NEW ASIA HOLDINGS, INC. Forward-Looking Statements
This Management's Discussion and Analysis contains forward-looking statements that involve future events, our future performance and our expected future operations and actions. In some cases, you can identify forward-looking statements by the use of words such as "may", "will", "should", "anticipate", "believe", "expect", "plan", "future", "intend", "could", "estimate", "predict", "hope", "potential", "continue", or the negative of these terms or other similar expressions. These forward-looking statements are only our predictions and involve numerous assumptions, risks and uncertainties. Our actual results or actions may differ materially from these forward-looking statements for many reasons, including, but not limited to, the matters discussed in this report under the caption "Risk Factors". We urge you not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.
The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes included in this annual report on Form 10-K.
--------------------------------------------------------------------------------
24
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Overview
Since
The Company's products capitalize the large volume of the 24-hour Forex markets to achieve capital appreciation over a medium- to long-term basis, combined with the usage of a good wealth vehicle designed to control risk, profit from both bull or bear markets, and maximize liquidity and economic resilience.
Our proprietary trading models were developed by a team of professional engineers in communications, electronic circuitry design and financial engineering. This diverse team is the key factor in our successful development of non-traditional and innovative trading models. Our systems were designed to take intelligent positions as the market moves/changes and, upon development, our systems were to bring a rigorously tested track-record.
The Company's systems were designed to adapt themselves and to take intelligent positions as the market moves/changes. The models were subjected to rigorous testing akin to the volatile trading environment of major financial events/crises that have happened in recent history. These models were also programmed to have the ability to learn and adapt new manners of trading, effectively translating the human behavioral of trading into a predictive science. The Company's quantitative strategies and proprietary algorithmic trading system were developed to generate risk adjustable returns for its licensees and their clients.
Since 2016, the Company's focus has been to license its algorithm to licensees, regulated funds and banks to capitalize on the large volume of the 24-hour Forex markets to achieve capital appreciation over a medium- to long- term basis, combined with the usage of a good wealth vehicle designed to control risk, profit from both bull or bear markets, and maximize liquidity and economic resilience.
On
On
The algorithms were placed into commercial operation in
In conjunction with the expansion into the regulated fund and bank model, NAML
decided to ask its clients to redeem the AUM and as of
The Company initiated its focus on the regulated bank and fund model in 2017
with the launch of the Feuris Fund A with AUM of approximately
--------------------------------------------------------------------------------
25
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
2019, due to market conditions that impacted trading frequencies and volumes, NAML liquidated the Feuris Fund A and returned the AUM to the investors.
The MQL License Agreement remains in place.
While the Company continues to improve its algorithm products, there are no guarantees that such product improvements will translate to improved financial performance. The Company, in its efforts to expand its business, is currently involved in the development of new business opportunities, including the following:
·The Company may integrate a business solution to not rely on using an application that relies on our algorithms for actual trading, but instead to provide a platform where users can use the algorithms as a tool to obtain information that can assist users in making potential investment decisions.
·The Company may integrate a business solution to provide an e-Commerce platform
where buyers and sellers trade products online through incentive-based
marketing. If launched, the platform is expected to offer a wide range of
selective products to the buyers within a social network of community led by
influencers and dedicated services integrated with logistical and payment
support to provide buyers with easy, simple and secure online shopping
experience and be rewarded at the same time. The platform would use a hybrid of
Business-to-Business (B2B) and Business-to-Consumer (B2C) business model. The
Global e-Commerce revenue has exceeded more than
·A global digital payment system that would allow users to gain access to the existing global merchant base in multiple countries and regions and earn attractive rewards and cashback benefits. We expect that access to the existing global merchant base would be established through proven payment merchant networks.
As a result of poor performance by the Company's Algorithms, over the last several quarters the Company has been focusing on developing new business opportunities, including exploring potential new acquisition. The Company continues to endeavor to expand the application of its products. In addition, the Company is evaluating the possibility of entering into a partnership or joint venture involving the implementation of sustainability solutions related to renewable energy. The Company will provide an update on these potential activities, if and when they materialize.
The Company is doing its best to provide the basis for improved performance in the coming quarters, however, there is no guarantee that such new products and product improvements will translate to improved financial performance.
The Company generated no revenues during the years ended
As described above, the commercial business associated with the licensing of the Algorithm products has not materialized and the Company is pursuing new applications of the products that would not involve trading and other new business activities.
On
On
The Global Crypto Equity Purchase Agreement terminated on
On
--------------------------------------------------------------------------------
26
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Agreement, the Company agreed to sell to the Subscriber, and the Subscriber
agreed to purchase, 1,000,000 restricted shares of the Company's common stock at
purchase price of
Because COVID-19 infections continue to be reported worldwide, certain national, state and local governmental authorities have issued stay-at-home orders, proclamations and/or directives aimed at minimizing the spread of COVID-19. Additional, more restrictive proclamations and/or directives may be issued in the future. As a result, certain Company internal operations communications and accounting operations have been disrupted by these "stay at home" orders, which have affected the timing of certain new business development activities (the Company had previously liquidated the Feuris Fund A AUM during the third quarter of 2019).
The ultimate impact of the COVID-19 pandemic on the Company's operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but could be anticipated to have a material adverse impact on our business, financial condition and results of operations.
The measures taken to date will impact the Company's business for the fiscal first and second quarters and potentially beyond. Management expects that all of its business segments, across all of its geographies, will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company's business and the duration for which it may have an impact cannot be determined at this time.
Results of Operations. The following table provides selected financial data about us for the fiscal years endedDecember 31, 2021 andDecember 31, 2020 . For detailed financial information, see the audited Financial Statements included in this annual report on Form 10-K. December 31, 2021 December 31, 2020 ASSETS Current Assets Cash$ 57,888 $ 200,378 Prepaid Expense 14,133 11,000 Total Current Assets 72,021 211,378 Other Assets Deposit 195 195 Total Other Assets 195 195 TOTAL ASSETS 72,216 211,573 LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities
Accounts Payable and Accrued
Liabilities$ 172,955 $ 119,470 Advance From Shareholder 916,452 955,149 Total Current Liabilities 1,089,407 1,074,619 Total Liabilities 1,089,407 1,074,619 Stockholders' Deficit
Preferred Stock,$0.001 par value, 400,000,000 shares authorized, 0 shares issued and outstanding - - Common Stock,$0.001 par value, 4,000,000,000 shares authorized, 75,288,667 shares issued and outstanding atDecember 31, 2021 and December 31, 2020 75,289 75,289 Additional Paid In Capital 11,399,713 11,399,713 Accumulated Deficit (12,491,964) (12,338,183) Accumulated Other Comprehensive Income (Loss) (229) 135 Total Stockholders' Deficit (1,017,191) (863,046) TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT$ 72,216 $ 211,573
During fiscal years 2021 and 2020, we generated no revenues. In addition, we have a history of losses. The lack of revenues in fiscal 2021 and 2020 revenues resulted from the inability of the Company's licensee, New Asia Momentum, to secure new sub-licensees for the Company's products after the return of the AUM associated with the Feuris Fund A activities in 2019, which resulted due to the risk profiles required by these regulated funds and banks
--------------------------------------------------------------------------------
27
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
reflects a lower level of risk, which resulted in significantly reduced
frequency of trading activities which then led to the closure of the Feuris Fund
A by Momentum as of
As of
Operating expenses were
As a result of the foregoing, we had net loss of
We expect that we will need to raise additional funds to support our business (focused on the implementation of new business solutions as described above) including, working capital and for the acquisition of new businesses and technologies, or if we must respond to unanticipated events that require us to make additional investments. We cannot assure that additional financing will be available when needed on favorable terms, or at all.
We had begun to generate nominal revenues since the second quarter of 2016,
however, due to the change in strategy to focus on the regulated bank and fund
model, the Company's licensee decided to terminate all activities with retail
clients and the retail AUM was returned to retail clients. The focus on the
regulated bank and fund model was initiated in 2017 with the launch of the
Feuris Fund A with AUM of approximately
Liquidity and Capital Resources
As of
We had net cash used in operating activities of
We had net cash flows used in financing activities of
We had no cash flows from investing activities during the year ended
The Company's ultimate continued existence is dependent upon its ability to generate sufficient cash flows from operations to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations on a timely basis.
The Company currently has no current plans, proposals, arrangements, or understandings with respect to the sale or issuance of additional securities prior to the location of a merger or acquisition candidate. Accordingly, there can be
--------------------------------------------------------------------------------
28
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
no assurance that enough funds will be available to the Company to allow it to cover the expenses related to such activities.
The Company's Articles of Incorporation authorize the issuance of up to 400,000,000 shares of preferred stock and 4,000,000,000 shares of common stock. The Company's ability to issue preferred stock may limit the Company's ability to obtain debt or equity financing as well as impede potential takeover of the Company, which takeover may be in the best interest of stockholders. The Company's ability to issue these authorized but unissued securities may also negatively impact our ability to raise additional capital through the sale of our debt or equity securities.
The Company anticipates future sales of equity securities to facilitate either the consummation of a business combination transaction or to raise working capital to support and preserve the integrity of the corporate entity. However, there is no assurance that the Company will be able to obtain additional funding through the sales of additional equity securities or, that such funding, if available, will be obtained on terms favorable to or affordable by the Company.
It is the belief of management and significant stockholders that they will provide sufficient working capital necessary to support and preserve the integrity of the corporate entity. However, there is no legal obligation for either management or significant stockholders to provide additional future funding. Further, the Company is at the mercy of future economic trends and business operations for the Company's majority stockholder to have the resources available to support the Company. Should this pledge fail to provide financing, the Company has not identified any alternative sources.
If no additional operating capital is received during the next twelve months, the Company will be forced to rely on existing cash in the bank and upon additional funds loaned by management and/or significant stockholders to preserve the integrity of the corporate entity at this time. In the event, the Company is unable to acquire advances from management and/or significant stockholders, the Company's ongoing operations would be negatively impacted.
While the Company is of the opinion that good faith estimates of the Company's ability to secure additional capital in the future to reach our goals have been made, there is no guarantee that the Company will receive sufficient funding to sustain operations or implement any future business plan steps.
In such a restricted cash flow scenario, the Company would be unable to complete its business plan steps, and would, instead, delay all cash intensive activities. Without necessary cash flow, the Company may become dormant during the next twelve months, or until such time as necessary funds could be raised in the equity securities market.
Regardless of whether the Company's cash assets prove to be inadequate to meet the Company's operational needs, the Company might seek to compensate providers of services by issuances of stock in lieu of cash.
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 are material to stockholders.
Future Financings
We will continue to rely on advances from our principal shareholder as well as from other sources of financing, including private placements of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.
Critical Accounting Policies and Estimates
Our financial statements and related public financial information are based on
the application of accounting principles generally accepted in
--------------------------------------------------------------------------------
29
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Our significant accounting policies are summarized in Note 1 in the Annual Report on Form 10-K for the most recent fiscal year. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our results of operations, financial position or liquidity for the periods presented in this report.
© Edgar Online, source
