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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 or 15(d) of the
Securities Exchange
Act of 1934
Date of Report (Date of
earliest event reported): August 31, 2023
Tingo Group, Inc.
(Exact name of registrant
as specified in its charter)
Delaware |
|
001-35850 |
|
27-0016420 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
28 West Grand Avenue,
Suite 3
Montvale, New Jersey 07645
(Address of principal executive offices) (Zip Code)
Registrant’s telephone
number, including area code: (201) 225-0190
N/A
(Former name or former
address, if changed since last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is
an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant
to Section 12(b) of the Act:
Title of each class |
|
Trading symbol |
|
Name of exchange on which registered |
Common Stock, par value $0.001 per share |
|
TIO |
|
The NASDAQ Capital Market |
Item 2.02 Results
of Operations and Financial Condition.
On August 31, 2023, Tingo Group, Inc. (NASDAQ: TIO)
(the “Company”), issued a press release (the “Press Release”) announcing its financial results and operational
highlights for the second quarter ended June 30, 2023, and other financial information.
Item 7.01 Regulation
FD Disclosure.
On August 31, 2023, the Company posted to its website
a presentation (the “Presentation”) containing its financial results for the three and six months ended June 30, 2023. The
Company also held an investor conference call discussing the financial results for the three and six months ended June 30, 2023.
The full text of the Press Release and the Presentation
are furnished as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated herein by reference.
In accordance with the General Instruction B.2 of
Form 8-K the information furnished pursuant to this Item in this Current Report on Form 8-K (including Exhibits 99.1 and 99.2) shall not
be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial
Statements and Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 31, 2023 |
TINGO GROUP, INC. |
|
|
|
|
By: |
/s/ Darren Mercer |
|
|
Name: |
Darren Mercer |
|
|
Title: |
Chief Executive Officer |
2
Exhibit 99.1
Tingo Group,
Inc. Reports Second Quarter 2023 Financial Results
Net Revenues
for the Second Quarter 2023 of $977.2 Million, an Increase of 8,072% Compared to Q2 2022
Removal
of Certain of Nigeria’s Foreign Exchange Restrictions Expected to Accelerate Dollarization of Business, However U.S. Dollar Conversion
of Financial Results of Tingo Mobile and Tingo Foods for Second Quarter Adversely Impacted by Devaluation of Naira
Export Business
Commenced Sales in May 2023, Generating $348.0 Million of Revenues in Q2 2023
Investment
Purchase of 6 Million Tingo Mobile Handsets for New All Farmers Association of Nigeria Customers, Expected to be Delivered within the
next 60 days
Announces
Board Approval of Quarterly Dividends, to Set Record Data as Soon as Practicable
Management
to Host Conference Call Today at 8:00 a.m. Eastern Time
MONTVALE, NJ
– August 31, 2023 – Tingo Group, Inc. (NASDAQ: TIO) (“Tingo” or the “Company”), a
profitable and fast growing fintech, agri-fintech and food company, today announced its financial results for the quarter ended June
30, 2023.
Highlights & Recent
Developments
Financial Results
| ● | Net revenues of Tingo Group for the second quarter 2023,
were $977.2 million, compared to $12.0 million for the second quarter 2022, up 8,072%. |
| ● | Revenue growth of 14.8% compared to the first quarter of 2023 was achieved despite the devaluation of
the Naira against the U.S. Dollar of 66.4%, and the change of Nigeria’s’ Presidential Administration adversely impacting economic
conditions. |
| ● | Gross profit of Tingo Group for the second quarter 2023, was $346.0 million, compared to gross profit
of $2.1 million for the second quarter 2022. |
| ● | Operating profit of Tingo Group for the second quarter 2023, was $181.7 million, compared to a loss of
$13.8 million for the second quarter 2022. |
| ● | EBITDA1 of Tingo Group for the second quarter 2023, was $283.1 million, compared to a EBITDA1
Loss of $12.2 million for the second quarter 2022. |
| ● | EBITDA1 per share attributable to Tingo Group for the first half 2023 of $4.03 based on the
weighted average shares outstanding at June 30, 2023, and $1.25 per share on a fully diluted basis. |
| ● | Profit after tax per share attributable to Tingo Group for the first half 2023, of $1.68 based on the
weighted average shares outstanding at June 30, 2023, and $0.52 per share on a fully diluted basis. |
| ● | Tingo Group invested heavily in the growth of Tingo Mobile, Tingo Foods and Tingo DMCC during the quarter,
including: (i) making an upfront payment of $434.2 million on the purchase of 6 million handsets for new AFAN customers; (ii) prepaying
AFAN for produce for Tingo Foods and settling their brought forward payables, resulting in a total net outlay of $336.1 million; and (iii)
self-funding stock purchases of $225.8 million for Tingo DMCCs export sales, the revenues for which are scheduled to be received during
the third quarter. In addition, tax payments totaling $174.0 million were made for Tingo Mobile on its taxable earnings for fiscal year
2022, and the Company also incurred a foreign exchange loss. As a result, the balance of cash and cash equivalents at June 30, 2023, decreased
to $53.2 million, compared to $76.1 million at June 30, 2022. |
1EBITDA
(Earnings Before Interest Tax Depreciation and Amortization) is considered a non-GAAP measure of financial performance). See reconciliation
of EBITDA to Operating Profit in the summarized financial results below.
Operational Milestones
| ● | Commenced first export sales through Tingo DMCC in May 2023, generating $348.0 million of revenue. |
| ● | Purchased 6 million mobile phone handsets to supply to new AFAN customers. The delivery and distribution
of the handsets is expected to occur within the next 60 days and result in a material increase in Tingo Mobile’s revenues and earnings
thereafter. |
| ● | Expanded the product range of Tingo Foods through the addition of two new product categories: wheat and
maize products. The Tingo Foods business has continued to strengthen its supply chain and also recently onboarded a major new customer. |
| ● | Signed an exclusive agreement with Prime Commodity Exchange (PCX) and AFAN, securing considerable additional
supply of produce for Tingo Foods and Tingo DMCC, as well as nationwide warehousing facilities and enhanced commodity trading opportunities. |
| ● | Provided a ₦3 Billion (approximately USD $6.5 Million) loan facility to AFAN, which is expected
to be followed by subsequent similar loans, for the purposes of cultivating new farming land for crop production. The first loan is in
the process of being utilized by AFAN and its farmers to cultivate 3,000 hectares of new farming land for rice and wheat production, and
to accelerate the onboarding of AFAN’s warehouses to the Tingo Mobile partnership with Prime Commodity Exchange (“PCX”). |
| ● | Construction work on the new Tingo Foods processing facility continues to progress. The joint venture
construction partner for the facility has confirmed Tingo Foods is expected to be in a position to commence operations by mid-2024. |
| ● | Engaged Independent Counsel to undertake an Independent Investigation into allegations made against the
Company. |
| ● | Central Bank of Nigeria is currently processing an application made by Tingo Mobile to convert $20 million
of Naira into U.S. Dollars for the purpose of paying the Company’s first quarterly dividend to shareholders. |
Darren Mercer, Chief
Executive Officer of Tingo Group, commented, “Despite encountering a short-term stagnation of economic activity in Tingo Mobile’s
and Tingo Food’s primary geographic market of Nigeria, which was due to the political uncertainty that arose after the country’s
election of a new president, we have once again demonstrated the strength, resilience, and considerable potential of our rapidly expanding
business.
“The near 70% depreciation
of the Naira against the U.S. dollar following the lifting of Nigeria’s foreign exchange restrictions has clearly had an impact
on the U.S. dollar conversion of our results for the second quarter. Nonetheless, we have again delivered quarter on quarter revenue growth,
which of course would be significantly higher if reported on a domestic currency basis. Moreover, our three core business verticals, namely
Tingo Mobile, Tingo Foods and Tingo DMCC, all achieved significant progress and milestones in the quarter and are expected to deliver
considerable growth in the second half of the year and beyond.
“Of particular
note, our Tingo DMCC export and commodity trading business, which completed its first trades during the quarter and should benefit markedly
from the recently signed Afan and PCX partnership agreement, is expected to deliver significant growth in the second half of the year
both in terms of revenue and earnings. Most importantly, the majority of Tingo DMCC’s revenues are expected to be received in U.S.
dollars or reserve currency equivalents.
“Tingo Mobile is
also on track to generate significant growth following the forthcoming delivery and distribution of the 6 million new handsets that were
ordered in the second quarter. Each new handset is expected to generate a combination of lease revenues as well as transactional fees
and commissions from our Nwassa platform and agricultural marketplace, the latter of which delivers a gross margin of around 98%. In addition,
Tingo Mobile, in partnership with AFAN and the Ashanti Investment Trust, aims to fully integrate each new farmer into the Tingo ecosystem,
enabling Tingo Foods and Tingo DMCC the opportunity to purchase their crops, thereby creating additional produce to process and/or export.
“Finally, today’s
announcement of our commencement to pay a quarterly dividend marks an important part of our strategy for maximizing shareholder value.
With our Tingo DMCC export and commodity trading business well placed to deliver significant U.S. dollar denominated revenues and material
growth, together with the recent relaxation of foreign exchange controls within Nigeria, it is our goal to increase the dividend payment
from next quarter and thereafter.”
Dozy Mmobuosi, Founder & CEO of Tingo Mobile
and Tingo Foods, added: “From a business perspective, I am delighted with our second quarter, particularly with our delivery
of further growth, despite significant headwinds, and our achievement of several major strategic goals. These accomplishments have though
been tainted by the malicious attack we suffered from certain parties in June who, seemingly for their own financial gain, have sought
to damage our business and in turn adversely impact the livelihoods of millions of significantly disadvantaged African farmers who rely
on the services we provide and our offtake of their produce.
“Turning back to the business, I am pleased
to report that the construction contractor of the new Tingo Foods processing facility continues to make good progress and we remain on
track for Tingo Foods to commence processing operations by the middle of next year. In the meantime, we are currently expanding the Tingo
Foods business in partnership with several third-party rice mills and other food processing companies, and the second quarter saw us add
two new product categories and also win a major new customer, all of which we expect will deliver further revenue growth in the second
half of the year.
“Ever since I had the ambition to achieve
a listing of Tingo Mobile on a major stock exchange, it has been my goal to maximize shareholder value and also give something back to
those who invested in us. I am therefore delighted that we have today announced the commencement of a quarterly dividend, which I am confident
we will be in a position to grow from next quarter onwards.
“Despite the challenges
and distractions our management team have had to endure this quarter, I am immensely proud that we have continued to expand the business
and further strengthen our ecosystem to and provide a strong bedrock of support from which to deliver long term growth and shareholder
value.”
First Half 2023 Financial Review
| ● | Net revenues for the six months ended June 30, 2023, were $1,828 million, compared to $21.5 million for
the six months ended June 30, 2022, an increase of 8,396%. The increase is mainly attributable to the addition of the Tingo Mobile and
Tingo Foods acquisitions completed on December 1, 2022, and February 9, 2023, respectively, and the commencement of export trades through
Tingo DMCC in May 2023. |
| ● | Gross profit for the six months ended June 30, 2023, was $732.9 million, or 40% of revenues, compared
to $3.3 million, or 15.5% of revenues, for the six months ended June 30, 2022. The increase is mainly attributable to the addition of
the Tingo Mobile and Tingo Foods acquisitions completed on December 1, 2022, and February 9, 2023, respectively, and the commencement
of export trades through Tingo DMCC in May 2023. |
| ● | Selling and marketing expenses for the six months ended June 30, 2023, were $174.2 million as compared
to $3.6 million for the six months ended June 30, 2022. The increase was due to an increase in marketing expenses from the inclusion of
sales and marketing expenses for Tingo Foods and Tingo Mobile, which was offset in part by a decrease in marketing expenses for the stock
trading businesses. |
| ● | General and administrative expenses for the six months ended June 30, 2023, were $53.0 million, compared
to $21.0 million for the six months ended June 30, 2022, mainly attributed to the addition of costs from Tingo Mobile and Tingo Foods,
and an increase in share-based payments totalling $3.7 million. |
| ● | Operating profit for the for the six months ended June 30, 2023, was $442.4 million versus an operating
loss of $23.7 million for the six months ended June 30, 2022. The increase in profit from operations is mainly attributed to the acquisitions
of Tingo Mobile and Tingo Foods and the commencement of export trades through Tingo DMCC, as explained above. |
| ● | Net income for the six months ended June 30, 2023, was $273.2 million compared to a net loss of $23.0
million for the six months ended June 30, 2022, primarily as a result of the acquisitions of Tingo Mobile and Tingo Foods, and the commencement
of export trades through Tingo DMCC in May 2023. |
| ● | Consolidated EBITDA1 for the for the first half of 2023, was $655.3 million compared to Consolidated
EBITDA1 Loss of $21.2 million for the six months ended June 30, 2022. |
First Quarter 2023 Results Conference Call
Tingo Group CEO, Darren
Mercer, Tingo Mobile and Tingo Foods Founder, Dozy Mmobuosi, and Tingo Group CFO, Kevin Chen, will host the conference call, followed
by a question-and-answer period. The conference call will be accompanied by a presentation, which can be viewed during the webcast or
accessed via the investor relations section of the Company’s website here.
A presentation will accompany
the conference call, which can be viewed during the webcast or accessed via the investor relations section of the Company’s website
here.
To access the call, please
use the following information:
Date: |
Thursday August 31, 2023 |
Time: |
8:00 a.m. Eastern Time (5:00 a.m. Pacific Time) |
Dial-in: |
1-877-704-4453 |
International Dial-in: |
1-201-389-0920 |
Conference Code: |
13740949 |
Webcast: |
https://viavid.webcasts.com/starthere.jsp?ei=1631924&tp_key=954758cf88 |
A
telephone replay will be available approximately two hours after the call and will run through October 1, 2023, by dialing 1-844-512-2921
from the U.S., or 1-412-317-6671 from international locations, and entering replay pin number: 13740949. The replay can also be viewed
through the webcast link above and the presentation utilized during the call will be available in the company’s investor relations
section here.
About Tingo Group
Tingo Group, Inc. (Nasdaq: TIO) is a global Fintech and Agri-Fintech
group of companies with operations in Africa, Southeast Asia and the Middle East. Tingo Group’s wholly owned subsidiary, Tingo Mobile,
is a leading Agri-Fintech company operating in Africa, with a comprehensive portfolio of innovative products, including a ‘device
as a service’ smartphone and a value-added service platform. As part of its globalization strategy, Tingo Mobile has recently begun
to expand internationally and entered into trade partnerships that are contracted to increase the number of subscribed farmers from 9.3
million in 2022 to more than 32 million, providing them with access to services including, among others, the Nwassa ‘seed-to-sale’
marketplace platform, insurance, micro-finance, and mobile phone and data top-up. Tingo Group’s other Tingo business verticals include:
TingoPay, a SuperApp in partnership with Visa, that is currently in beta version, offering a wide range of B2C and B2B services including
payment services, an e-wallet, foreign exchange and merchant services; Tingo Foods, a food processing business that processes raw foods
into finished products such as rice, groundnut oil, nut products, wheat, millet and maize; and Tingo DMCC, a commodity trading platform
and agricultural commodities export business based out of the Dubai Multi Commodities Center. In addition to its Tingo business verticals,
Tingo Group also holds and operates an insurance brokerage platform business in China; and Magpie Securities, a regulated finance services
Fintech business operating out of Hong Kong and Singapore. For more information visit tingogroup.com.
Disclaimer
The information in this news release includes certain information and
statements about management and the Company’s board of director’s view of future events, expectations, plans and prospects
that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties.
Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance
may differ materially from those anticipated and indicated by these forward-looking statements. Any number of factors could cause actual
results to differ materially from these forward-looking statements as well as future results. Although the Company believes that the expectations
reflected in forward looking statements are reasonable, it can give no assurance that the expectations of any forward-looking statements
will prove to be correct. These forward-looking statements involve a number of risks, uncertainties or other assumptions that may cause
actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks
and uncertainties include, but are not limited to, those discussed and identified in public filings made with the SEC by the Company and:
(i) the results of the independent review; (ii) the risk of restatement of the Company’s previously reported financial statements
or the identification of one or more material weaknesses in internal control over financial reporting; (iii) costs relating to the independent
review, which are likely to be material; (iv) the outcome of any legal proceedings that may be instituted against the Company, including
as may result from the independent review and (v) the ability to meet stock exchange continued listing standards. Except as required by
law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual
results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking
statements or otherwise.
Investor Relations Contact
949-491-8235
TIO@mzgroup.us
www.mzgroup.us
TINGO GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(USD In Thousands, Except Share and Par Value
Data)
| |
June 30, 2023 | | |
December 31, 2022 | |
ASSETS | |
| | |
| |
Current assets: | |
| | |
| |
Cash and cash equivalents | |
$ | 53,195 | | |
$ | 500,316 | |
Trade accounts receivable, net | |
| 366,022 | | |
| 11,541 | |
Inventories | |
| 142 | | |
| - | |
Related party receivables | |
| 8,812 | | |
| 13,491 | |
Other current assets | |
| 153,979 | | |
| 5,828 | |
Total current assets | |
| 582,150 | | |
| 531,176 | |
| |
| | | |
| | |
Property and equipment, net | |
| 591,282 | | |
| 855,125 | |
Intangible assets, net | |
| 292,801 | | |
| 185,407 | |
Goodwill | |
| 211,849 | | |
| 101,247 | |
Right of use assets under operating lease | |
| 1,400 | | |
| 2,260 | |
Long-term deposit and other non-current assets | |
| 463 | | |
| 514 | |
Deferred tax assets | |
| 3,549 | | |
| 3,661 | |
Restricted cash escrow | |
| 1,379 | | |
| 2,233 | |
Micronet Ltd. equity method investment | |
| 315 | | |
| 735 | |
Total long-term assets | |
| 1,103,038 | | |
| 1,151,182 | |
| |
| | | |
| | |
Total assets | |
$ | 1,685,188 | | |
$ | 1,682,358 | |
TINGO GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(USD In Thousands, Except Share and Par Value
Data)
| |
June 30, 2023 | | |
December 31, 2022 | |
LIABILITIES, TEMPORARY EQUITY AND EQUITY | |
| | |
| |
| |
| | |
| |
Short-term loan | |
$ | 165 | | |
$ | 460 | |
Trade accounts payable | |
| 149,483 | | |
| 11,092 | |
Deposit held on behalf of clients | |
| 1,493 | | |
| 2,528 | |
Related party payables | |
| 25,606 | | |
| 57,506 | |
Current operating lease liability | |
| 834 | | |
| 1,215 | |
Other current liabilities | |
| 112,865 | | |
| 192,594 | |
Total current liabilities | |
| 290,446 | | |
| 265,395 | |
| |
| | | |
| | |
Long-term loan | |
| - | | |
| 377 | |
Long-term operating lease liability | |
| 507 | | |
| 905 | |
Promissory note | |
| 207,912 | | |
| - | |
Deferred tax liabilities | |
| 108,974 | | |
| 89,597 | |
Other long-term liability | |
| 644 | | |
| - | |
Accrued severance pay | |
| 47 | | |
| 50 | |
Total long-term liabilities | |
| 318,084 | | |
| 90,929 | |
| |
| | | |
| | |
Commitment and Contingencies (Note 11) | |
| - | | |
| - | |
| |
| | | |
| | |
Temporary equity | |
| | | |
| | |
Series B preferred stock subject to redemption: $0.001 par value, 33,687.21
shares authorized and 0 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | |
| 553,035 | | |
| 553,035 | |
| |
| | | |
| | |
Stockholders’ Equity: | |
| | | |
| | |
Series A preferred stock: $0.001 par value, 2,604.28 shares authorized
and 0 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | |
| 3 | | |
| 3 | |
Common stock: $0.001 par value, 750,000,000 shares authorized, 164,968,599 and 157,599,882 shares issued and outstanding as of June 30, 2023, and December 31, 2022, respectively | |
| 165 | | |
| 158 | |
Additional paid-in capital | |
| 893,471 | | |
| 889,579 | |
Accumulated other comprehensive income (loss) | |
| (520,627 | ) | |
| 4,367 | |
Accumulated earnings (deficit) | |
| 149,785 | | |
| (123,463 | ) |
Tingo Group, Inc. stockholders’ equity | |
| 522,797 | | |
| 770,644 | |
| |
| | | |
| | |
Non-controlling interest | |
| 826 | | |
| 2,355 | |
| |
| | | |
| | |
Total stockholders’ equity | |
| 523,623 | | |
| 772,999 | |
| |
| | | |
| | |
Total liabilities, temporary equity and stockholders’ equity | |
$ | 1,685,188 | | |
$ | 1,682,358 | |
The accompanying notes are an integral part of
the unaudited condensed consolidated financial statements.
TINGO GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS
(USD In Thousands, Except Share and Earnings
Per Share Data)
| |
For the six months ended June 30, | | |
For the three months ended June 30, | |
| |
2023 | | |
2022 | | |
2023 | | |
2022 | |
| |
| | |
| | |
| | |
| |
Revenues | |
$ | 1,828,414 | | |
$ | 21,521 | | |
$ | 977,169 | | |
$ | 11,958 | |
Cost of revenues | |
| 1,095,544 | | |
| 18,183 | | |
| 631,153 | | |
| 9,885 | |
Gross profit | |
| 732,870 | | |
| 3,338 | | |
| 346,016 | | |
| 2,073 | |
| |
| | | |
| | | |
| | | |
| | |
Operating expenses: | |
| | | |
| | | |
| | | |
| | |
Research and development | |
| 696 | | |
| 941 | | |
| 333 | | |
| 346 | |
Selling and marketing | |
| 174,207 | | |
| 3,552 | | |
| 89,139 | | |
| 1,035 | |
General and administrative | |
| 53,043 | | |
| 20,991 | | |
| 23,416 | | |
| 13,665 | |
Amortization of intangible assets | |
| 23,763 | | |
| 1,594 | | |
| 12,644 | | |
| 797 | |
Loss from deconsolidation of subsidiaries | |
| 3,333 | | |
| - | | |
| 3,333 | | |
| - | |
Impairment of long-term assets and goodwill | |
| 35,438 | | |
| - | | |
| 35,438 | | |
| - | |
Total operating expenses | |
| 290,480 | | |
| 27,078 | | |
| 164,303 | | |
| 15,843 | |
| |
| | | |
| | | |
| | | |
| | |
Profit (loss) from operations | |
| 442,390 | | |
| (23,740 | ) | |
| 181,713 | | |
| (13,770 | ) |
Other income (loss), net | |
| (363 | ) | |
| 838 | | |
| (788 | ) | |
| 683 | |
Financial income (expenses), net | |
| (21,377 | ) | |
| (1,089 | ) | |
| (22,821 | ) | |
| (1,167 | ) |
Profit (loss) before provision for income taxes | |
| 420,650 | | |
| (23,991 | ) | |
| 158,104 | | |
| (14,254 | ) |
Income tax expenses (benefit) | |
| 147,695 | | |
| (1,081 | ) | |
| 61,781 | | |
| (5 | ) |
| |
| | | |
| | | |
| | | |
| | |
Net profit (loss) after provision for income taxes | |
| 272,955 | | |
| (22,910 | ) | |
| 96,323 | | |
| (14,249 | ) |
Loss from equity investment | |
| (420 | ) | |
| (371 | ) | |
| (212 | ) | |
| (187 | ) |
Net profit (loss) | |
| 272,535 | | |
| (23,281 | ) | |
| 96,111 | | |
| (14,436 | ) |
Net loss attributable to non-controlling interests | |
| (713 | ) | |
| (258 | ) | |
| (397 | ) | |
| (99 | ) |
| |
| | | |
| | | |
| | | |
| | |
Net profit (loss) attributable to Tingo Group, Inc. | |
$ | 273,248 | | |
$ | (23,023 | ) | |
$ | 96,508 | | |
$ | (14,337 | ) |
| |
| | | |
| | | |
| | | |
| | |
Profit (loss) per share attributable to Tingo Group, Inc.: | |
| | | |
| | | |
| | | |
| | |
Basic profit (loss) per share | |
$ | 1.68 | | |
$ | (0.18 | ) | |
$ | 0.59 | | |
$ | (0.11 | ) |
Diluted profit (loss) per share | |
$ | 0.52 | | |
$ | (0.18 | ) | |
$ | 0.18 | | |
$ | (0.11 | ) |
| |
| | | |
| | | |
| | | |
| | |
Weighted average common shares outstanding: | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 162,764,178 | | |
| 124,455,921 | | |
| 164,199,357 | | |
| 126,431,864 | |
Diluted | |
| 525,786,518 | | |
| 124,455,921 | | |
| 527,222,097 | | |
| 126,431,864 | |
The accompanying notes are an integral part of
the unaudited condensed consolidated financial statements.
Non-GAAP Financial Measures
In addition to providing financial
measurements based on generally accepted accounting principles in the U.S., or GAAP, we provide additional financial metrics that are
not prepared in accordance with GAAP, or non-GAAP financial measures. Management uses non-GAAP financial measures, in addition to GAAP
financial measures, to understand and compare operating results across accounting periods, for financial and operational decision making,
for planning and forecasting purposes and to evaluate our financial performance.
Management believes that EBITDA
reflects our ongoing business in a manner that allows for meaningful comparisons and analysis of trends in our business, as they exclude
expenses and gains that are not reflective of our ongoing operating results. Management also believes that EBITDA is a key measure
used by our management team to evaluate our operating performance, generate future operating plans and make strategic decisions. The Company
believes EBITDA is useful to investors for the purposes of comparing our results period-to-period and alongside peers and understanding
and evaluating our operating results in the same manner as our management team and board of directors.
These supplemental measures
should not be considered superior to, as a substitute for or as an alternative to, and should be considered in conjunction with, the GAAP
financial measures presented. In addition, since these non-GAAP measures are not determined in accordance with GAAP, they are susceptible
to varying calculations and may not be comparable to other similarly titled non-GAAP measures of other companies.
EBITDA does not replace the
presentation of our GAAP financial results and should only be used as a supplement to, not as a substitute for, our financial results
presented in accordance with GAAP.
EBITDA is defined as net income
from continuing operations calculated in accordance with GAAP, less net income attributable to non-controlling interests, plus the sum
of income tax expense, interest expense, net, depreciation and amortization (“EBITDA”).
The following is a reconciliation
of net profit (loss), the most directly comparable GAAP financial measure, to EBITDA (a non-GAAP financial measure) for each of the periods
indicated.
| |
For the
Three months ended June
30, | |
Dollars in Thousands | |
2023 | | |
2022 | |
Net profit (loss) attributable to Tingo Group, Inc. | |
$ | 96,508 | | |
$ | (14,337 | ) |
Adjusted for: | |
| | | |
| | |
Net loss attributable to non-controlling stockholders | |
| (397 | ) | |
| (99 | ) |
Loss from equity investment | |
| 212 | | |
| 187 | |
Income tax expenses (benefit) | |
| 61,781 | | |
| (5 | ) |
Financial expenses, net | |
| 22,821 | | |
| 1,167 | |
Depreciation and amortization | |
| 102,202 | | |
| 838 | |
Total EBITDA attributable to Tingo Group, Inc. | |
$ | 283,127 | | |
$ | (12,249 | ) |
| |
For the
Six months ended June 30, | |
Dollars in Thousands | |
2023 | | |
2022 | |
Net profit (loss) attributable to Tingo Group, Inc. | |
$ | 273,248 | | |
$ | (23,023 | ) |
Adjusted for: | |
| | | |
| | |
Net loss attributable to non-controlling stockholders | |
| (713 | ) | |
| (258 | ) |
Loss from equity investment | |
| 420 | | |
| 371 | |
Income tax expenses (benefit) | |
| 147,695 | | |
| (1,081 | ) |
Financial expenses, net | |
| 21,377 | | |
| 1,089 | |
Depreciation and amortization | |
| 213,257 | | |
| 1,709 | |
Total EBITDA attributable to Tingo Group, Inc. | |
$ | 655,284 | | |
$ | (21,193 | ) |
9
Exhibit
99.2
A Diverse Fintech & Agri - Fintech Group Making a Difference Delivering Financial Inclusion and Food Security August 10, 2023 NASDAQ: TIO Q2 2023 Financial Results Conference Call
2 Second Quarter 2023 Financial Results Conference Call Forward Looking Statements Cautionary Note Regarding Forward - Looking Statements Certain statements made herein contain, and certain oral statements made by representatives of Tingo Group, Inc . (“Tingo Group”) and its affiliates, from time to time may contain, “forward - looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 . Tingo Group and its subsidiaries actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward - looking statements as guarantees or predictions of future events . Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “might” and “continues,” and similar expressions are intended to identify such forward - looking statements . These forward - looking statements include, without limitation, Tingo Group’s expectations with respect to future performance . The statements contained in this presentation that are not purely historical are forward - looking statements within the meaning of Section 27 A of the Securities Act of 1933 , as amended, and Section 21 E of the Securities Exchange Act of 1934 , as amended . These statements are based on the beliefs and assumptions of our management based on information currently available to management . Such forward - looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward - looking statements . Most of these factors are outside of the control of Tingo Group and are difficult to predict . Factors that may cause such differences include but are not limited to : ( 1 ) the inability to obtain or maintain the listing of Tingo Group’s common stock on Nasdaq ; ( 2 ) the risk that the integration of the businesses of Tingo Mobile Limited (“Tingo Mobile”), Tingo Group and their affiliated companies with the historical business of Tingo Group disrupts the current plans and operations of Tingo Group ; ( 3 ) the ability to recognize the anticipated benefits of the acquisitions of Tingo Mobile, Tingo Foods Plc (“Tingo Foods”) and their affiliated companies, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth economically and hire and retain key employees ; ( 4 ) changes in applicable laws or regulations ; ( 5 ) the possibility that Tingo Group may be adversely affected by other economic, business, and/or competitive factors ; and ( 6 ) the ability of Tingo Foods to recognize benefits associated with its partnership with Evtec Energy PLC, and other risks and uncertainties identified in the Tingo Group annual report on Form 10 - K for the year ended December 31 , 2022 , filed with the Securities and Exchange Commission (“SEC”) on March 31 , 2023 , including those under “Risk Factors” therein, and in other filings with the SEC made by Tingo Group . The foregoing list of factors is not exclusive . Readers are referred to the most recent reports filed with the SEC by Tingo Group . Furthermore, such forward - looking statements speak only as of the date of this report . Except as required by law, we undertake no obligation to update any forward - looking statements to reflect events or circumstances after the date of such statements . This presentation shall not constitute an offer to sell or the solicitation of an offer to buy any of our securities, nor shall there be any offer or sale of our securities in any jurisdiction in which such solicitation or sale would be unlawful prior to registration or qualification of our securities under the laws of any such jurisdiction . This presentation contains a discussion of EBITDA, a non - GAAP measure . This measure as calculated by Tingo Group and as presented in this document may differ materially from similarly titled measures reported by other companies due to differences in the way these measures are calculated . Non - GAAP measures have important limitations as analytical tools and should not be considered in isolation from, or as a substitute for an analysis of, Tingo Group’s operating results as reported under U . S . GAAP . A reconciliation of non - GAAP measures to GAAP financial measures is included elsewhere in this presentation .
3 Second Quarter 2023 Financial Results Conference Call Agenda • Introduction and Recent Developments • Product Timelines, Updates and Partnerships • Financial Results • Closing Summary and Q&A Darren Mercer Dozy Mmobuosi Kevin Chen Group CEO Tingo Mobile & Tingo Foods Founder Group CFO • Founded Tingo Group’s fintech & insurance businesses • 15 years tech business in China • Previously 20 years in investment banking at Henry Cook Lumsden and Albert E Sharp • Founded Tingo Mobile Limited • Founded Tingo Foods PLC • Launched Nigeria’s 1st SMS Banking Solution • Co - sponsor for Africa Acquisition Corp Inc. • Former CFO & Board Director at China Rapid Finance (NYSE:XRF) • Audit Manager at Ernst & Young • MBA, Kellogg School of Management at Northwestern • AICPA, CMA Darren Mercer & Dozy Mmobuosi Darren Mercer & Dozy Mmobuosi Kevin Chen Darren Mercer Q2 2023 Financial Results Conference Call
4 Second Quarter 2023 Financial Results Conference Call Corporate Overview MICT acquired 100% Tingo Foods PLC 4 , before subsequently changing name from MICT, Inc. (MICT) to Tingo Group, Inc. (TIO) Timeline (1) Pro Forma Financial Information is estimated based on unaudited management accounts (3) See Dec 1, 2022, press release and tra nsaction structure in the attached Appendix (2) See EBITDA reconciliation on page 16. EBITDA i s considered a non - GAAP measure of financial performance (4) See Feb 9, 2023, press release in attached Appendix 2020 Nov 30, 2022 Feb 9, 2023 Fintech company providing a range of B2B and B2C proprietary platforms and technology in Southeast Asia Following completion of the acquisition of Tingo Mobile on November 30, 2022, Tingo Group is a diverse Fintech and Agri - Fintech group of companies with operations in Africa, Southeast Asia and the Middle East: • Tingo Mobile is a leading fintech and agri - fintech business operating in Africa • Tingo Foods processes crops into finished products from its large farming member base • Tingo DMCC trades and exports agricultural commodities and finished food products • TingoPay Super - App , currently in beta version, provides payment services and an e - wallet in partnership with Visa, together with a range of value - added services to customers, and merchant services to businesses • MICT insurance and financial services fintech verticals have focused on Southeast Asia to date; currently being restructured and repositioned to best support the Tingo businesses • Tingo Group has significant opportunities to expand internationally Key Highlights 1 $977.2M $346.0M Q2 2023 Revenue Q2 2023 Gross Profit $181.7M $283.1M Q2 2023 Operating Income Q2 2023 EBITDA 2 $996.1M $348.0M Q2 Investment in mobile phones for new customers and inventory payments for Tingo Foods and Tingo DMCC Tingo DMCC Q2 revenues from export trades in first two months of trading 4 Second Quarter 2023 Financial Results Conference Call Following the completion of extensive due diligence through EY, Dentons etc., MICT acquired 100% of Tingo Mobile Ltd 3
5 Second Quarter 2023 Financial Results Conference Call Our Mission Make a difference improving global food supply and tackling the world’s food security crisis; by delivering farmer empowerment, improved crop yields, reduced spoilage and better access to markets. Agri - Fintech Mission Group Mission Foster digital and financial inclusion through technology platforms to drive social and economic upliftment 5 Agri - Fintech Mission For Africa Support Africa and its farmers to achieve sustainable food self - sufficiency, bringing an end to Africa’s food insecurity and poverty Second Quarter 2023 Financial Results Conference Call
6 Second Quarter 2023 Financial Results Conference Call Acquisition and Recent Developments • November 30 , 2022 – Completed the acquisition of 100 % of Tingo Mobile, following : (i) the completion of extensive due diligence by world class advisors : including Big 4 accounting firm, No . 1 U . S . law firm in Africa, and others ; and (ii) the negotiation of improved terms for MICT shareholders • Fourth Quarter of 2022 – Commenced geographical expansion of Tingo Mobile to Ghana, Malawi/East Africa and Dubai/ Middle East • December 2022 – Launched Tingo DMCC commodities trading platform & export business • December 2022 – Launched beta version of TingoPay Super App and Visa Partnership, to field - test and further develop • February 2023 – Completed acquisition of Tingo Foods with the aim of building the largest food processing facility in Africa • April 25 , 2023 – Signed exclusive agreement with Prime Commodity Exchange (PCX) and All Farmers Association of Nigeria (AFAN), securing considerable produce supply, nationwide warehousing facilities and enhanced commodity trading opportunities • May 30 , 2023 – Commenced commodity export trades through Tingo DMCC, with the aim of fully dollarizing the Company’s group earnings • August 31 , 2023 – Announced commencement of quarterly dividends
7 Second Quarter 2023 Financial Results Conference Call Agri Fintech Growth Strategy Replicating our Proven Model - Tingo Mobile and NWASSA Marketplace >12.0M 6.0M ~30.0M Tingo Mobile active customers at June 30, 2023 Mobile Phones Ordered for distribution to new customers in H2 2023 Expected number of Tingo Mobile customers by Dec 2023 NWASSA • October 2022 – Signed All Farmers Association of Nigeria (AFAN) trade partnership – with commitment to triple farmer numbers from 9 . 3 M to ~ 30 . 0 M • November 2022 – Expanded into Ghana, signing Kingdom of Ashanti trade partnership with commitment to enroll a minimum of 2 . 0 M new farmers and a target of 4 . 0 M • December 2022 – Expanded into Malawi as a base to expand into East Africa • Further expansion planned for Africa, Asia, and other relevant markets • Tingo Foods and Tingo DMCC aim to significantly increase offtake and demand for produce from Tingo Mobile farmers, reduce post harvest losses and deliver fair pricing • April 2023 - Signed agreement with Prime Commodity Exchange (PCX) and AFAN, securing nationwide warehousing facilities for produce, increasing offtake capabilities • Progressing testing on forthcoming Nwassa web platform and App to complement existing USSD GSM transaction platform
8 Second Quarter 2023 Financial Results Conference Call Tingo Foods – Food Processing Business Aims to be the largest food and beverage processing facility in Africa • Generated more than $ 983 . 7 million of revenue in the first 5 months since acquisition in February 2023 • Delivered operating profit of $ 203 . 8 million in the first 5 month since acquisition • Expanded product range to seven product categories in second quarter of 2023 , with others in development • Set to multiply capacity and revenue with new state - of - the - art $ 1 . 6 billion food processing facility in Delta State of Nigeria • Phase 1 of food processing facility is scheduled to open by mid - 2024 • Africa’s farmers and agricultural sector to benefit from substantial expansion of the Continent’s own processing capabilities – increasing crop demand, reducing post - harvest losses, delivering better prices to farmers and generating financial upliftment A key part of the Tingo Group eco - system from Seed to Sale Creating significant demand and offtake for Tingo Mobile’s Farmers + Creating significant supply for Tingo’s commodity trading and export business Partnership with Evtec Energy and their associated entities to build $ 150 M 110 MW Solar Plant, aims to achieve net zero carbon emissions and reduced energy costs .
9 Second Quarter 2023 Financial Results Conference Call Tingo DMCC - Agri Commodity Platform In Partnership with the Dubai Multi Commodities Centre (DMCC) A global commodity platform and export business – completing the seed to sale eco - system • Commenced first exports transactions on May 30 , 2023 , delivering $ 348 million of revenues in second quarter of 2023 • Exclusive agreement with Prime Commodity Exchange (PCX) and All Farmers Association of Nigeria (AFAN), secures considerable produce supply, nationwide warehousing facilities and enhanced commodity trading opportunities • Export business expected to dollarize Company’s group earnings, and at the same time give Tingo Mobile’s farmers and Tingo Foods direct access to international markets • Tingo DMMC on track to facilitate global export of agricultural commodities, including : Crops from Tingo Mobile’s farmers - such as wheat, millet, paddy rice, cassava, ginger, cashew nuts, cocoa and cotton Finished food and beverage products from Tingo Foods – such as milled rice, noodles, pasta, cooking oils, coffee, tea and chocolate • Has access to multi - billion dollars per annum of produce for export, through the c . 60 M farmers of Nigeria, to be followed by Ghana, Malawi and other territories
10 Second Quarter 2023 Financial Results Conference Call Prime Commodity Exchange & AFAN Produce Supply, Warehousing and Commodity Exchange Agreement • E xclusive use of AFAN’s existing network of 2 , 322 warehouses for a minimum term of 30 years • Right of first refusal to purchase or trade all produce stored in AFAN’s warehouses - to use primarily to serve the Tingo Foods and Tingo DMCC • PCX e - Warehouse Receipt System in all warehouses, enabling crops and other produce to be commoditized and traded by Tingo from delivery date • Priority position on PCX commodity trading platform, enabling Tingo DMCC to trade produce and commodities on spot, futures and derivative basis • AFAN, the umbrella body for Nigeria’s farming sector, has committed to coordinate its members to utilize the Partnership’s warehouses for produce • The Partnership has committed to a targeted increase in the number of warehouses to 80 , 000 in the next two years • Tingo Mobile has the right to sublet the warehouse space to pre - approved third parties, such as e - commerce businesses and wholesale businesses • Expected to add considerable value to Tingo DMCC, Tingo Foods and the whole Tingo Ecosystem
11 Second Quarter 2023 Financial Results Conference Call TingoPay SuperApp and Visa Partnership • Testing and further development of beta version of TingoPay is continuing, with addition of new functions . Full launch scheduled for third quarter of 2023 . • Tingo Mobile and TingoPay in Pan - Africa partnership with VISA are designed to accelerate financial inclusion and social upliftment Visa payment services and digital Visa card embedded within the TingoPay SuperApp . Pan - Africa Visa partnership includes marketing and customer acquisition support TingoPay SuperApp offers full range of e - wallet, payment services, marketplace, e - commerce, insurances and finance to customers • TingoPay business portal and Tingo Visa merchant services enable farmers and businesses in all sectors to easily and securely receive payment • Aims to deliver e - wallet and digital payment services to Tingo Mobile’s existing customer base plus Pan - Africa rollout, then Asia and beyond Diversifies and expands Tingo Group into new markets – B2C and B2B
12 Second Quarter 2023 Financial Results Conference Call Financial & Digital Inclusion Increase Food Supply and Reduce Post Harvest Losses Social Upliftment Ecosystem Mobile Handsets with Embedded Software & Platforms Marketplace for inputs and produce Valued - Added Services and Payment Services Processing of produce into finished food products Wholesale and Export of Foods and Commodity Trading
13 Second Quarter 2023 Financial Results Conference Call Environmental, Social & Governance • Fostering digital and financial inclusion through technology platforms – driving the social and economic upliftment of customers • Meaningfully improving global food supply and tackling the world’s food security crisis by e mpowering the farmer - increasing crop yields ; reducing post harvest losses ; improving access to markets, and ; delivering fairer prices • Delivering significant environmental benefits – reducing crop wastage ; improving farming and food production efficiency ; promoting sustainable farming techniques ; reducing freight miles • Adopting a mature ESG framework underpinned and guided by the United Nations’ Sustainable Development Goals 13 Second Quarter 2023 Financial Results Conference Call
14 Second Quarter 2023 Financial Results Conference Call Financial Results Highlights • Net revenues for the second quarter of 2023 were $ 977 . 2 million, compared to $ 12 . 0 million for the second quarter of 2022 . The increase of 8 , 072 % , was mainly attributed to the acquisitions of Tingo Mobile and Tingo Foods, which closed on December 1 , 2022 and February 9 , 2023 respectively , and the commencement of Tingo DMCC’s export trades in May 2023 . • Gross profit for the second quarter of 2023 was $ 346 . 0 million, compared to gross profit of $ 2 . 1 million for the second quarter 2022 , which was attributable to the acquisitions of Tingo Mobile and Tingo Foods and the commencement Tingo DMCC’s export trades in May 2023 . • Operating profit of Tingo Group for the second quarter of 2023 was $ 181 . 7 million, compared to a loss of $ 13 . 8 million for the second quarter of 2022 . • EBITDA 1 for the second quarter of 2023 was $ 283 . 1 million, compared to a EBITDA 1 loss of $ 12 . 2 million for the second quarter of 2022 . • Tingo Foods revenues for the period from its date of acquisition on February 9 , 2023 , to June 30 , 2023 , were $ 983 . 7 million, as compared to $ 466 . 2 million for the approximate four - month period from its inception to December 31 , 2022 . • Tingo Foods operating profit for the approximate five - month period from its date of acquisition to June 30 , 2023 , was $ 203 . 8 million, as compared to $ 50 . 7 million for the approximate four - month period from its inception to December 31 , 2022 • Group cash balances as of June 30 , 2023 , having invested nearly $ 1 billion into the growth of the businesses during the quarter, amounted to $ 53 . 2 million, compared to $ 500 . 3 million as of December 31 , 2022 . • On August 31 , 2023 , Tingo Group announced the commencement of a quarterly dividend payment 1 See EBITDA reconciliation in the attached Appendix . EBITDA i s considered a non - GAAP measure of financial performance .
15 Second Quarter 2023 Financial Results Conference Call Financial Highlights Income Statement 1 See EBITDA reconciliation in the attached Appendix . EBITDA i s considered a non - GAAP measure of financial performance . Six Months Ended June 30, Three Months Ended June 30, $ in Millions 2023 2022 2023 2022 Revenue $1,828.4 $21.5 $977.2 12.0 Gross Profit 732.9 3.3 346.0 2.1 Operating Income / (Loss) 442.4 (23.7) 181.7 (13.8) EBITDA 1 655.3 (21.2) 283.1 (12.2) Net Income / (Loss) Before Tax 420.7 (24.0) 158.1 (14.3) Net Income / (Loss) 273.2 (23.0) 96.5 (14.3) On August 31, 2023, the Company announced the commencement of quarterly dividends
16 Second Quarter 2023 Financial Results Conference Call Financial Highlights – EBITDA Reconciliation Six Months Ended June 30 Three Months Ended June 30 $ in Millions 2023 2022 2023 2022 GAAP Operating Income / (Loss) $442.4 $(23.7) $181.7 $(13.8) Other income (0.4) 0.8 (0.8) 0.7 Depreciation and amortization 213.3 1.7 102.2 0.8 Total Non - GAAP EBITDA 655.3 (21.2) 283.1 (12.2)
17 Second Quarter 2023 Financial Results Conference Call Cash Utilization Quarter ended $ in Millions June 30, 2023 Upfront payment of $434.2 million on the purchase of 6 million handsets for new AFAN customers $434.2 Prepayment to AFAN for produce for Tingo Foods and settlement of their brought forward payables 336.1 Self - funding stock purchases for Tingo DMCC’s export sales, the revenues for which are scheduled to be received during the third quarter 225.8 Tax Payments for Tingo Mobile for FY2022 174.0 Total of Notable Payments 1,170.1 Cash Balance at June 30, 2023 1 53.2 The Company utilized its substantial cash balances to invest heavily in the growth of the business of Tingo Mobile, Tingo Foods and Tingo DMCC 1 The U . S . Dollar conversion of the Company’s Naira cash balances was materially adversely impacted by the devaluation of Nigeria’s currency in June 2023 (a devaluation 66 . 4 % )
18 Second Quarter 2023 Financial Results Conference Call Balance Sheet Highlights As of $ in Millions June 30, 2023 Dec 31, 2022 Cash and cash equivalents $53.2 $500.3 Total current assets 582.2 531.2 Total assets 1,685.2 1,682.4 Total current liabilities 290.5 265.4 Total long - term liabilities 318.1 90.9 Convertible Preferred Stock 553.0 553.0 Total stockholders’ equity 523.6 773.0
19 Second Quarter 2023 Financial Results Conference Call Income Statement For the six months ended June 30, For the three months ended June 30, 2023 2022 2023 2022 Revenues $ 1,828,414 $ 21,521 $ 977,169 $ 11,958 Cost of revenues 1,095,544 18,183 631,153 9,885 Gross profit 732,870 3,338 346,016 2,073 Operating expenses: Research and development 696 941 333 346 Selling and marketing 174,207 3,552 89,139 1,035 General and administrative 53,043 20,991 23,416 13,665 Amortization of intangible assets 23,763 1,594 12,644 797 Loss from deconsolidation of subsidiaries 3,333 - 3,333 - Impairment of long-term assets 35,438 - 35,438 - Total operating expenses 290,480 27,078 164,303 15,843 Profit (loss) from operations 442,390 (23,740 ) 181,713 (13,770 ) Other income (loss), net (363 ) 838 (788 ) 683 Financial income (expenses), net (21,377 ) (1,089 ) (22,821 ) (1,167 ) Profit (loss) before provision for income taxes 420,650 (23,991 ) 158,104 (14,254 ) Income tax expenses (benefit) 147,695 (1,081 ) 61,781 (5 ) Net profit (loss) after provision for income taxes 272,955 (22,910 ) 96,323 (14,249 ) Loss from equity investment (420 ) (371 ) (212 ) (187 ) Net profit (loss) 272,535 (23,281 ) 96,111 (14,436 ) Net loss attributable to non-controlling interests (713 ) (258 ) (397 ) (99 ) Net profit (loss) attributable to Tingo Group, Inc. $ 273,248 $ (23,023 ) $ 96,508 $ (14,337 ) Profit (loss) per share attributable to Tingo Group, Inc.: Basic profit (loss) per share 1.68 (0.18 ) 0.59 (0.11 ) Diluted profit (loss) per share $ 0.52 $ (0.18 ) $ 0.18 $ (0.11 ) Weighted average common shares outstanding: Basic 162,764,178 124,455,921 164,199,357 126,431,864 Diluted 525,786,518 124,455,921 527,222,097 126,431,864
20 Second Quarter 2023 Financial Results Conference Call Uniquely Positioned • Nasdaq - listed fast - growth and highly profitable company (H 1 2023 revenues of $ 1 , 828 . 4 M and EBITDA 1 of $ 655 . 3 M) • Strong balance sheet and cash generation from operations • Announced commencement of quarterly dividends • Fast growth, high margin and sticky revenue model, with low customer acquisition cost and low attrition • Full Agri and Food Ecosystem from Seed to Sale • Vast potential for food processing and export businesses • Increasing world food supply ; addressing food shortage and food security crises, and a benefactor of food price inflation • Visa x Tingo partnership and TingoPay SuperApp set to expand Tingo into new B 2 C and B 2 B markets • Proven proprietary fintech platforms, replicable in new geographical markets and new sectors • Prodigious addressable global market • Significant ESG impact 20 Second Quarter 2023 Financial Results Conference Call 1 See EBITDA reconciliation at Page 16 . EBITDA i s considered a non - GAAP measure of financial performance .
www.tingogroup.com Company 201 - 225 - 0190 info@tingogroup.com Investor Relations Chris Tyson/Larry Holub 949 - 491 - 8235 TIO@mzgroup.us A Global Fintech & Agri - Fintech Group Making a Difference Delivering Financial Inclusion and Food Security NASDAQ: TIO Q&A
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