LGIQ.OTC.PinkLogiq, INC

10-Q/A: Logiq Inc. Restates Q1 2023 Financials Due to Accounting Errors

Sentiment:

Quarterly Report


Logiq Inc. has filed an amended quarterly report to restate its financials for the quarter ended March 31, 2023, due to errors in the valuation of intangible assets and the accounting treatment of a reverse acquisition.

Capital raiseThe company issued 19,278,526 shares of common stock during the three months ended March 31, 2023.The company may need to sell additional equity or debt securities to fund its operations and expansion plans.
Worse than expectedThe company's revenue decreased significantly year-over-year.The company's net loss increased substantially year-over-year.The company's operating expenses increased significantly year-over-year.

Summary

  • Logiq Inc. is restating its financial statements for the quarter ended March 31, 2023, and the year ended December 31, 2022.
  • The restatement is due to an incorrect valuation of intangible assets related to the former subsidiary, GoLogiq Inc., and improper accounting for the reverse acquisition of the CreateApp business.
  • GoLogiq Inc. was determined to be the accounting acquirer in the CreateApp business acquisition, which was previously treated as a reverse merger but should have been treated as a capital transaction.
  • The company is reversing a previously recorded impairment loss for CreateApp in its December 31, 2022, financial statements.
  • The value of the CreateApp platform was revalued to $11.8 million on February 28, 2023.
  • The company's Q1 2023 service revenue was $3.5 million, a decrease from $8.1 million in Q1 2022.
  • The company's net loss for Q1 2023 was $12.4 million, compared to a net loss of $3.9 million in Q1 2022.
  • The company's operating expenses increased to $12.6 million in Q1 2023 from $6.1 million in Q1 2022.
  • The company's cash and cash equivalents were $751,063 as of March 31, 2023, compared to $472,206 as of December 31, 2022.
  • The company issued 19,278,526 shares of common stock during the three months ended March 31, 2023.

Sentiment

Score: 3

Explanation: The document reveals significant financial challenges, including a substantial decrease in revenue, a large increase in net loss, and the need to restate financials due to accounting errors. These factors indicate a negative outlook and raise concerns about the company's financial health and management.

Positives

  • The company has identified and corrected accounting errors, demonstrating a commitment to accurate financial reporting.
  • The company's cash and cash equivalents increased from $472,206 at the end of 2022 to $751,063 as of March 31, 2023.

Negatives

  • The company's Q1 2023 service revenue decreased significantly compared to Q1 2022.
  • The company's net loss for Q1 2023 increased substantially compared to Q1 2022.
  • Operating expenses have increased significantly year-over-year.
  • The restatement indicates prior financial statements were not reliable.

Risks

  • The company's reliance on cloud-based hosting could be a risk if the relationship is disrupted or terminated.
  • The company's operations in South East Asia are being disrupted by the ongoing impact of the COVID-19 pandemic.
  • The company has identified material weaknesses in its internal control over financial reporting.
  • The company may need to raise additional capital in the future, and there is no guarantee that such financing will be available on acceptable terms.

Future Outlook

The company expects an uncertain outlook in its service revenues due to the ongoing impact of the COVID-19 pandemic, particularly in South East Asia. The company estimates that its available cash and cash generated from operations will be sufficient to satisfy capital expenditures for up to 12 months.

Management Comments

  • Management reassessed the accounting treatment of the spin-off of its AppLogiq/CreateApp business to GoLogiq, Inc.
  • Management determined that GoLogiq Inc. is the accounting acquirer in the AppLogiq/CreateApp business acquisition.
  • Management concluded that the company's internal control over financial reporting as of December 31, 2022 was not effective.

Industry Context

The restatement and financial results reflect challenges in the technology sector, particularly for companies involved in digital marketing and e-commerce solutions. The company's performance is impacted by the COVID-19 pandemic, which has disrupted operations in South East Asia.

Comparison to Industry Standards

  • The significant decrease in revenue and increase in net loss compared to the previous year indicates a performance that is worse than industry standards for companies in the digital marketing and e-commerce space.
  • The restatement of financials due to accounting errors is a serious issue that raises concerns about the company's internal controls and financial reporting practices, which is not typical for well-established companies.
  • The company's gross margin of 8.1% is significantly lower than the industry average for software and digital marketing companies, which typically have gross margins above 50%.
  • The increase in operating expenses, particularly general and administrative expenses, is also concerning and suggests that the company is not managing its costs effectively compared to its peers.
  • The company's cash position of $751,063 is relatively low for a public company, especially given its significant losses, which may raise concerns about its ability to fund future operations and growth.

Stakeholder Impact

  • Shareholders will be negatively impacted by the restatement and poor financial results.
  • Employees may be affected by potential cost-cutting measures.
  • Customers may be concerned about the company's long-term viability.
  • Creditors may be concerned about the company's ability to repay debts.

Next Steps

  • The company will continue to evaluate its capital expenditure needs.
  • The company will implement changes to its internal control over financial reporting to address the identified material weaknesses.
  • The company will provide further necessary oversight on and training for accounting and finance personnel.

Key Dates

DateDescription
2020-01-08Logiq acquired substantially all of the assets of Push Holdings, Inc.
2020-11-02Logiq completed the acquisition of Fixel AI Inc.
2021-03-29Logiq completed the acquisition of Rebel AI, Inc.
2021-12-15Logiq entered into agreements to transfer its AppLogiq business to GoLogiq, Inc.
2022-01-27Logiq completed the transfer of its AppLogiq business to GoLogiq.
2022-02-28The value of the CreateApp platform was revalued to $11.8 million.
2022-03-30Logiq entered into a Purchase Agreement with Ionic Ventures, LLC.
2022-03-31DLQ completed the acquisition of certain customer contractual agreements of Battle Bridge Labs, LLC.
2022-07-27Logiq completed the distribution and spin-off of GoLogiq.
2022-09-09Logiq and DLQ entered into a Merger Agreement with Abri SPAC I, Inc.
2023-03-16Logiq and Ionic mutually agreed to terminate the Purchase Agreement and Registration Rights Agreement.
2023-03-31End of the reporting period for the restated financials.
2023-04-25Logiq consummated the transactions contemplated by the Share Exchange Agreement with Park Place Payments Inc.
2023-05-01Logiq and DLQ amended the Merger Agreement with Abri SPAC I, Inc.
2023-05-12As of this date, the issuer had 95,120,999 shares of common stock issued and outstanding.
2023-06-08Logiq and DLQ entered into a second amendment to the Merger Agreement with Abri SPAC I, Inc.
2023-07-20Logiq, DLQ, Abri and Merger Sub entered into the Third Amendment to the Merger Agreement.
2023-10-23Logiq held a special meeting of its stockholders.
2023-11-02The Business Combination, including the Merger, was completed.

Keywords

restatement, financial statements, intangible assets, reverse acquisition, CreateApp, GoLogiq, DataLogiq, revenue, net loss, operating expenses, impairment, stock issuance

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