UNION BRIDGE HOLDINGS LIMITED The following management's discussion and analysis should be read in conjunction
with the historical financial statements and the related notes thereto contained
in this Quarterly Report. The discussion highlights the Company's results of
operations and the principal factors that have affected the Company's financial
condition, as well as its liquidity and capital resources for the periods
described, and provides information that management believes is relevant for an
assessment and understanding of the statements of financial condition and
results of operations presented herein. The following discussion and analysis
are based on the Company's unaudited financial statements contained in this
Quarterly Report, which we have prepared in accordance with
Overview
We were incorporated under the laws of the
On
We develop and operate CircleYY, a mobile-based social networking and premium e-commerce app and website platform that will also use impactful editorial content to promote a balanced quality of life for families and seniors aged 50 and above by understanding their behavior, tastes and needs. The platform enables users around the world to share family stories, build meaningful interactions between 50+ users and their family members, discover and buy fashion, beauty and other daily accessories products. We connect people and facilitate human interactions based on cities, interests and a variety of activities including pictures and short videos.
Our CircleYY mobile application can be downloaded and used free of charge, and we will generate our revenues from the various services we offer on our platforms, dedicated to a 50+ client base and their families: (i) collaborations with brands and users on the creation of premium content, (ii) the sale of advertising on our social media platform, and (iii) the sale of third-party branded items, mainly fashion, beauty, daily accessories and services on our e-commerce platform.
As a global platform, CircleYY is expected to target a global audience with
content designed for universal appeal amongst family members, notably 50+, along
with a local focus for marketing campaigns. The initial opening market is
intended to be Hong Kong SAR, followed by similar markets in the
On
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On
Recent Development
In response to the coronavirus (COVID-19) pandemic situation, since
RESULTS OF OPERATIONS
We are a technology company have incurred recurring losses to date. Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation. We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.
The following comparative analysis on results of operations was based on the
comparative financial statements, footnotes and related information for the
three and six months ended
Three Month Period EndedJune 30, 2020 Compared to the Three Month Period EndedJune 30, 2019 For the Three Months Ended June 30, 2020 2019 Change % Revenues - related party $ -$ 21,760 $ (21,760 ) (100%) Revenues - unrelated party 52,520 - 52,520 100 % Cost of revenue (46,520 ) (16,000 ) (30,520 ) 191 % Gross Profit 6,001 5,760 241 4 % General and administrative expenses (143,607 ) (27,381 ) (116,226 ) 424 % Professional fees (26,838 ) (41,308 ) 14,470 (35 )% Interest income - 17 (17 ) (100 )% Net loss$ (164,445 ) $ (62,912 ) $ (101,533 ) 161 % Revenue
For the three months ended
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Cost of Revenue
For the three months ended
Operating Expenses
Total operating expenses for the three months ended
Net Loss
The net loss for the three months ended
Six Month Period EndedJune 30, 2020 Compared to the Six Month Period EndedJune 30, 2019 For the Six Months Ended June 30, 2020 2019 Change % Revenues - related party $ -$ 43,419 $ (43,419 ) (100%) Revenues - unrelated party 95,885 - 95,885 100 % Cost of revenue (68,307 ) (31,938 ) (36,369 ) 114 % Gross Profit 27,579 11,481 16,098 140 % General and administrative expenses (400,543 ) (69,470 ) (331,073 ) 477 % Professional fees (57,755 ) (60,478 ) 2,723 (5 )% Interest income - 32 (32 ) (100 )% Net loss$ (430,719 ) $ (118,435 ) $ (312,284 ) 264 % Revenue
For the six months ended
Cost of Revenue
For the six months ended
Operating Expenses
Total operating expenses for the six months ended
Net Loss
The net loss for the six months ended
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Liquidity and Capital Resources
June 30, December 31,
2020 2019 Change %
Cash $ 42,153 $ 22,339 $ 19,814 89 %
Total assets $ 361,881 $ 188,166 $ 173,715 92 %
Total liabilities
June 30, December 31,
2020 2019 Change %
Current assets $ 361,881 $ 188,166 $ 173,715 92 %
Current liabilities
Liquidity is the ability of an enterprise to generate adequate amounts of cash
to meet its needs for cash requirements. As of
For the Six Months Ended
June 30,
2020 2019 Change %
Cash used in operating
activities $ (530,979 ) $ (131,310 ) $ (399,669 ) 304 %
Cash provided by financing
activities 550,793 79,439 471,354 593 %
Effects on changes in foreign (100 )%
exchange rate - 884 (884 )
Net change in cash and cash (139 )%
equivalents $ 19,814 $ (50,987 ) $ 70,801 Cash Flows Used in Operating Activities
Net cash used in operating activities for the six month period ended
Cash Flows From Financing Activities
We have financed our operations primarily with advances from shareholders. Net
cash provided by financing activities was
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Plan of Operation and Funding
We expect that working capital requirements will continue to be funded through
further issuances of our securities and loans from our executive officers and
principal shareholders, including
Existing working capital, further advances and debt instruments, and anticipated cash flow are not expected to be adequate to fund our operations and potential acquisitions over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) the acquisition of businesses in the health-related industry; (ii) acquisition of inventory; (iii) developmental expenses associated with a start-up business; and (iv) marketing expenses. We intend to finance these expenses with further issuances of equity securities and debt instruments. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.
Material Commitments
On
Upon signing the definitive agreement,
No assurance can be given, however, that the Chang Mai,
Inflation
In the opinion of management, inflation has not and will not have a material effect on our operations in the immediate future. Management will continue to monitor inflation and evaluate the possible future effects of inflation on our business and operations.
Off-Balance Sheet Arrangements
As of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
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Going Concern
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.
As reflected in the accompanying condensed consolidated financial statements,
the Company had an accumulated deficit at
The Company is attempting to produce sufficient revenue; however, the Company's cash position is not sufficient to support its daily operations. While the Company believes in the viability of its strategy to produce sufficient revenue and in its ability to raise additional funds, there can be no assurances that the Company will accomplish its goals. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenues and in its ability to raise additional funds.
The condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
The independent registered public accounting firm's opinion accompanying our
The Company's controlling shareholder and Chief Executive Officer,
Critical Accounting Policies
We have identified the following policies below as critical to our business and results of operations. Our reported results are impacted by the application of the following accounting policies, certain of which require management to make subjective or complex judgments. These judgments involve making estimates about the effect of matters that are inherently uncertain and may significantly impact quarterly or annual results of operations. For all of these policies, management cautions that future events rarely develop exactly as expected, and the best estimates routinely require adjustment. Specific risks associated with these critical accounting policies are described in the following paragraphs..
Use of Estimates
The preparation of financial statements in conformity with
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