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STRATEGIC ACQUISITIONS INC NV

For the period ended Jun 30, 2024. Filed Aug 12, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 12, 2024

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What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-31; filed 2024-05-07.

0001493152-24-018104

ITEM 2. — Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-06-30; filed 2024-08-12.

0001493152-24-031284

ITEM 2. — Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 37 previous paragraphs and 37 current paragraphs.

24 unchanged; 13 reworded; 0 added; 0 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Reworded paragraphs (13)

Previous wording

The discussion below pertains to our financial results for the three months ended March 31, 2023 and for the period commencing March 16, 2022, the date Exworth Union was formed and ending March 31, 2022. For a discussion and analysis of our financial condition and results of operations prior to the formation of Exworth Union please refer to filings made with the U.S. Securities and Exchange Commission before consummation of the Merger Agreement.

Current wording

The discussion below pertains to our financial results for the three months and six months ended June 30, 2024 and for the period commencing March 16, 2022, the date Exworth Union was formed and ending March 31, 2022. For a discussion and analysis of our financial condition and results of operations prior to the formation of Exworth Union please refer to filings made with the U.S. Securities and Exchange Commission before consummation of the Merger Agreement.

Previous wording

Interest income, our major source of income, was $8,679 and 8,679 for the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, we have 1 loan in our loan portfolio, a consumer loan secured by Bitcoin. The LTV ratio of our loan portfolio as of March 31, 2024 and December 31, 2023 was 19% and 48%, respectively. The LTV ratio has as high as 35% and as low as 19% during the three months ended March 31, 2024.

Current wording

Interest income, our major source of income, was $13,747 and 27,494 for the three and six months ended June 30, 2024, respectively, and $13,747 and $27,494 for the three and six months ended June 30, 2023. As of June 30, 2024 and December 31, 2023, we have 1 loan in our loan portfolio, a consumer loan secured by Bitcoin. The LTV ratio of our loan portfolio as of June 30, 2024 and December 31, 2023 was 22% and 32%, respectively. The LTV ratio has as high as 35% and as low as 19% during the six months ended June 30, 2024.

Previous wording

Loan admin service income, was nil and $3,950 for the three months ended March 31, 2024 and 2023. The Company provides loan admin services to a related party. The Company serves as a third party that acts as a liaison between the lender and borrower of a loan.

Current wording

Loan admin service income, was nil for the three and six months ended June 30, 2024, and nil and $3,950 for the three and six months ended June 30, 2023. The Company provides loan admin services to a related party. The Company serves as a third party that acts as a liaison between the lender and borrower of a loan.

Previous wording

Selling, general and administrative expenses for the three months ended March 31, 2024 and 2023 were $46,782 and $65,284, respectively. For the three months ended March 31, 2024 and 2023, it primarily includes legal, accounting and other professional expense related to company’s daily operation.

Current wording

Selling, general and administrative expenses for the three and six months ended June 30, 2024 were $25,842 and $72,624, respectively, for the three and six months ended June 30, 2023 were $33,053 and $98,337. For the three and six months ended June 30, 2024 and 2023, it primarily includes legal, accounting and other professional expense related to company’s daily operation.

Previous wording

Interest expense for the three months ended March 31, 2024 and 2023 was $8,679 and $8,679, respectively, incurred pursuant to a master loan agreement we entered with a U.S. based lender. The loan has a term of 24 months with quarterly interest-only payments with principal to be paid at maturity. No margin call was initiated by our lender during the period from inception of the loan to December 31, 2022.

Current wording

Interest expense was $8,678 and $17,357 for the three and six months ended June 30, 2024, respectively, and $8,678 and $17,357 for the three and six months ended June 30, 2023, incurred pursuant to a master loan agreement we entered with a U.S. based lender. The loan has a term of 24 months with quarterly interest-only payments with principal to be paid at maturity. No margin call was initiated by our lender during the period from inception of the loan to June 30, 2024.

Previous wording

Our lender charged a 1% origination fee of the principal amount that we borrowed. The origination fee was deducted from the loan principal and will be amortized evenly through the loan term. Total amortization of loan origination fee for the three months ended March 31, 2024 and 2023 was $1,736 and 1,736, respectively.

Current wording

Our lender charged a 1% origination fee of the principal amount that we borrowed. The origination fee was deducted from the loan principal and will be amortized evenly through the loan term. Total amortization of loan origination fee for the three and six months ended June 30, 2024 was $1,735 and 3,471, respectively, and $1,735 and 3,471 for the three and six months ended June 30, 2023.

Previous wording

Our net loss was $43,450 and $58,002, respectively, for the three months ended March 31, 2024 and 2023, which was primarily driven by the increase in the price of the Bitcoin that we pledged to our lender. Among the more significant factors that may cause our net income to vary from period to period are: 1) the number of loans; 2) the interest rates that we charge our borrowers; 3) the interest rate that we pay to our lenders; 4) the fair market value of collateral held by us or pledged to our lenders; and 5) The allowance for loan loss of our loans.

Current wording

Our net loss was $22,508 and $69,958, respectively, for the three and six months ended June 30, 2024, respectively, and $29,719 and $87,721 for the three and six months ended June 30, 2023. Among the more significant factors that may cause our net income to vary from period to period are: 1) the number of loans; 2) the interest rates that we charge our borrowers; 3) the interest rate that we pay to our lenders; 4) the fair market value of collateral held by us or pledged to our lenders; and 5) The allowance for loan loss of our loans.

Previous wording

As of March 31, 2024 and December 31, 2023, we had cash of $35,657 and $54,169, respectively. The accompanying condensed financial statements have been prepared assuming that we will continue as a going concern. The condensed financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should we be unable to continue as a going concern. To date, we have financed our operations through a private placement of equity raising approximately $350,000. We also entered into a master loan agreement with a U.S. based lender. The loan is non-recourse and collateralized by pledging our customers’ collateral. The balance on the loan as of March 31, 2024 and December 31, 2023 is $1,386,551 and $1,384,815, net of unamortized origination fee of $2,025 and $3,761, respectively, and collateralized with 100 Bitcoins.

Current wording

As of June 30, 2024 and December 31, 2023, we had cash of $9,900 and $54,169, respectively. The accompanying condensed financial statements have been prepared assuming that we will continue as a going concern. The condensed financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should we be unable to continue as a going concern. To date, we have financed our operations through a private placement of equity raising approximately $350,000. We also entered into a master loan agreement with a U.S. based lender. The loan is non-recourse and collateralized by pledging our customers’ collateral. The balance on the loan as of June 30, 2024 and December 31, 2023 is $1,388,287 and $1,384,815, net of unamortized origination fee of $289 and $3,761, respectively, and collateralized with 100 Bitcoins.

Previous wording

The following summarizes key components of our cash flows for the three months ended March 31, 2024 and 2023:

Current wording

The following summarizes key components of our cash flows for the six months ended June 30, 2024 and 2023:

Previous wording

Net cash used in operating activities was $21,632 for the three months ended March 31, 2024. Cash consumed in operations reflects our net loss of $(43,450), and changes in prepaid expense $2,360 and accounts payable and accrued expenses of $22,443.

Current wording

Net cash used in operating activities was $57,389 for the six months ended June 30, 2024. Cash consumed in operations reflects our net loss of $(69,985), and changes in prepaid expense $7,098 and accounts payable and accrued expenses of $2,000.

Previous wording

Net cash used in operating activities was $75,515 for the three months ended March 31, 2023. Cash consumed in operations reflects our net loss of $(58,002), and changes in prepaid expense $4,196 and accounts payable and accrued expenses of $15,053.

Current wording

Net cash used in operating activities was $107,510 for the six months ended June 30, 2023. Cash consumed in operations reflects our net loss of $(87,721), and changes in prepaid expense $3,446 and accounts payable and accrued expenses of $19,814.

Previous wording

There were no investing activities for the three months ended March 31, 2024 and 2023.

Current wording

There were no investing activities for the six months ended June 30, 2024 and 2023.

Previous wording

Net cash provided by(used in) financing activities was $3,120 and $(15,000), respectively, for the three months ended March 31, 2024 and 2023, which related to the proceeds from and (repayment to) Exworth Management for business operation.

Current wording

Net cash provided by (used in) financing activities was $13,120 and $(12,500), respectively, for the six months ended June 30, 2024 and 2023, which related to the proceeds from and (repayment to) Exworth Management for business operation.