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, 2020 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, 2020 have been significantly and negatively impacted, with a material decline in gross travel bookings and total revenues as compared to the corresponding period in 2019. We expect to continue to see severely reduced new travel reservation bookings as compared to 2019 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 quarters ended December 31, 2020 and 2019 contained in this Report.

Six Months Ended December 31, 2020 and 2019:



                                              Six Months Ended     Six Months Ended
                                                December 31,         December 31,
                                                    2020                 2019
Revenues                                    $                -   $              493
Expenses
      General and administrative expenses              (24,968 )            (22,348 )
      Interest expenses                                (14,326 )                  -
      Gain on debt settlement                           90,433                    -
      Foreign currency exchange gain (loss)              5,256               (6,129 )
Net income (loss)                           $           56,395   $          (27,984 )


Revenues

We have generated total revenues of $Nil from operations during the six months ended December 31, 2020 as compared to $493 for the same period in 2019, an decrease of $493 or 100%. The decrease was mainly due to the decrease in our travel business arrangement income caused by the covid-19 pandemic globally in the period ended December 30, 2020.

General and administrative expenses

General and administrative expenses for the six months ended December 31, 2020 increased by $2,620 or 10%, compared with the same period in 2019 primarily because of increased operating cost in professional expenses due to share issuance.

Net loss

We had net income of $56,395 and net losses of $27,984 for the six months ended December 31, 2020 and 2019, respectively, an increase of income of $56,395 or 100%, and had an accumulated deficit of $1,226,623 since the inception of our business as at December 31, 2020. The increase in net income is mainly attributable to an increase in gain on debt settlement and an increase in foreign exchange gain although no sales revenue and an increase of general and administrative expenses and imputed interest expenses accrued on advanced share issuance.



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Three Months Ended December 31, 2020 and 2019:




                                           Three Months Ended     Three Months Ended
                                              December 31,           December 31,
                                                  2020                   2019
Revenues                                 $                  -   $                380
Expenses
      General and administrative
expenses                                              (13,770 )              (10,970 )
      Interest expenses                                (1,160 )                    -
      Gain on debt settlement                          90,433                      -
      Foreign currency exchange gain
(loss)                                                  7,360                  5,005
Net income (loss)                        $             82,863   $             (5,585 )


Revenues

We have generated total revenues of $Nil from operations during the three months ended December 31, 2020 as compared to $380 for the same period in 2019, a decrease of $380 or 100%. The decrease was mainly due to the decrease in our travel business arrangement income caused by the covid-19 pandemic globally in the period ended December 30, 2020.

General and administrative expenses

General and administrative expenses for the three months ended December 31, 2020 increased by $2,800 or 20%, compared with the same period in 2019 primarily because of increased operating cost in share issuance expenses.

Net loss

We had net income of $82,863 and net losses of $5,585 for the three months ended December 31, 2020 and 2019, respectively, an increase of $82,863 or 100%, and had an accumulated deficit of $1,226,623 since the inception of our business as at December 31, 2020. The increase in net income is mainly attributable to an increase in gain on debt settlement and an increase in foreign exchange gain although no sales revenue and an increase of general and administrative expenses and imputed interest expenses accrued on advanced share issuance.

Liquidity and Capital Resources

Our financial condition at the end of December 31, 2020 and June 30, 2020 are summarized as follows:



Working Capital

                      December 31,     June 30,
                              2020         2020
Current Assets      $        8,584   $    3,546
Current Liabilities        (12,789 )   (213,480 )
Working Capital     $       (4,205 ) $ (209,934 )

Our working capital deficit decreased from the previous year and current assets were still insufficient to cover liabilities; the deficit magnitude decreased by $205,729 due to debt settlements by share issuance.

Cash Flows

December 31,     December 31,
                                                          2020             2019

Cash provided by (used in) operating activities $ 3,417 $ (27,303 ) Cash provided by financing activities

                   13,405           29,815
Cumulative translation adjustment                      (11,787 )         (2,121 )
Net increase (decrease) in cash                 $        5,035   $          391



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Cash Used in Operating Activities

For the six months ended December 31, 2020, our cash provided by (used in) operating activities decreased by $31,912 or 116% to $3,417, compared with $(27,303) for the six months in the prior year. The decrease is mainly due to debts settlement by share issuance compared with the six months in the prior year.

Cash Used in Investing Activities

For the three months ended December 31, 2020 and 2019, 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, 2020, the Company received $13,405 from financing activities in the form of cash advances for future share issuances from a related party compared with $29,815 in the same period in 2019.

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 CEO, Hong Ba, 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.

Recent Events

On December 14, 2020, the Company entered into Debt Cancellation Agreement (the "Debt Cancellation Agreement") with each of Maotang Bai, Yongsheng Liang, Qinrong Gao and Shanxi Ai Chen Technology Ltd., who were each creditors to the Company with a total outstanding aggregate balance of US$237,981 (the "Debts"). Pursuant to the Debt Cancellation Agreement the Company agreed to issue an aggregate total of 47,596,110 shares of its common stock, $0.0001 par value per share (the "Shares"), at the conversion rate of US$0.005 per share as full payment for the Debts. Upon issuance and delivery of the Shares, the Debts were fully paid and the Company no longer had any obligations to the creditors under the Debts. The foregoing description of the Debt Cancellation Agreement is qualified in its entirety by reference to the full text of the Debt Cancellation Agreement, which is filed as Exhibit 10.1 to this Quarterly Report, and is incorporated herein by reference.

Transactions with related persons

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 the three and six months ended December 31, 2020, the CEO of the Company advanced $322 (June 30, 2020 - $140) to the Company for operating expenditure.



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On December 14, 2020, the CEO of the Company assigned the debt owed to her by the Company to a transferee who entered into a debt cancellation agreement to convert the debt of $10,584 into 2,116,804 common shares of the Company at a price of $0.005 per share.

During the period ended December 31, 2020, a company owned by Feng Li, the husband of Mrs. Hong Ba, our CEO, charged the Company $3,655 (Cnd$4,800) (2020 - $3,668) in rent and the debt of $33,402 (2020 - $23,562) owed to such company was assigned to a transferee who entered into a debt cancellation agreement to convert the debt into 6,680,448 common shares of the Company at a price of $0.005 per share

As of the period ended December 31, 2020, Li Feng, the husband of Mrs. Hong Ba, our CEO, advanced $1,550 (December 31, 2020 - $1,100) to the Company for operating expenditures. On December 14, 2020, Mr. Li assigned the debt owed to him by the Company to a transferee who entered into a debt cancellation agreement to convert the debt into 310,000 common shares of the Company at a price of $0.005 per share.

As of December 31, 2020, the Company has received advances for future share issuance of $192,444 (June 30, 2020 - $149,304) and an advance of $211 (June 30, 2020 - $209) for operating expenditure from a related party who is an over 10% shareholder of the Company and the Company expensed $14,326 (June 30, 2020 - Nil) in imputed interest on the accumulated amount of advances for future share issuance. On December 14, 2020, such related party assigned the debt owed to him by the Company to a transferee who entered into a debt cancellation agreement to convert the debt into 38,488,858 common shares of the Company at a price of $0.005 per share.

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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