-enabled and has universally accepted
prepaid debit cards. We provide fast global money transfers, superb account
security and data protection, a full suite of e-banking tools online and in-app,
and a seamless link to crypto assets.
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Migom Bank offers personal accounts, which can be applied for and opened online.
Our general banking accounts offer everything to simplify and streamline daily
financial life. You can see the Company's services at migom.com. Migom Bank also
provides international e-commerce, with multiple currencies, support locations
in key parts of the world, a network of reliable correspondent banks and an
expert IT team. Migom Bank is managed by the group of Swiss and international
financial services professionals. Migom Bank offers personal accounts, which can
be applied for and opened online. Migom Bank also has an app that can be found
at the App Store or Google Play.
Migom Bank offers an e-wallet that can be linked to existing credit/debit cards,
bank accounts and connects to various money transfer systems turning it into a
hub of personal finances. The e-wallet accepts BTC or other blockchain-based
coins where it bridges crypto asset holdings with the fiat currency world via
seamless instant transfers between your accounts.
Migom Bank provides its Private Bank portfolio-holders with personal advice and
individually-crafted trading strategies in most of the relevant securities
markets. Our global industry affiliations ensure safe custody of funds and
securities, efficient order execution and access to the most difficult products
such as US OTC Markets stocks and Eastern European stock exchanges. Our general
banking clients are offered low-cost online trading on major stock and
commodities exchanges. Migom Bank also offers Visa and MasterCard credit cards.
We assist international clients with capital formation needed for business
expansion. We work with the established investment banks in the most liquid
capital markets of the world we arrange and manage various public offerings and
private placements of capital. The network of our business affiliates used for
these services includes major law and accounting firms, US FINRA-member b/d's,
UK FCA-licensed companies, EU-passported brokerages and other regulated
entities. We also offer turn-key STO and other asset-tokenization services via
our own regulated securities token exchange. EMI License (London, Lithuania,
Malta, Hong Kong). Migom Bank has correspondent bank accounts in United States,
Canada, Italy, Portugal, France, Great Britain, Luxembourg, Latvia, and Hong
Kong.
Migom Bank is actively involved in the blockchain revolution. Our clients get
preferred access to our own proprietary crypto currency trading system, which
uses artificial intelligence to work simultaneously on dozens of the most liquid
crypto-exchanges. Our system ensures stealth execution of the most voluminous
trading orders at the best available prices in the shortest possible time. The
speed of our crypto-trading execution combined with the ability of Migom Bank to
safely custody and instantly move fiat funds are one of a kind.
In addition, we acquired all of the outstanding Central Rich Trading Ltd.on May
12, 2020 form Mr. Schaetti. Central Rich Trading Ltd. is a money service
business that is licensed by the Hong Kong Customs and Excise Department to
provide all forms of permitted money services, electronic money and payment
services in the respective territories.
Patent, Trademark, License & Franchise Restrictions and Contractual Obligations
& Concessions
Migom Global uses a group of Intellectual Property Practice lawyers assist
internationally and locally in transactions where intellectual property plays an
important role, such as non-disclosure and confidentiality agreements, franchise
agreements, license agreements and transfer agreements. It is carried out in
accordance with local and international law.
Governmental and Industry Regulations
We will be subject to federal and state laws and regulations that relate
directly or indirectly to our operations including federal securities laws. We
will also be subject to common business and tax rules and regulations pertaining
to the normal business operations.
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Research and Development Activities and Costs
Support will be provided for activities targeting among others: regional
marketing, trade and investment promotion, SME development, the development of
local and regional labor markets, the development of an information society, new
technologies, improvement of cooperation between research and business
institutions, the socio-economic and environmental rehabilitation of
technologically transformed and contaminated areas.
Compliance with Environmental Laws
Our operations are not subject to any environmental laws.
Results of Operations for the Three Months Ended September 30, 2020 and 2019
We completed our operation organization structure in May 2020, and started
banking operations during the three months ended September 30, 2020, and we did
not have any operations for the three months ended September 30, 2019.
Revenues
For the three months ended September 30, 2020, we began to generate revenue in
the amount of $1,349,135.
Expenses
For the three months ended September 30, 2020, our expenses related to our
banking operations were $421,157 comprised of marketing fee of $325,397, salary
expense of $16,200, rent expense of $6,798, professional fees of $33,437, and
general and administrative expenses of $39,325. The Company has paid marketing
expenses for bank accounts opening services.
Net Income
For the three months ended September 30, 2020, our net income was $909,527.
Results of Operations for the Nine Months Ended September 30, 2020
Revenues
For the nine months ended September 30, 2020, we began to generate revenue in
the amount of $1,349,135.
Operating Expenses
For the nine months ended September 30, 2020, our operating expenses were
$718,162 comprised of marketing fess of $546,418, salary expense of $48,600,
rent expense of $20,190, professional fees of $57,200, and general and
administrative expenses of $45,754.
Net Income
For the nine months ended September 30, 2020, our net income was $611,326.
Liquidity and Capital Resources
Liquidity and Capital Resources during the nine months ended September 30, 2020.
As of September 30, 2020, the Company reported the cash and due from bank
balance of $10,730,311 and liabilities of $8,997,310.
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For the nine months ended September 30, 2020, we have cash flows provided by
operating activities of $9,500,278 The activities were comprised of net income
of $611,326, amortization expenses of $16,071, increase in deposit of
$8,857,306, and increase in accounts payable and accrued liabilities of $13,522.
For the nine months ended September 30, 2019, we have cash flows used in
operating activities of $15,387. The activities were comprised of net loss of
$14,377, amortization expenses of $1,240, and decrease in accounts payable and
accrued liabilities of $2,250.
We had no investing activity for the nine months ended September 30, 2020 and
2019.
For the nine months ended September 30, 2020 and 2019, net cash provided by
financing activities were $77,891 and $1,400, respectively; which represents the
proceeds from related parties.
Critical Accounting Policies
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires us to make a number
of estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements. Such estimates and assumptions affect the reported
amounts of revenues and expenses during the reporting period. We base our
estimates on historical experiences and on various other assumptions that we
believe to be reasonable under the circumstances. Actual results may differ
materially from these estimates under different assumptions and conditions. We
continue to monitor significant estimates made during the preparation of our
financial statements. On an ongoing basis, we evaluate estimates and assumptions
based upon historical experience and various other factors and circumstances. We
believe our estimates and assumptions are reasonable in the circumstances;
however, actual results may differ from these estimates under different future
conditions.
See Item 7, "Management's Discussion and Analysis of Financial Condition and
Results of Operations" and Note 1, "Summary of Significant Accounting Policies"
in our audited financial statements for the year ended December 31, 2019,
included in our Annual Report on Form 10-K as filed on March 31, 2020, for a
discussion of our critical accounting policies and estimates.
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