Exhibit 99.2
WEBUY GLOBAL LTD AND SUBSIDIARIES
UNAUDITED INTERIM CONSOLIDATED BALANCE SHEETS
(Amounts expressed in US dollars (“$”) except for numbers of shares and par value)
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Assets | ||||||||
| Current Assets | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Accounts receivable | ||||||||
| Inventories | ||||||||
| Prepaid expenses and other assets | ||||||||
| Note receivable | ||||||||
| Amount due from related parties | ||||||||
| Total current assets | ||||||||
| Non-current Assets | ||||||||
| Leasehold improvements and equipment, net | ||||||||
| Right of use assets – operating lease | ||||||||
| Intangible assets | ||||||||
| Total Assets | $ | $ | ||||||
| Liabilities and Shareholders’ Equity | ||||||||
| Current Liabilities | ||||||||
| Accounts payable | $ | $ | ||||||
| Deferred revenue | ||||||||
| Other current liabilities | ||||||||
| Amount due to a related party | ||||||||
| Loans payable | ||||||||
| Convertible notes payable | ||||||||
| Operating lease liability | ||||||||
| Total Current Liabilities | ||||||||
| Non-current Liabilities | ||||||||
| Loans payable | ||||||||
| Operating lease liability | ||||||||
| Total Liabilities | $ | $ | ||||||
| Commitments and contingencies | ||||||||
| Shareholders’ Equity | ||||||||
| Ordinary stock ( | $ | $ | ||||||
| Additional paid-in capital | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Accumulated other comprehensive Income (loss) | ( | ) | ||||||
| Total Shareholders’ Equity to shareholders of Webuy Global Ltd | ||||||||
| Deficit attributable to non-controlling interests | ( | ) | ( | ) | ||||
| Total Shareholders’ Equity | ||||||||
| Total Liabilities and Shareholders’ Equity | $ | $ | ||||||
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
F-1
WEBUY GLOBAL LTD AND SUBSIDIARIES
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Amounts expressed in US dollars (“$”) except for numbers of shares)
| Six Months Ended | ||||||||
| June 30, | ||||||||
| 2024 | 2023 | |||||||
| Revenues | $ | $ | ||||||
| Cost of revenues | ( | ) | ( | ) | ||||
| Gross profit | ||||||||
| Operating expenses | ||||||||
| Selling and distribution expenses | ( | ) | ( | ) | ||||
| General administrative expenses | ( | ) | ( | ) | ||||
| Total operating expenses | ( | ) | ( | ) | ||||
| Loss from operations | ( | ) | ( | ) | ||||
| Other (expense) income | ||||||||
| Other income | ||||||||
| Finance costs | ( | ) | ( | ) | ||||
| Total other income (expense), net | ( | ) | ||||||
| Loss before income taxes | ( | ) | ( | ) | ||||
| Income taxes | ||||||||
| Net loss | ( | ) | ( | ) | ||||
| Less: Net loss attributable to non-controlling interests | ||||||||
| Net loss attributable to shareholders of Webuy Global Ltd | $ | ( | ) | $ | ( | ) | ||
| Net loss | ( | ) | ( | ) | ||||
| Foreign currency translation | ||||||||
| Comprehensive loss | ( | ) | ( | ) | ||||
| Less: Comprehensive income attributable to non-controlling interests | ||||||||
| Comprehensive loss attributable to shareholders of Webuy Global Ltd | $ | ( | ) | $ | ( | ) | ||
| $ | ( | ) | $ | ( | ) | |||
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
F-2
WEBUY GLOBAL LTD AND SUBSIDIARIES
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)
(Amounts expressed in US dollars (“$”) except for numbers of shares)
| Ordinary Shares | Accumulated | |||||||||||||||||||||||||||||||
| Number of Shares | Amount ($0.000000385 par) | Additional Paid-in Capital | Accumulated Deficit | Other Comprehensive (loss) Income | Deficit to Ordinary Shareholders | Non- controlling Interests | Total Deficit | |||||||||||||||||||||||||
| Balance as at December 31, 2022 | $ | $ | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | |||||||||||||||
| Net loss | - | ( | ) | ( | ) | ( | ) | ( | ) | |||||||||||||||||||||||
| Foreign currency translation | - | |||||||||||||||||||||||||||||||
| Balance as at June 30, 2023 | $ | $ | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | |||||||||||||||
| Balance as at December 31, 2023 | $ | $ | $ | ( | ) | $ | ( | ) | $ | $ | ( | ) | $ | |||||||||||||||||||
| Issuance of shares through private placements | ||||||||||||||||||||||||||||||||
| Issuance of shares for convertible notes conversion | ||||||||||||||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | ( | ) | ( | ) | |||||||||||||||||||||||
| Foreign currency translation | - | |||||||||||||||||||||||||||||||
| Balance as at June 30, 2024 | $ | $ | $ | ( | ) | $ | $ | $ | ( | ) | $ | |||||||||||||||||||||
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
F-3
WEBUY GLOBAL LTD AND SUBSIDIARIES
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts expressed in US dollars (“$”))
| Six Months Ended June 30, | ||||||||
| 2024 | 2023 | |||||||
| Cash Flows From Operating Activities: | ||||||||
| Net loss | $ | ( | ) | $ | ( | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Amortization of intangible assets | ||||||||
| Depreciation of leasehold improvements and equipment | ||||||||
| Leasehold improvements and equipment written off | ||||||||
| Lease expense | ||||||||
| Changes in operating assets and liabilities: | ||||||||
| Inventories | ||||||||
| Accounts receivable | ( | ) | ( | ) | ||||
| Prepaid expenses and other assets | ( | ) | ( | ) | ||||
| Operating lease liability | ( | ) | ( | ) | ||||
| Accounts payable | ||||||||
| Deferred revenue | ||||||||
| Other current liabilities | ||||||||
| Amount due from/to related parties | ( | ) | ||||||
| Net Cash used in Operating Activities | ( | ) | ( | ) | ||||
| Cash Flows From Investing Activities: | ||||||||
| Purchase of leasehold improvements and equipment | ( | ) | ( | ) | ||||
| Receipt from the collection of a promissory note | ||||||||
| Purchase of a promissory note | ( | ) | ||||||
| Net Cash provided by (used in) Investing Activities | ( | ) | ||||||
| Cash Flows From Financing Activities: | ||||||||
| Proceeds from private placements | ||||||||
| Proceeds from issuance of convertible notes | ||||||||
| Repayment of convertible notes | ( | ) | ||||||
| Repayment of loan payables | ( | ) | ( | ) | ||||
| Net Cash provided by Financing Activities | ||||||||
| Effect of Exchange Rate Changes on Cash | ( | ) | ||||||
| Net changes in cash | ( | ) | ( | ) | ||||
| Cash at beginning of the period | ||||||||
| Cash at end of the period | $ | $ | ||||||
| Supplemental Disclosure of Cash Flow Information: | ||||||||
| Cash paid for interest | $ | $ | ||||||
| Cash paid for taxes | $ | $ | ||||||
| Supplemental Disclosure of Non-Cash Financing Information: | ||||||||
| Settlement of convertible notes payable through the issuance of shares | $ | $ | ||||||
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
F-4
WEBUY GLOBAL LTD AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024 AND 2023
(Amounts expressed in US dollars (“$”) except for numbers of shares)
Note 1. Organization, Description of Business and Going Concern
Webuy Global Ltd (“Webuy”) was incorporated on August 29, 2022 in the Cayman Islands as a company limited by shares.
Webuy Global Ltd and subsidiaries (the “Company”) is an emerging Southeast Asian (“SEA”) community-oriented e-Commerce retailor (“Community E-Commerce Retailor”) with a focus on grocery and travel. Community e-commerce is a deepened extension form of e-commerce, where social media users with mutual interest and like-minded behavior are connected, forming a community group within a network through online medium. The Company’s mission is to make social shopping a new lifestyle for consumers and to empower consumers’ purchases with an efficient cost-saving purchasing model.
Share Swap Agreement
On August 29, 2022, the Company closed a share
swap agreement (the “Share Swap”) between New Retail International Pte Ltd. (“New Retail”), which is a private
company with limited liability under Singapore law and its shareholders. Under the Share Swap, the Company acquired
Reorganization
The Share Swap between Webuy and New Retail is considered as a merger of entities under common control. Under the guidance in ASC 805, for transactions between entities under common control, the assets, liabilities and results of operations, are recognized at their carrying amounts on the date of the Share Swap, which required retrospective combination of Webuy and New Retail for all periods presented.
Corporate Structure
| Name | Incorporation Date | Percentage of effective ownership | Place of Incorporation | Fiscal Year | Principal Activities | |||||||
| Webuy Global Ltd | ||||||||||||
| New Retail International Pte Ltd | % | |||||||||||
| PT Webuy Social Indonesia | % | |||||||||||
| The Shopaholic Bear Pte Ltd | % | |||||||||||
| Bear Bear Pte Ltd | % | |||||||||||
| Webuy Travel Pte. Ltd. | % | |||||||||||
| PT Buah Kita Retail | % | |||||||||||
| PT Webuy Travel Indonesia | % | |||||||||||
| Webuy Advisory Pte Ltd | % | |||||||||||
Going concern
As of June 30, 2024, the Company’s operating losses raise substantial doubt about the Company’s ability to continue as a going concern. In assessing the going concern, management and the Board has considered the following:
| ● | Management expects to see improved cash flows including liquidity and borrowings from future fund-raising activities. The Company’s principal uses of cash have been, and management expects will continue to be, for working capital to support a reasonable increase in our scale of operations as well as for business expansion investments. |
No assurance can be provided that these additional financings will be available on acceptable terms or at all. If management is unable to execute this plan, there would likely be a material adverse effect on the Company’s business. These consolidated financial statements have been prepared on a going concern basis, which assumes that the Company will be able to continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.
F-5
Note 2. Summary of Signification Accounting Policies
The accounting policies applied for the six months ended June 30, 2024 and 2023 are consistent with those of the audited consolidated financial statements for the years ended December 31, 2023, 2022 and 2021, as described in those audited consolidated financial statements, except for the adoption of any new and amended accounting principles generally accepted in the United States of America (“US GAAP”) effective after the year ending December 31, 2023 which are relevant to the preparation of the June 30, 2024 unaudited interim consolidated financial statements.
Basis of presentation and consolidation
The accompanying unaudited interim consolidated financial statements have been prepared in accordance with Article 10 of Regulation S-X. These statements should be read in conjunction with the audited consolidated financial statements for the years ended December 31, 2023, 2022 and 2021, which have been prepared in accordance US GAAP. The unaudited interim consolidated financial statements have been prepared on a historical cost basis. In the opinion of management, all adjustments necessary for a fair presentation have been included in the accompanying unaudited interim consolidated financial statements. The results of operations for the six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the full year ended December 31, 2024.
The unaudited interim consolidated financial statements include the financial statements of the Company and all its majority-owned subsidiaries from the dates they were incorporated. All intercompany balances and transactions have been eliminated in consolidation.
All amounts are presented in United States dollars (“USD”) and have been rounded to the nearest USD.
Use of estimates
The preparation of the unaudited interim consolidated financial statements in conformity with US GAAP requires management of the Company to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and judgments.
Cash and cash equivalents
Cash is carried at cost and represents cash on hand and bank deposits. Cash equivalents consist of funds received from customers, which funds were held at the third-party platform’s fund account, and which are unrestricted and immediately available for withdrawal and use.
Foreign currencies translation and transactions
The reporting currency of the Company is United States Dollar (“USD”) and the accompanying unaudited interim consolidated financial statements have been expressed in “$”. In addition, the Company’s subsidiaries are operating in Singapore and Indonesia and maintains its books and records in its local currency, Singapore Dollar (“SGD”) and Indonesia Rupiah (“IDR”), respectively, which are the functional currency as being the primary currency of the economic environment in which their operations are conducted.
F-6
Accounts receivable
Accounts receivable are recorded in accordance with ASC 310, “Receivables.” Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable and other receivables. For the six months ended June 30, 2024 and 2023, the Company did not record any allowances for doubtful accounts against its accounts receivable and other receivables nor did it charge off any such amounts, respectively.
Leases
A lease for which substantially all the benefits and risks incidental to ownership remain with the lessor is classified by the lessee as an operating lease. The Company records the lease expenses on a straight-line basis over the lease term.
Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company accounts for the lease and non-lease components of its leases as a single lease component. Lease expense is recognized on a straight-line basis over the lease term.
Accounts payables and other current liabilities
Accounts payable and other current liabilities are liabilities for goods and services provided to the Company prior to the end of the financial year which are unpaid. They are recognized initially at their fair value and subsequently measured at amortized cost using the effective interest method. They are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.
Convertible notes payable
The Company accounted for these Notes as a single liability-classified instrument measured at amortized cost due to the adoption of ASU 2020-06. ASC Subtopic 470-20 “Debt—Debt with Conversion and Other Options” and ASC subtopic 815-40 “Hedging—Contracts in Entity’s Own Equity”. The Company has presented these Notes in current liabilities in the accompanying balance sheets.
Revenue recognition
The Company adopts Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) for all periods presented. The core principle underlying the revenue recognition of this ASU allows the Company to recognize revenue that represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer.
To achieve that core principle, the Company applies five-step model to recognize revenue from customer contracts. The five-step model requires the Company to (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the performance obligation is satisfied.
Product revenues
- Performance obligations satisfied at a point in time
The Company primarily sells goods through group orders directly through the Company’s mobile application. The Company accounts for the revenues generated from sales on a gross basis as the Company is acting as a principal in these transactions and is responsible for fulfilling the promise to provide the specified goods, which the Company has control of the goods and has the ability to direct the use of goods to obtain substantially all the benefits. Revenues are measured based on the amount of consideration that the Company expects to receive reduced by sales return and discount. In making this determination, the Company also assesses whether the Company is primarily obligated, subject to inventory risk, has latitude in establishing prices, or has met several but not all of these indicators in accordance with ASC 606-10-55-36 through 40. The Company recognizes the sales of goods when the control of the specified goods is transferred to customers which is upon delivery of goods to customers. Revenues also exclude any amounts collected on behalf of the third parties, including sales taxes and indirect taxes.
F-7
The Company sells goods to customers and the revenues are earned from the cash payment made by customers or customers settle their balances with “Assets”. The Company grants “Assets” upon (i) Cash collected from customers via Webuy mobile APP to top up their e-wallet balance; (ii) Refund to customers’ e-wallet due to order cancellation or products returned from customers; (iii) Commissions payable to Group Leaders for the provision of services to the Company. These “Assets” entitle the holders to offset future purchases. As such, “Assets” are initially recognized and recorded as “Advances from customers” upon the grant and when customers have yet placed the purchase orders to create an underlying sales agreement with the Company. The Company uses the term “Assets” to represent the payment procedures and balances of customers’ user accounts on the Company’s Webuy mobile APP platform.
Until “Assets” are used at the time when customers have placed the purchase orders, “Assets” of customers’ user accounts in the Company’s Webuy mobile APP will be reduced; as for the Company’s book-keeping, the Company reclassifies the “Advance from customers” balance to “Deferred revenue”. “Deferred revenue” is a contract liability that the Company is obligated to transfer goods to customers for which the Company has received consideration (or the amount is due) from customers in the form of cash or “Assets”. The balance of “Deferred revenue” represents unfulfilled performance obligations in the sales agreement, i.e. products that have not yet been delivered. Once the related products have been delivered, the amount in “Deferred revenue” account is shifted to a revenue account.
The revenue deferred from the year ended December
31, 2023, and 2022 which was recognized as income during the six months ended June 30, 2024 and 2023 was $
Packaged-tour revenue
- Performance obligations satisfied at a point in time
Within each contract, the Company identify whether it is principal or agent at the performance obligation level. In arrangements where the Company has substantive control over the service before transferring it to the customer and is primarily responsible for integrating the services into the final deliverables, the Company acts as principal. The Company’s revenue on the sale of packaged-tour is reported as a gross basis, that is, the amounts billed to the customer are recorded as revenues, and amounts paid to travel supplier (such as airlines, hotels, travel buses, etc.) are recorded as cost of revenues. The Company is principal in accordance with ASC paragraphs 606-10-55-36 through 55-40 because the Company controls the packaged-tour including the underlying travel services before the services are transferred to the customer. The control is evidenced by the Company being primarily responsible to its customer and is having a level of discretion in establishing pricing.
The Company operates as a single operating segment
including product revenue from the sale of goods, which represent
| For the six months ended June 30, | ||||||||||||||||
| Product/Service Type | 2024 | Percentage of Total revenue | 2023 | Percentage of Total revenue | ||||||||||||
| Food and beverage | $ | % | $ | % | ||||||||||||
| Fresh produce | % | % | ||||||||||||||
| Lifestyle and other personal care items | % | % | ||||||||||||||
| Packaged-tour | % | % | ||||||||||||||
| Insurance referral | % | % | ||||||||||||||
| Total | $ | % | $ | % | ||||||||||||
| For the six months ended June 30, | ||||||||||||||||
| Country | 2024 | Percentage of Total revenue | 2023 | Percentage of Total revenue | ||||||||||||
| Singapore | $ | % | $ | % | ||||||||||||
| Indonesia | % | % | ||||||||||||||
| Total | $ | % | $ | % | ||||||||||||
During the six months ended June 30, 2024 and 2023, all revenues were generated from third parties.
F-8
Cost of revenue
Costs are recognized when incurred. Cost of revenue consists of direct labor, materials, freight charges and other direct costs.
Recent Accounting Pronouncements
All new standards and amendments that are effective for annual reporting period commencing January 1, 2024 have been applied by the Company for the six months ended June 30, 2024. The adoption did not have material impact on the unaudited interim consolidated financial statements of the Company. A number of new standards and amendments to standards have not come into effect for the year beginning January 1, 2024, and they have not been early adopted by the Company in preparing these unaudited interim consolidated financial statements. None of these new standards and amendments to standards is expected to have a significant effect on the unaudited interim consolidated financial statements of the Company.
Note 3. Prepaid expenses and other assets
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Prepayment | $ | $ | ||||||
| Advance to suppliers | ||||||||
| Deposits | ||||||||
| Other receivables | ||||||||
| $ | $ | |||||||
The prepayment includes payments of IT services,
advertisement expenses, insurance premiums, rental expenses, travel package costs, consultancy fees and professional fees. The deposits
are mainly related to refundable deposits paid for business acquisitions, equipment, office and warehouse security deposit. During the
year ended December 31, 2023, the Company paid $
Note 4. Note receivable
On November 9, 2023, a third party issued an unsecured
promissory note to the Company, pursuant to which the Company lent a principal amount of $
On January 5, 2024, the same third party issued
another unsecured promissory note to the Company, pursuant to which the Company lent a principal amount of $
F-9
Note 5. Leasehold improvements and Equipment
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Motor Vehicles | $ | $ | ||||||
| Office equipment | ||||||||
| Furniture and fittings | ||||||||
| Computer | ||||||||
| Warehouse equipment | ||||||||
| Machinery equipment | ||||||||
| Leasehold improvements | ||||||||
| Accumulated depreciation | ( | ) | ( | ) | ||||
| Leasehold improvements and equipment, net of accumulated depreciation | $ | $ | ||||||
Depreciation expense of leasehold improvements
and equipment for the six months ended June 30, 2024 and 2023 were $
During the six months ended June 30, 2024 and
2023, the Company purchased assets of $
The motor vehicles with a net carrying amount
of $
Note 6. Right of use assets and operating lease liability
Operating lease
The Company has entered into commercial operating
leases for the use of offices and warehouses as lessee. These leases have varying terms, escalation clauses and renewal rights. On February
28, 2023, the Company entered into a new lease agreement for a lease term of five years for a four-story office and warehouse facility
in Singapore. The Company is committed to pay a total rental fee of approximately $
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Leasehold buildings | $ | $ | ||||||
| Accumulated amortization | ( | ) | ( | ) | ||||
| ROU assets, net of accumulated amortization | $ | $ | ||||||
| June 30, | June 30, | |||||||
| 2024 | 2023 | |||||||
| Lease costs: | ||||||||
| Operating lease costs | $ | $ | ||||||
| Short-term lease costs | ||||||||
| Total lease costs | $ | $ | ||||||
| Supplemental cash flow information: | ||||||||
| Operating cash flows from operating leases | $ | $ | ||||||
| Right-of-use obtained in exchange for new operating lease liabilities | ||||||||
| Weighted-average remaining lease term (years): | ||||||||
| Operating leases | ||||||||
F-10
| Operating leases | ||||
| Periods Ended June 30, | ||||
| 2025 | $ | |||
| 2026 | ||||
| 2027 | ||||
| 2028 | ||||
| Total operating lease payment | ||||
| Less: Imputed interest | ( | ) | ||
| Present value of operating lease liabilities | ||||
| Operating lease liabilities – current | $ | ( | ) | |
| Operating lease liabilities – non-current | $ | |||
Note 7. Intangible assets
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Software | $ | $ | ||||||
| Application development | ||||||||
| Accumulated amortization | ( | ) | ( | ) | ||||
| Intangible assets, net of accumulated amortization | $ | $ | ||||||
| Amortization expense | ||||
| Periods Ended June 30, | ||||
| 2025 | $ | |||
| 2026 | ||||
| Total amortization expense | $ | |||
Amortization expense of intangible assets for
the six months ended June 30, 2024 and 2023 were $
F-11
Note 8. Other current liabilities
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Accrued expenses (a) | $ | $ | ||||||
| Advance from customers (b) | ||||||||
| Other payables (c) | ||||||||
| $ | $ | |||||||
| (a) |
| (b) | ||
| (c) |
Note 9. Loans payable
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Hire purchases - Motor Vehicle | $ | $ | ||||||
| Term loan I | ||||||||
| Term loan II | ||||||||
| Short-term loan I | ||||||||
| Short-term loan II | ||||||||
| Less current portion | ( | ) | ( | ) | ||||
| Long-term loans payable | $ | $ | ||||||
On August 27, 2020, the Company acquired a motor vehicle pursuant to a hire purchase financing arrangement.
On September 23, 2021, the Company entered
into an unsecured term loan agreement (“Term loan I”) with a third party and obtained a loan facility in the amount of $
On January 6, 2022, the Company entered into an
unsecured term loan agreement (“Term loan II”) with a third party and obtained a loan facility in the amount of $
On December 12, 2022, the Company entered
into a loan agreement (“Short-term loan I”) with a third party whereby the Company borrowed $
On May 27, 2024 and June 18, 2024, the Company
entered into a loan agreement (“Short-term loan II”) with two third parties, each amounting to US$
For the six months ended June 30, 2024 and 2023,
the Company recorded aggregate $
F-12
Note 10. Related Party Transactions
Amount due from related parties
As of June 30, 2024 and December 31, 2023,
the Company recorded amount due from GBuy Global Pte Ltd, a shareholder of the Company of $
As of June 30, 2024 and December 31, 2023,
the Company recorded amount due from Webuy Talent Ltd (“Webuy Talent”) of $
Amount due to a related party
| June 30, 2024 | December 31, 2023 | |||||||
| Beginning of the years January 1 | $ | $ | ||||||
| Exchange difference | ( | ) | ||||||
| Periods ended June 30 | $ | $ | ||||||
As of June 30, 2024 and December 31, 2023,
the Company recorded amount due to Mr. Bin Xue, Chief Executive Officer and Chairman of the Board of Director of the Company of $
Note 11. Convertible Notes Payables
As of December 31, 2023, the carrying value of
convertible notes payable was the aggregate principal amount of the Notes of $
During the six months ended June 30, 2024, two
of the Note bearers elected to convert their Note balances in an aggregate amount of $
For the six months ended June 30, 2024 and 2023,
interest expenses of $
Note 12. Equity
Authorized Shares
As of June 30, 2024, the Company has
F-13
Ordinary Shares
On April 30, 2024, the Company registered a self-underwritten
public offering (“Offering”) of up to
On May 6, 2024, the Company issued
As of June 30, 2024, the Company has
Note 13. Income tax
Income tax expense comprises current and deferred taxes. Current taxes and deferred taxes are recognized in profit or loss except to the extent that it relates to a business combination, or items recognized directly in equity or in other comprehensive loss.
Cayman Islands
The Company is incorporated in the Cayman Islands. Under the current laws of the Cayman Islands, the Company is not subject to income or capital gains taxes. In addition, dividend payments are not subject to withholdings tax in the Cayman Islands.
Singapore
Subsidiaries incorporated in Singapore are subject
to the Singapore Corporate Tax rate of
Indonesia
Domestic statutory corporate income tax rate in
Indonesia is
| June 30, | June 30, | |||||||
| 2024 | 2023 | |||||||
| Net loss before income taxes | $ | ( | ) | $ | ( | ) | ||
| Income tax benefits attributable to net income at Singapore statutory rate of | ( | ) | ( | ) | ||||
| Effect of different tax rates in other jurisdictions | ( | ) | ( | ) | ||||
| Non-deductible expenses | ||||||||
| Singapore tax exemption or non-taxable income | ( | ) | ||||||
| Unrecognized deferred tax asset | ||||||||
| Total tax provision | $ | $ | ||||||
| * |
| June 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| Tax loss carry forwards | $ | $ | ||||||
| Deferred tax assets | ||||||||
| Valuation allowance | ( | ) | ( | ) | ||||
| Total deferred tax assets, net | $ | $ | ||||||
According to Singapore Income Tax Act, due to
change of ownership in New Retail, the tax losses carry forwards of $
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Note 14. Concentrations and Risks
Concentrations
Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of accounts receivable. The Company conducts credit evaluations of its customers, and generally does not require collateral or other security from them. The Company evaluates its collection experience and long outstanding balances to determine the need for an allowance for doubtful accounts. The Company conducts periodic reviews of the financial condition and payment practices of its customers to minimize collection risk on accounts receivable.
There was no single customer who represent
There was no single supplier who represent
| June 30, 2024 | % accounts payable | December 31, 2023 | % accounts payable | |||||||||||||
| Company A | $ | % | $ | % | ||||||||||||
| Company B | $ | % | % | |||||||||||||
| $ | % | % | ||||||||||||||
| June 30, 2024 | % accounts receivable | December 31, 2023 | % accounts receivable | |||||||||||||
| Company A | $ | % | $ | % | ||||||||||||
| $ | % | $ | % | |||||||||||||
Credit Risk
Credit risk is the potential financial loss to the Company resulting from the failure of a customer or a counterparty to settle its financial and contractual obligations to the Company, as and when they fall due. As the Company does not hold any collateral, the maximum exposure to credit risk is the carrying amounts of trade and other receivables (exclude prepayments) and cash and bank deposits presented on the consolidated balance sheets. The Company has no other financial assets which carry significant exposure to credit risk.
Foreign Currency Risk
The Company operates in multiple markets, which exposes it to the effects of fluctuations in currency exchange rates as it reports its financials and key operational metrics in USD. The Company earns revenue denominated in local currencies of Southeast Asia. The Company generally incur expenses for employee compensation and other operating expenses in the local currencies in the markets in which it operates. Fluctuations in the exchange rates among the various currencies that the Company uses could cause fluctuations in its operational and financial results.
Note 15. Commitments and Contingencies
In the normal course of business, we are subject to loss contingencies, such as legal proceedings and claims arising out of our business, that cover a wide range of matters, including, among others, government investigations and tax matters. In accordance with ASC No. 450-20, “Loss Contingencies”, we will record accruals for such loss contingencies when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. In the opinion of management of the Company, there were no pending or threatened claims and litigation as of June 30, 2024 and through the date of the release of these condensed consolidated financial statements.
Note 16. Subsequent Events
The Company evaluated all events or transactions that occurred subsequent to June 30, 2024, through the date of release of these unaudited interim consolidated financial statements, and has determined that there are no subsequent events that require disclosure or recognition in the financial statements except for the below:
On July 26, 2024, the Company entered into a securities purchase agreement
with an investor to issue a Senior Convertible Note in the aggregate principal amount of up to $
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