Forward Looking Statements
This report contains forward-looking statements. These statements relate to
future events or our future financial performance. In some cases, you can
identify forward-looking statements by terminology such as "may", "should",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"potential" or "continue" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors, including the risks in the section
entitled "Risk Factors", that may cause our company's or our industry's actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements.
Although we believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Except as required by applicable law,
including the securities laws of the United States, we do not intend to update
any of the forward-looking statements to conform these statements to actual
results.
Our financial statements are stated in United States dollars (US$) and are
prepared in accordance with United States generally accepted accounting
principles.
In this quarterly report, unless otherwise specified, all references to "common
shares" refer to the common shares of our capital stock.
As used in this quarterly report, the terms "we", "us", "our", "W&E Source
Corp.", "the Company" means W&E Source Corp., unless otherwise indicated.
Corporate Overview
The Company has identified the global tourism market as its first investment
target. As it currently exists, the tourism industry is fragmented into various
geographic regions. We believe that approaching this industry from a global
perspective is an emerging market with tremendous growth potential. We plan to
set up and/or acquire offices in various regions of the world and through them,
develop the local tourism industry and expand our local tourism market.
Ultimately, we plan to unify and manage our regional offices and to market our
global services through the internet.
We have set up three subsidiaries, Airchn Travel Global, Inc. in Seattle,
Washington ("ATGI") and Airchn Travel (Canada) Inc., in Vancouver, British
Columbia in Canada ("ATCI") and Airchn Travel (Beijing) Inc. in Beijing, China
("ATBI"). Our Beijing office has been closed as of December 31, 2022 due to lack
of business and to reduce operating costs.
We are engaged in services such as airline and cruise ticketing, customized and
packaged tours, travel blogs, travel magazines, sales of travel related
merchandise, group hotel reservations, business travel arrangements, conference
travel arrangements, car rental and admission ticket sale for local tourist
attractions.
We will continue to explore other business growth opportunities, regardless of
industry, in order to diversify our business operations and investments.
On January 17, 2012, the Company filed a Certificate of Amendment to its
Certificate of Incorporation with the Secretary of State of Delaware to change
its name from News of China, Inc. to W&E Source Corp. In connection the name
change, our listing symbol also changed from "NWCH" to "WESC." In addition, the
Company also increased its total authorized shares to 500,000,000 to anticipate
future financing through the issuance of our equity or convertible debt to
finance our business.
COVID-19
In December 2019, a novel strain of coronavirus, COVID-19, was first detected in
Wuhan, China, and has since spread to other regions, including Europe and North
America. On March 11, 2020, the World Health Organization declared that the
rapidly spreading COVID-19 outbreak was a global pandemic ("COVID-19 pandemic").
In response to the pandemic, many governments around the world have implemented,
and continue to implement, a variety of measures to reduce the spread of
COVID-19, including travel restrictions and bans, instructions to residents to
practice social distancing, quarantine advisories, shelter-in-place orders and
required closures of non-essential businesses. These government mandates have
forced many of the companies on whom our business relies, including hotels and
other accommodation providers and airlines, to seek government support in order
to continue operating, to curtail drastically their service offerings or to
cease operations entirely. Further, these measures have materially adversely
affected, and may further adversely affect, consumer sentiment and discretionary
spending patterns, economies and financial markets, and our customers. The
COVID-19 pandemic and the resulting economic conditions and government orders
have resulted in a material decrease in consumer spending and an unprecedented
decline in travel activities and consumer demand for related services. Our
financial results and prospects are almost entirely dependent on the sale of
such travel-related services. Our results for the quarter ended December 31,
2022 have been significantly and negatively impacted, with a material decline in
gross travel bookings and total revenues as compared to the corresponding
periods prior to the COVID-19 pandemic. We expect to continue to see severely
reduced new travel reservation bookings as compared to prior levels for the
foreseeable future, which will have a materially adverse impact on our business,
financial condition, results of operations and cash flows. Due to the uncertain
and rapidly evolving nature of current conditions around the world, we are
unable to predict accurately the impact that the COVID-19 pandemic will have on
our business going forward. With the continued spread of COVID-19 in the United
States and various other countries, we expect the pandemic and its effects to
continue to have a significant adverse impact on our business for the duration
of the pandemic, during any resurgences of the pandemic and during the
subsequent economic recovery, which could be an extended period of time.
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Results of Operations
The following summary of our results of operations should be read in conjunction
with our unaudited financial statements for the three and six months ended
December 31, 2022 and 2021 contained in this Report.
Three Months Ended December 31, 2022 and 2021:
Three Months Ended Three Months Ended
December 31, December 31,
2022 2021
Expenses
General and administrative
expenses $ (18,714 ) $ (11,031 )
Imputed interest expenses (749 ) (70 )
Foreign currency exchange loss 2,688 556
Net loss $ (16,775 ) $ (10,545 )
Revenues
We had no revenue for the three months ended December 31, 2022 and 2021, mainly
due to the decrease in our travel business arrangement income caused by the
COVID-19 pandemic globally.
General and administrative expenses
General and administrative expenses for the three months ended December 31, 2022
increased by $7,683 or 70%, compared with the same period in 2021. The increase
was mainly due to an increase in audit and accounting fees and filing fees.
Net loss
We had net losses of $16,775 and $10,545 for the three months ended December 31,
2022 and 2021, respectively, an increase of $6,230 or 59%, and had an
accumulated deficit of $1,364,957 since the inception of our business as at
December 31, 2022. The increase in net loss is mainly attributable to an
increase of general and administrative expenses and the imputed interest expense
incurred in connection with the advanced from related parties for operating
expenses during the quarter ended December 31, 2022, partially offset by a
decrease in foreign currency exchange loss during the quarter ended December 31,
2022.
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Six Months Ended December 31, 2022 and 2021:
Six Months Ended Six Months Ended
December 31, December 31,
2022 2021
Expenses
General and administrative expenses $ (30,403 ) $ (20,662 )
Imputed interest expenses (1,337 ) (108 )
Foreign currency exchange loss (5,783 ) (1,840 )
Net loss $ (37,523 ) $ (22,610 )
Revenues
We had no revenue for the six months ended December 31, 2022 and 2021, mainly
due to the decrease in our travel business arrangement income caused by the
COVID-19 pandemic globally.
General and administrative expenses
General and administrative expenses for the six months ended December 31, 2022
increased by $9,741 or 47%, compared with the same period in 2021. The increase
was mainly due to an increase in audit and accounting fees and filing fees.
Net loss
We had net losses of $37,523 and $22,610 for the six months ended December 31,
2022 and 2021, respectively, an increase of $14,913 or 66%, and had an
accumulated deficit of $1,364,957 since the inception of our business as at
December 31, 2022. The increase in net loss is mainly attributable to an
increase of general and administrative expenses, the imputed interest expense
incurred in connection with the advanced from related parties for operating
expenses during the quarter ended December 31, 2022 and the increase in foreign
currency exchange loss during the quarter ended December 31, 2022.
Liquidity and Capital Resources
Our financial condition at the end of December 31, 2022 and June 30, 2022 are
summarized as follows:
Working Capital
December 31, June 30,
2022 2022
Current Assets $ 864 $ 893
Current Liabilities (129,311 ) (100,784 )
Working Capital $ (128,447 ) $ (99,891 )
Our working capital deficit increased from the previous year-end and current
assets were still insufficient to cover liabilities; the deficit magnitude
increased by $28,556 due to an increase in amounts due to related parties.
Cash Flow
December 31, December 31,
2022 2021
Cash used in operating activities $ (57,919 ) $ (8,527 )
Cash provided by financing activities 52,136
7,232
Cumulative translation adjustment 5,757 1,292
Net decrease in cash $ (28 ) $ (3 )
Cash Used in Operating Activities
For the six months ended December 31, 2022, our cash used in operating
activities increased by $49,392 or 579% to $57,919, compared with $8,527 for the
six months in the prior year as of December 31, 2021. The increase is mainly due
to an increase in net loss and accounts payable and accrued liabilities.
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Cash Used in Investing Activities
For the six months ended December 31, 2022 and 2021, we have no cash investing
activities as compared from the same period last year.
Cash Provided by Financing Activities
For the six months ended December 31, 2022, the Company received advanced
$52,136 for operating expenses, compared with $7,232 in the same period in 2021.
Cash Requirements
Over the next 12 months, we anticipate that we will incur the following
operating expenses:
Expense Amount
General and administrative $ 5,000
Professional fees 50,000
Foreign currency exchange loss 5,000
Total $ 60,000
Our Director, Christina Chen, has committed to providing our working capital
requirements for the next 12 months.
Management believes that the Company will be able to raise sufficient capital to
meet our working capital requirements for the next 12-month period. Management
is currently seeking financing opportunities to meet our estimated funding
requirements for the next 12 months primarily through private placements of our
equity securities.
There is substantial doubt about our ability to continue as a going concern as
the continuation of our business is dependent upon the continued financial
support from our shareholders, our ability to obtain necessary equity financing
to continue operations, and achieving a profitable level of operations. The
issuance of additional equity securities by us could result in a significant
dilution in the equity interests of our current stockholders. Obtaining
commercial loans, assuming those loans would be available, will increase our
liabilities and future cash commitments.
Transactions with related parties
Mrs. Hong Ba serves as the Chief Executive Officer and Director of the Company.
Mr. Feng Li, the husband of Mrs. Hong Ba, is the owner of the Canada Airchn
Financial Inc. ("CAFI"). The shareholders make advances to the Company from time
to time for the Company's operations. These advances are due on demand and
non-interest bearing.
As of December 31, 2022, there was $102,540 (June 30, 2022 - $51,474) due to
related parties in total.
As of December 31, 2022, the CEO of the Company advanced $43,128 (June 30, 2022
- $28,910) to the Company for operating expenditures.
During the six months ended December 31, 2022, a company owned by Feng Li, the
husband of Mrs. Hong Ba, our CEO, charged the Company $3,582 (CAD$4,800)
(December 31, 2021 - $3,802 (CAD$4,800) in rent and the debt of $14,143 has been
due to the related party (June 30, 2022 - $11,187).
As of December 31, 2022, Mr. Feng Li advanced $4,086 (June 302022 - $3,529) to
the Company for operating expenditures.
As of December 31, 2022, the Company has received advances of $40,975 (June 30,
2022 - $7,633) for operating expenditures from a related party, a director of
the Company.
As of December 31, 2022, the Company has received an advance of $208 (June 30,
2022 - $214) for operating expenditure from a related party who was an over 10%
shareholder of the Company.
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Off Balance Sheet Arrangements
We have no significant 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 is material to
stockholders.
Recently Issued Accounting Standards
We continue to assess the effects of recently issued accounting standards. The
impact of all recently adopted and issued accounting standards has been
disclosed in the Footnotes to the financial statements.
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