10-Q: Two Hands Corporation Reports Q2 2024 Results with Increased Gross Profit but Continued Net Losses
Quarterly Report
Two Hands Corporation's Q2 2024 results show an increase in gross profit margin, but the company continues to experience net losses and faces going concern challenges.
Summary
- Two Hands Corporation reported a net loss of $495,041 for the three months ended June 30, 2024, and a net loss of $1,277,187 for the six months ended June 30, 2024.
- The company's gross profit increased significantly to $45,010 for the three months and $59,999 for the six months ended June 30, 2024, compared to $12,216 and $27,665 for the same periods in 2023, respectively.
- Sales revenue for the six months ended June 30, 2024, was $389,766, a slight increase from $372,769 in the same period of 2023.
- Operating expenses were $311,499 for the three months and $616,689 for the six months ended June 30, 2024.
- The company's accumulated deficit reached $93,363,365 as of June 30, 2024.
- The company has a working capital deficiency of $2,232,849 as of June 30, 2024.
- The company's auditors have raised substantial doubt about its ability to continue as a going concern.
- The company is dependent on raising additional capital to implement its business plan.
Sentiment
Score: 3
Explanation: The document presents a mixed picture with some positive trends in gross profit and sales, but the significant net losses, going concern issues, and reliance on related party transactions and financing create a negative overall sentiment. The material weaknesses in internal controls further contribute to the negative outlook.
Positives
- Gross profit increased significantly, indicating improved operational efficiency.
- Sales revenue saw a modest increase compared to the same period last year.
- The company is actively managing its debt by converting non-redeemable convertible notes into common stock.
- The company is using stock to settle debts with related parties.
Negatives
- The company continues to incur significant net losses.
- The company has a substantial accumulated deficit and a working capital deficiency.
- The company's auditors have raised concerns about its ability to continue as a going concern.
- The company is heavily reliant on related party transactions and financing.
- Operating expenses remain high, offsetting the gains in gross profit.
- The company has material weaknesses in internal control over financial reporting.
Risks
- The company's ability to continue as a going concern is uncertain due to its financial losses and dependence on external financing.
- The company's reliance on related party transactions and financing poses a risk to its financial stability.
- The company's material weaknesses in internal control over financial reporting could lead to inaccurate financial reporting.
- The company's high debt levels and ongoing losses could make it difficult to secure additional financing.
- The company's revenue is concentrated with a few customers and suppliers, which could impact its financial performance if these relationships are disrupted.
Future Outlook
The company plans to continue expanding its reach to additional customers and geographies across Canada while enhancing its product line with a focus on Italian staples. The company also plans to expand storage and warehousing, expand warehouse staff, add more delivery trucks and expand the delivery area.
Management Comments
- Management believes the following critical accounting policies, among others, may be impacted significantly by judgment, assumptions and estimates used in the preparation of the Financial Statements: stock-based compensation and revenue recognition.
- Management monitors cash flow requirements and future cash flow forecasts to ensure it has access to funds through its existing cash and from operations to meet operational and financial obligations.
- The company believes it has sufficient liquidity to meet its cash requirements for the next twelve months.
Industry Context
The company operates in the competitive grocery market, focusing on wholesale food distribution. The company's strategic shift to focus exclusively on the grocery market reflects a trend towards on-demand grocery services. The company's expansion plans align with the growing demand for online grocery delivery and specialized food products.
Comparison to Industry Standards
- The company's gross profit margin of 15.4% for the six months ended June 30, 2024, is below the industry average for grocery wholesalers, which typically ranges from 20% to 30%.
- The company's net loss of $1,277,187 for the six months ended June 30, 2024, is significantly higher than the industry average for companies of similar size, indicating potential operational inefficiencies or high costs.
- The company's reliance on related party transactions and financing is not typical for established companies in the grocery industry, suggesting a higher risk profile.
- The company's working capital deficiency of $2,232,849 indicates a significant liquidity challenge compared to industry benchmarks, where companies typically maintain a positive working capital balance.
- The company's high debt levels, including $801,485 in line of credit and $440,139 in non-redeemable convertible notes, are above average for companies of similar size in the grocery industry, indicating a higher financial risk.
Related Party Transactions
- As of June 30, 2024, advances and accrued salary of $1,017,499 were due to Nadav Elituv, the Company's Chief Executive Officer.
- The company issued advances due to related party for $53,428 for expenses paid on behalf of the Company and advances due to related party were repaid by the Company with $23,398 in cash during the six months ended June 30, 2024.
- The company accrued salary of $405,754 due to Nadav Elituv for services provided during the six months ended June 30, 2024.
- On February 26, 2024, the Company issued common stock to settle due to related party with a carrying value of $296,000.
- The company paid Linus Creative Services, a business controlled by Bradley Southam, a director of the Company, $0 for advertising services during the six months ended June 30, 2024.
- The company entered into a consulting agreement to pay 2130555 Ontario Limited, a Company controlled by Nadav Elituv, a monthly consulting fee of CAD $24,000 per month for services for the period from January 1, 2024 to December 31, 2024.
Stakeholder Impact
- Shareholders face significant risk due to the company's net losses, going concern issues, and potential dilution from stock issuances.
- Employees may be impacted by the company's financial instability and potential restructuring.
- Customers may experience disruptions in service if the company's financial situation worsens.
- Suppliers may face increased credit risk due to the company's financial challenges.
- Creditors face a higher risk of non-payment due to the company's high debt levels and negative cash flow.
Next Steps
- The company plans to expand its reach to additional customers and geographies across Canada.
- The company plans to enhance its product line with a focus on Italian staples.
- The company plans to expand storage and warehousing, expand warehouse staff, add more delivery trucks and expand the delivery area.
- The company plans to implement changes to remediate material weaknesses in internal control over financial reporting, subject to obtaining additional financing.
Key Dates
| Date | Description |
|---|---|
| 2009-04-03 | Two Hands Corporation was incorporated in the state of Delaware. |
| 2014-02-07 | Two Hands Canada Corporation, a wholly-owned subsidiary, was incorporated under the laws of Canada. |
| 2016-07-26 | Innovative Product Opportunities Inc. changed its name to Two Hands Corporation. |
| 2018-01-08 | The company entered into a Side Letter Agreement with Stuart Turk. |
| 2018-05-10 | The company entered into a Side Letter Agreement with Jordan Turk. |
| 2018-09-13 | The company entered into a Side Letter Agreement with Jordan Turk. |
| 2019-01-31 | The company entered into a Side Letter Agreement with Stuart Turk. |
| 2020-06 | The gocart.city online consumer grocery delivery application was released. |
| 2020-07 | Cuore Food Services commenced sale of dry goods and produce to other businesses. |
| 2021-07 | The company made the strategic decision to focus exclusively on the grocery market. |
| 2022-04-14 | The company entered into a binding Grid Promissory Note and Credit Facility Agreement with The Cellular Connection Ltd. |
| 2022-08-05 | Trading of the Common Shares in the capital of the Company commenced on the CSE. |
| 2023-05-01 | The company entered into an asset sale agreement with a non-related private corporation, selling the assets of gocart.city. |
| 2023-08-22 | The Board of Directors authorized an amendment to the Certificate of Incorporation to effect a reverse stock split. |
| 2023-09-29 | A 1 for 1,000 reverse stock split of the company's common stock took effect. |
| 2024-01-01 | The company entered into a consulting agreement with 2130555 Ontario Limited. |
| 2024-02-26 | The company issued common stock to settle due to related party. |
| 2024-04-29 | The non-redeemable convertible note with Jordan Turk was paid in full. |
| 2024-05-01 | The maturity date of the Line of Credit. |
| 2024-06-30 | End of the reporting period for the quarterly report. |
| 2024-08-05 | The Side Letter Agreement dated January 8, 2018, with Stuart Turk, was fully converted. |
| 2024-08-12 | Date of the report and share count. |
| 2024-08-14 | The company elected to convert $49,056 of non-redeemable convertible notes into common stock. |
Keywords
financial results, net loss, gross profit, going concern, convertible notes, related party transactions, working capital, debt, internal controls, grocery business
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