Forward Looking Statements

This Quarterly Report on Form 10-Q contains certain forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) regarding PAID, Inc. (the "Company") and its business, financial condition, results of operations and prospects. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates", "could", "may", "should", "will", "would", and similar expressions or variations of such words are intended to identify forward-looking statements in this report. Additionally, statements concerning future matters such as the development of new services, technology enhancements, purchase of equipment, credit arrangements, possible changes in legislation and other statements regarding matters that are not historical are forward-looking statements.

Although forward-looking statements in this quarterly report reflect the good faith judgment of the Company's management, such statements can only be based on facts and factors currently known by the Company. Consequently, forward-looking statements are inherently subject to risks, contingencies and uncertainties, and actual results and outcomes may differ materially from results and outcomes discussed in this report. Although the Company believes that its plans, intentions and expectations reflected in these forward-looking statements are reasonable, the Company can give no assurance that its plans, intentions or expectations will be achieved. For a more complete discussion of these risk factors, see Item 1A, "Risk Factors", in the Company's Form 10-K for the fiscal year ended December 31, 2019 that was filed on March 30, 2020.

For example, the Company's ability to maintain positive cash flow and to become profitable may be adversely affected as a result of a number of factors that could thwart its efforts. These factors include the Company's inability to successfully implement the Company's business and revenue model, higher costs than anticipated, the Company's inability to sell its products and services to a sufficient number of customers, the introduction of competing products or services by others, the Company's failure to attract sufficient interest in, and traffic to, its site, the Company's inability to complete development of its products, the failure of the Company's operating systems, and the Company's inability to increase its revenues as rapidly as anticipated. If the Company is not profitable in the future, it will not be able to continue its business operations.

Except as required by applicable laws, we do not intend to publish updates or revisions of any forward-looking statements we make to reflect new information, future events or otherwise. Readers are urged to review carefully and to consider the various disclosures made by the Company in this Quarterly Report, which attempts to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

Overview

AuctionInc Software. AuctionInc is a suite of online shipping and tax management tools assisting businesses with e-commerce storefronts, shipping solutions, tax calculation, inventory management, and auction processing. The application was designed to focus on real-time carrier calculated shipping rates and tax calculations. The product does have tools to assist with other aspects of the fulfillment process, but the main purpose of the product is to provide accurate shipping and tax calculations and packaging algorithms that provide customers with the best possible shipping and tax solutions.

BeerRun Software. BeerRun Software is a brewery management and Alcohol and Tobacco Tax and Trade Bureau tax reporting software. Small craft brewers can utilize the product to manage brewery schedules, inventory, packaging, sales and purchasing. Tax reporting can be processed with a single click and is fully customizable by state or province. The software is designed to integrate with QuickBooks accounting platforms by using our powerful sync engine. We currently offer two versions of the software BeerRun and BeerRun Light which excludes some of the enhanced features of BeerRun without disrupting the core functionality of the software. Additional features include Brewpad and Kegmaster and can be added on to the base product. Craft brewing continues to grow in the United States and we feel that there is considerable potential to grow this portion of our business.

ShipTime Canada Inc. ShipTime's platform provides its members with the ability to quote, process, track and dispatch shipments while getting preferred rates on packages and skidded (LTL) freight shipments throughout North America and around the world. In addition to these features, ShipTime also provides what it refers to as "Heroic Multilingual Customer Support." In this capacity, ShipTime acts as an advocate on behalf of its clients in resolving matters concerning orders and shipping. With an increasing focus and service offering for e-commerce merchants, which include online shopping carts, inventory management, payment services, client prospecting and retention software, ShipTime can help merchants worldwide grow and scale their businesses. ShipTime generates monthly recurring revenue through transactions and "software as a service" (SAAS) offerings. It currently serves in excess of 50,000 members in North America and has plans to expand its services into Europe and then worldwide.

PaidPaymentsprovides commerce solutions small - and medium-sized businesses by enabling them to sell their goods and services, accept payment, and create repeat sales though an online payment processing solution. The Company has operated as a Payment Facilitator since 2019, which enables our merchants to get the benefit of instant boarding and discounted rates. Our platform provides all aspects required for payment processing, including merchant boarding, underwriting, fraud monitoring, settlement, funding to the sub-merchant, and monthly reporting and statements. Paid controls all of these necessary aspects in the payment process and is then able to supply a one-step boarding process for our partners and value-added resellers. This capability also provides cost advantages, rapid response to market needs, simplified processes for boarding business and a seamless interface for our merchant customers.





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Significant Accounting Policies

Our significant accounting policies are more fully described in Note 3 to our consolidated financial statements for the years ended December 31, 2019 and 2018 included in our Form 10-K filed on March 30, 2020, as updated and amended in Note 1 of the Notes to Condensed Consolidated Financial Statements included herein. However, certain of our accounting policies, most notably with respect to revenue recognition, are particularly important to the portrayal of our financial position and results of operations and require the application of significant judgment by our management; as a result, they are subject to an inherent degree of uncertainty. In applying these policies, our management makes estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures. Those estimates and judgments are based upon our historical experience, the terms of existing contracts, our observance of trends in the industry, information that we obtain from our customers and outside sources, and on various other assumptions that we believe to be reasonable and appropriate under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Results of Operations

Comparison of the three months ended September 30, 2020 and 2019.

The following discussion compares the Company's results of operations for the three months ended September 30, 2020 with those for the three months ended September 30, 2019. The Company's condensed consolidated financial statements and notes thereto included elsewhere in this quarterly report contain detailed information that should be referred to in conjunction with the following discussion.

Revenues

The following table compares total revenue for the periods indicated.




                                                    Three months Ended September 30,


                                                    2020         2019          % Change

Client services                                      $1,878       $1,073       75%
Brewery management software                          25,600       49,107       (48)%

Shipping coordination and label generation services 3,269,804 2,634,330 24% Merchant processing services

                         105,713      -            100%
Shipping calculator services                         6,321        41,923       (85)%
Total revenues                                       $3,409,316   $2,726,433   25%



Revenues increased 25% in the third quarter primarily from the impact of the COVID-19 virus on the growth of our shipping coordination and label generation services and the addition of the merchant processing services new segment.

Client service revenues increased $805 or 75% to $1,878 in the third quarter of 2020 compared to $1,073 in 2019. This increase is a result of the increase in movie posters auctions held during the third quarter.

Brewery management software revenues decreased $23,507 to $25,600 in 2020 from $49,107 in 2019. The decrease in revenues is due to cancellations of several clients and an increase in competition.

Shipping coordination and label generation service revenues increased $635,474 or 24% to $3,269,804 in the third quarter of 2020 compared to $2,634,330 in 2019. The increase is attributable to the shift in online shipping as a result of the impact of the COVID-19 virus in addition to the change in pricing to retain customers in a competitive environment.

Merchant processing service is a new segment for the Company and is available to businesses that accept credit card processing online. This segment launched in early 2020 and has contributed 3% of the total revenue for the third quarter of 2020.





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Shipping calculator services revenue decreased $35,602 or 85% to $6,321 in the third quarter of 2020 compared to $41,923 in 2019. The decrease was primarily due to the retirement of a large portion of the legacy software sold by this segment of the business.

Gross Profit

Gross profit increased $107,549 or 14% in the third quarter of 2020 to $860,483 compared to $752,934 in 2019. Gross margin decreased to 25% for the third quarter of 2020 compared to 28% in the third quarter of 2019. The decrease in gross margin is a result of price reductions of our shipping label generation services in order to remain competitive in the market in addition to a reduction in merchant processing revenues which have a higher profit margin. The increase in gross profit is due to a combination of the new merchant processing segment of the business along with the impact of increased shipping label generation services as a result of the growth of ecommerce shopping due to the COVID-19 virus.

Operating Expenses

Total operating expenses in the third quarter 2020 were $984,211 compared to $1,063,937 in the third quarter of 2019, a decrease of $79,726 or 7%. The decrease is primarily due to the reduction in personnel and the decreased travel related expenses as a result of COVID-19.

Other Income, net

Net other income in the third quarter of 2020 was $6 compared to $892,637 in the same period of 2019, a change of $892,631. This change is a result of a one-time write off of the guarantee liability of $880,553 in the third quarter of 2019.

Net Income (Loss)

The Company realized a net loss in the third quarter of 2020 of ($123,722) compared to a net income of $581,634 for the same period in 2019. The net (loss) income available to common shareholders for the third quarter of 2020 and 2019 was ($0.02) and $0.33 per share, respectively.

Comparison of the nine months ended September 30, 2020 and 2019.

The following discussion compares the Company's results of operations for the nine months ended September 30, 2020 with those for the nine months ended September 30, 2019. The Company's condensed consolidated financial statements and notes thereto included elsewhere in this quarterly report contain detailed information that should be referred to in conjunction with the following discussion.

Revenues

The following table compares total revenue for the periods indicated.




                                                    Nine months Ended September 30,


                                                    2020         2019          % Change

Client services                                      $3,283       $17,191      (81)%
Brewery management software                          93,413       156,394      (40)%

Shipping coordination and label generation services 8,805,688 7,439,478 18% Merchant processing services

                         379,012      -            100%
Shipping calculator services                         22,114       117,887      (81)%
Total revenues                                       $9,303,510   $7,730,950   20%



Revenues increased 20% in the first three quarters primarily from the growth of our shipping coordination and label generation services and the addition of the new merchant processing services segment.





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Client service revenues decreased $13,908 or 81% to $3,283 in the first three quarters of 2020 compared to $17,191 in 2019. This decrease is a result of the reduction of movie posters auctions held during this period.

Brewery management software revenues decreased $62,981 to $93,413 in the first three quarters of 2020 from $156,394 in the same period of 2019. The decrease in revenues is due to cancellations of several clients and an increase in competition.

Shipping coordination and label generation service revenues increased $1,366,210 or 18% to $8,805,688 in the three quarters of 2020 compared to $7,439,478 in 2019. The increase is attributable to the shift in online shipping as a result of the impact of the COVID-19 virus.

Merchant processing service is a new segment for the Company launched in early 2020. This segment has contributed 4% of the total revenue for 2020. These services also have a higher gross margin and gross profit and will continue to be a source of growth for the Company.

Shipping calculator services revenue decreased $95,773 or 81% to $22,114 in the first three quarters of 2020 compared to $117,887 in the same period of 2019. The decrease was due to the retirement of a portion of the legacy software sold by this segment of the business.

Gross Profit

Gross profit increased $165,331 or 8% in the first three quarters of 2020 to $2,246,746 compared to $2,081,415 in 2019. Gross margin decreased to 24% for the first three quarters of 2020 compared to 27% during the same period of 2019. The growth in gross profit is a result of the increased revenue due to the shift of online shipping as a result of the COVID-19 virus. The decrease in gross margin is due to the decline in merchant processing, shipping calculator and brewery management revenues which carry a higher gross margin than the other segments of the business.

Operating Expenses

Total operating expenses in the first three quarters of 2020 were $2,391,002 compared to $2,630,394 in the same period of 2019, a decrease of $239,392 or 9%. The decrease is primarily due to the declining need for consulting services in addition to the reduced general and administrative expenses as a result of the temporary office closure and travel ban as it relates to the COVID-19 virus.

Other Income, net

Net other income in the first three quarters of 2020 was $13,201 compared to $896,340 in the same period of 2019, a change of $883,139. This is primarily attributable to the one-time write off of the guarantee liability of $880,553.

Net Income (Loss)

The Company realized a net loss in the first three quarters of 2020 of ($131,555) compared to a net income of $346,401 for the same period in 2019. The net (loss) income available to common shareholders for the three quarters of 2020 and 2019 was ($0.03) and $0.13 per share, respectively.






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Cash Flows from Operating Activities

A summarized reconciliation of the Company's net loss to cash and cash equivalents provided by operating activities for the nine months ended September 30, 2020 and 2019 is as follows:




                                                    2020        2019

Net (loss) income                                    $(131,555)  $346,401
Depreciation and amortization                        364,273     368,183

Amortization of operating lease right-of-use assets 20,957 16,020 Share-based compensation

                             311,129     361,698
Provision for bad debts                              20,125      -
Unrealized loss (gain) on stock price guarantee      -           (3,688)
Other income from stock price guarantee              -           (880,553)
Gain on sale of property and equipment               (739)       -
Changes in assets and liabilities                    251,769     (125,441)
Net cash provided by operating activities            $835,959    $82,620

Working Capital and Liquidity

The Company had cash and cash equivalents of $1,317,374 at September 30, 2020, compared to $475,881 at December 31, 2019. The Company had working capital of $167,271 at September 30 2020, an improvement of $565,162 compared to a negative working capital of $397,891 at December 31, 2019. The increase in working capital is attributable to the 20% growth of the Company's revenues for 2020. The increase in cash and cash equivalents is due to the additional growth of the business along with the savings related to the decrease in consulting and travel expense.

The Company may need an infusion of additional capital to fund anticipated operating costs over the next 12 months, however, management believes that the Company has adequate cash resources to fund operations. There can be no assurance that anticipated growth will occur, and that the Company will be successful in launching new products and services. If necessary, management will seek alternative sources of capital to support operations.

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