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STRATEGIC ACQUISITIONS INC NV

For the period ended Dec 31, 2024. Filed Feb 5, 2025.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 5, 2025

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What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-K

Period ended 2023-12-31; filed 2024-03-26.

0001493152-24-011312

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-K

Period ended 2024-12-31; filed 2025-02-05.

0001493152-25-005023

Item 7. 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 33 previous paragraphs and 32 current paragraphs.

20 unchanged; 10 reworded; 2 added; 2 removed; 1 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.

Added paragraphs (2)

Current report

Net cash used in operating activities was $ 175,058 for the year ended December 31, 2023, which was primarily attributable to our net loss of $162,260 and a decrease of accounts payable and accrued expenses in the amount of $17,795.

Current report

Net cash used in financing activity was $1,295,455 for the year ended December 31, 2024, which was primarily attributable to the repayment of loan to our digital assets customer, partially offset by loan proceeds of $93,121 from our related party in support of our operation. Net cash used in financing activities was $12,500 for the year ended December 31, 2023, which related to the repayment to Exworth Management for business operation advance from them.
Removed paragraphs (2)

Previous report

Loan admin service income was $3,950 for the year ended December 31, 2023, and nil for the period from the inception to September 30, 2022. 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 report

Net cash (used in) by financing activities was $(12,500) for the year ended December 31, 2023, which related to the repayment to Exworth Management for business operation advance from them. Net cash provided by financing activities was $1,739,790 during the period from inception to December 31, 2022, consisting of proceeds from the issuance of a note payable of $1,374,690 (after netting off the origination fee) and sales of common stock of $350,100 in private placements.
Reworded paragraphs (10)

Previous wording

The discussion below pertains to our financial results for the year ended December 31, 2023 and for the period commencing March 16, 2022, the date Exworth Union was formed and ended December 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 year ended December 31, 2024 and for the year ended December 31, 2023. 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 $54,988 for the year ended December 31, 2023, $25,203 for the period from inception to December 31, 2022. As of December 31, 2023 and December 31, 2022, we have 1 loan in our loan portfolio, a consumer loan secured by Bitcoin. The LTV ratio of our loan portfolio as of December 31, 2023 and December 31, 2022 was 32% and 83%, respectively. The LTV ratio was as high as 83% and as low as 31% during the year ended December 31, 2023.

Current wording

Interest income, our major source of income, was $43,671 for the year ended December 31, 2024, and $54,988 for year ended December 31, 2023. As of December 31, 2024 and 2023, we have nil and one loan in our loan portfolio, a consumer loan secured by Bitcoin.

Previous wording

Selling, general and administrative expenses was $179,541 for the year ended December 31, 2023, and $161,574 for the period from the inception ended December 31, 2022. It primarily includes the legal and various professional expenses related to the consummation of the Merger Agreement and daily operation.

Current wording

Selling, general and administrative expenses was $145,820 for the year ended December 31, 2024, and $179,541 for the period from the year ended December 31, 2023. It primarily includes the legal and various professional expenses related to our daily operation.

Previous wording

Interest expense was $34,714 for the year ended December 31, 2023, and $15,911 for the period from the inception to December 31, 2022, 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, 2023.

Current wording

Interest expense was $18,804 for the year ended December 31, 2024, and $34,714 for the the year ended December 31, 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 December 31, 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 was $6,943 for the year ended December 31, 2023, and $3,182 the period from the inception to December 31, 2022.

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 was $3,761 for the year ended December 31, 2024, and $6,943 for the the year ended December 31, 2023.

Previous wording

Our net loss was $162,260 and $155,464 for the year ended December 31, 2023 and for the period from the inception to December 31, 2022. 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; and 4) The allowance for loan loss of our loans.

Current wording

Our net loss was $124,714 and $162,260 for the year ended December 31, 2024 and 2023, respectively. Among the more significant factors that may cause our net income (loss) 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; and 4) The allowance for loan loss of our loans. The net loss incurred in 2024 was primarily attributable to the size of our loan portfolio, which is not large enough to cover our operating expenses.

Previous wording

As of December 31, 2023 and December 31, 2022, we had cash of $54,169 and $241,727, 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 December 31, 2023 and December 31, 2022 is $1,384,815 and $1,377,872, net of unamortized origination fee of $3,761 and $10,704, respectively, and collateralized with 100 Bitcoins.

Current wording

As of December 31, 2024 and December 31, 2023, we had cash of $23,281 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 equity financing and advances from related parties.

Previous wording

The following summarizes key components of our cash flows for the year ended December 31, 2023 and for the period from the inception to December 31, 2022:

Current wording

The following summarizes key components of our cash flows for the years ended December 31, 2024 and 2023:

Previous wording

Cash used in operating activities resulted primarily from operating expenses for the operation of our digital asset-backed loan business as well as general and administrative expenses. Net cash used in operating activities was $175,058 for the year ended December 31, 2023, which was primarily due to the cash consumed in operations reflects our net loss of $162,260.

Current wording

Cash used in operating activities resulted primarily from operating expenses for the operation of our digital asset-backed loan business as well as general and administrative expenses. Net cash used in operating activities was $110,124 for the year ended December 31, 2024, which was primarily attributable to our net loss of $124,714, partially offset by a decrease in interest receivable and prepaid expenses.

Previous wording

Net cash from investing activities was nil for the year ended December 31, 2023, and $1,364,380 for the period from the inception to December 31, 2022, which primarily includes the proceeds to our loan borrower for our digital asset-backed loan business.

Current wording

Net cash from investing activities was $1,374,691 and nil for the year ended December 31, 2024 and 2023 as we collected outstanding loan from the borrower in relation to our digital assets backed loan business.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

Net cash used in operating activities was $ 133,683 for the period from the inception to December 31, 2022, which was primarily from operating expenses for the operation of our digital asset-backed loan business as well as general and administrative expenses, which primarily due to the Cash consumed in operations reflects our net loss of $155,464.