This Quarterly Report Form 10-Q contains forward-looking statements. Our actual results could differ materially from those set forth as a result of general economic conditions and changes in the assumptions used in making such forward-looking statements. The following discussion and analysis of our financial condition and results of operations should be read together with the unaudited condensed financial statements and accompanying notes and the other financial information appearing elsewhere in this report. The analysis set forth below is provided pursuant to applicable
Securities and Exchange Commissionregulations and is not intended to serve as a basis for projections of future events. Overview BlueOne Card Inc., a Nevadacorporation (the "Company"), through our relationship with our program manager, EndlessOne Global, Inc., a Nevadacorporation (the "Program Manager"), is a reseller of an all-in-one branded card with numerous user benefits. Through our relationship with our Program Manager, we are a FinTech company aiming to provide innovative pay out solutions and prepaid cards to consumers. Unlike other prepaid card distributors and companies, we specifically aim to target those who are unbanked, or non-bankable and who have needs crossing international borders. According to the 2018 data from the Federal Reserve, there are an estimated 55 million adults currently residing in the U.S.who are unbanked or underbanked.2 This means that about 17% of the entire U.S.population has difficulties utilizing the standard banking system. This is our target group customers. Through our relationship with our Program Manager, we earn our revenues mostly through monthly fees charged to customers for the issued general purpose reloadable ("GPR") prepaid card, reloading fee, ATM withdrawal fee, and card to card money transaction fee.
We currently have our head office in
BlueOne Card, Inc.(formerly known as " Avenue South Ltd.," " TBSS International, Inc.," or " Manneking Inc.") was incorporated on July 6, 2007under the laws of the State of Nevada. We started our business as a retailer and importer of domestic home furnishings from Hong Kong. On September 30, 2011, we changed our name to TBSS International, Inc., which was engaged in gold mining and drilling and general construction.
Reseller agreement with
August 15, 2020, we entered into the Authorized Reseller Agreement with the Program Manager (the "Reseller Agreement") pursuant to which we have agreed to be a reseller or an independent sales representative of the Program Manager and its products and the Program Manager has agreed to support our reselling efforts. The term of the Reseller Agreement is for 24 months. The Reseller Agreement does not provide exclusivity and there are no volume sales requirements pertaining to our reselling efforts. The Reseller Agreement is renewable by mutual consent of each of the parties for one-year terms unless either party provides written notice to the other party at least 90 days prior to the termination of the term of the Reseller Agreement. The Reseller Agreement may be terminated by either party upon a material breach of either party with the non-breaching party providing written notice to the breaching party and the breach remaining uncured with 60 days of the notice. The Reseller Agreement may also be terminated by either party by written notice if either party ceases to carry on as a going concern, becomes the object of the institution of voluntary or involuntary proceedings in bankruptcy, insolvency, or liquidation, makes an assignment for the benefit of creditors, or if a receiver is appointed with respect to all or a substantial part of its assets.
13 Our Unique Platform Through our relationship with our Program Manager, we provide a unique platform different from other competitors. Unlike many other institutions and companies who only do card to card transfer domestically, our General Purpose Reloadable ("GPR") GPR BlueOne prepaid card can instantly transfer money from card to card across the border through our mobile application. Consumers who receive the card-to-card transfer can easily cash out the money at any Automated Teller Machines ("ATM") in the world. Thus, using our platform, consumers can save time, as well as enjoy reasonable foreign exchange rate cost.
Our main products and services
Through our relationship with our Program Manager, we offer GPR prepaid cards that provide consumer benefits such as no overdraft fees, no interest charges, virtual bank accounts and free direct deposit.
Some of the benefits of Program Manager branded prepaid cards are:
? The mobile application is now functional for iOS (Apple), Android and
? The Program Manager provides a Global Remittance Network (“GRN”), which means that
it will connect all proprietary accounts or card systems to other systems
worldwide. ? Free checking account and check books.
? We intend to resell the Liquor Program Manager’s prepaid and branded cards
stores throughout the
U.S.and online at www.blueonecard.com as well. ? The Program Manager's prepaid, branded cards provides a Dynamic Card Verification Value ("CVV") function.
? Access to the Program Manager’s prepaid and branded cards is locked and unlocked with
Sensor-Aided Flight Envelope (“SAFE”) technology. Consumers will also
instantly be able to lock and unlock cards via SMS service
("SMS"). ? The Program Manager provides a free checking account. ? We believe checks will be able to be directly deposited via the Program Manager's mobile application.
Critical accounting policies
This "Management's Discussion and Analysis of Financial Condition and Results of Operations" section is based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in
the United States of America(" U.S.GAAP"). The preparation of financial statements requires that we make estimates and judgments that affect the reported amounts of assets, liabilities, net sales and expenses and related disclosures. On an ongoing basis, we evaluate our estimates, including, but not limited to, those related to income taxes, fair value derivatives, and accrued liabilities. We base our estimates on historical experience, performance metrics and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results will differ from these estimates under different assumptions or conditions. We apply the following critical accounting policies in the preparation of our financial statements: Use of Estimates Financial statements prepared in accordance with U.S.GAAP require management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Among other things, management estimates include the estimated collectability of its accounts receivable, the valuation of long-lived assets, warranty reserves, the assumptions used to calculate derivative liabilities, assumptions used to value equity instruments issued for financing and compensation, and the valuation of deferred tax assets. Actual results could differ from those estimates. 14
Recent accounting pronouncements
See Note 1 of the Notes to the Financial Statements contained in this Form 10-Q for management’s discussion of recent accounting pronouncements.
Results of operations for the three months ended
Revenues and Cost of Sales
We did not sell any prepaid cards to customers in the three months
Operating Expenses Legal & Filing Fees Legal and filing fees consisted of fees incurred by the Company in preparing and filing the regulatory reports with the
Securities and Exchange Commission. The Company recorded legal and filing fees of $17,251for the three months ended June 30, 2022, compared to $5,327for the same comparable quarter ended June 30, 2021, respectively. The increase in legal and filing fees for the three months ended June 30, 2022resulted primarily due to the Company incurred fees for applying for listing on the OTCQB eplatform and other expenses relating to the preparation of legal documents and filing fees in the ordinary course of business. Rent The Company recorded rent expense of $20,337for the three months ended June 30, 2022compared to $17,337for the same comparable period in 2021, respectively. The increase in rent expense for the three months ended June 30, 2022as compared to the comparable period in 2021 resulted due to the increase in monthly rent of the Company premises in 2022.
General and administrative expenses
General and administrative expenses ("G&A") primarily included accounting, consulting and professional fees, officer's compensation and payroll taxes, depreciation, dues and subscriptions, and other administrative expenses. For the three months ended
June 30, 2022, we incurred G&A of $365,332as compared to $85,394for the same comparable period of 2021. The increases in G&A were primarily due to the Company engaging accountants, business advisors and consultants, research and development fees and marketing fees, payroll and other administrative expenses to expand its infrastructure and operations. 15 Other Income (Expense) Other income and expenses include interest expense relating to the financing the purchase of Company vehicle and credit card interest. We reported interest expense of $1,424for the three months June 30, 2022, as compared to $724for the same comparable periods of 2021. The increase in interest expense resulted due to the credit card interest charged by the bank due to Company making partial payments on its credit card balances. Net Loss We reported a net loss of $404,344for the three months ended June 30, 2022as compared to a net loss of $108,782for the same comparable period in 2021. The increase in the net loss was primarily due to the increase in operating expenses incurred by us.
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