UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(MARK ONE)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarter ended June 30, 2023

 

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from                    to                   

 

Commission file number: 333-234358

 

Pony Group Inc.
(Exact Name of Registrant as Specified in Its Charter) 

 

Delaware   83-3532241
(State or other jurisdiction of
incorporation or organization)		   (I.R.S. Employer
Identification No.)

 

Engineer Experiment Building, A202
7 Gaoxin South Avenue, Nanshan District
Shenzhen, Guangdong Province

People’s Republic of China

(Address of principal executive offices)

 

+86 755 86665622

(Issuer’s telephone number)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
None   N/A   N/A

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐   Accelerated filer ☐
Non-accelerated filer ☒   Smaller reporting company ☒
      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. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No ☒

 

As of August 14, 2023, there were 11,500,000 shares of common stock, par value $0.001 per share, issued and outstanding.

 

 

 

 

 

 

PONY GROUP INC.

 

FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2023

 

TABLE OF CONTENTS

 

  Page 
Part I. Financial Information  
Item 1. Financial Statements (Unaudited) 1
Condensed Consolidated Balance Sheets as of June 30, 2023 (Unaudited) and December 31, 2022 1
Condensed Consolidated Statements of Operations for the three  and six months ended June 30, 2023 and 2022 (Unaudited) 2
Condensed Consolidated Statements of Changes in Stockholder’s Equity for the six months ended June 30, 2023 and 2022 (Unaudited) 3
Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022 (Unaudited) 4
Notes to Unaudited Condensed Consolidated Financial Statements 5
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 9
Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk 12
Item 4. Controls and Procedures 12
Part II. Other Information  
Item 1. Legal Proceedings 13
Item 1A. Risk Factors 13
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 13
Item 3. Defaults Upon Senior Securities 13
Item 4. Mine Safety Disclosures 13
Item 5. Other Information 13
Item 6. Exhibits 13
Part III. Signatures 14

 

i

 

 

PART I - FINANCIAL INFORMATION

 

Item 1. Interim Financial Statements.

 

PONY GROUP INC., AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

   June 30,
2023		   December 31,
2022		 
   (Unaudited)     
Assets        
Current assets        
Cash and cash equivalents  $31,678   $49,803 
Accounts receivables   8,725    10,723 
Other receivables   16,818    285 
Other receivables-related parties   8,998    8,998 
Total current assets   66,219    69,809 
           
Total assets  $66,219   $69,809 
           
Liabilities and Equity          
           
Current liabilities          
Accounts payable  $31,779   $31,343 
Other payable- related parties   431,843    378,753 
Other current liability   45,412    15,257 
Total current liabilities   509,034    425,353 
Total liabilities  $509,034   $425,353 
           
Equity          
Ordinary shares, $0.001 par value, 70,000,000 shares authorized, 11,500,000 shares issued and outstanding as of June 30, 2023 and December 31, 2022   11,500    11,500 
Additional paid-in capital   176,000    176,000 
Accumulated other comprehensive income   21,498    6,360 
Accumulated deficit   (651,813)   (549,404)
Total equity   (442,815)   (355,544)
Total liabilities and equity  $66,219   $69,809 

 

The accompanying notes are integral to these consolidated financial statements. 

 

1

 

 

PONY GROUP INC., AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

   For The Three Months Ended
June 30,		   For The Six Months Ended
June 30,		 
   2023   2022   2023   2022 
                 
Revenue  $47,228   $23,696   $103,394   $53,564 
                     
Cost of revenue   20,867    6,769    45,471    31,593 
                     
Gross profit   26,361    16,927    57,923    21,971 
                     
Operating expenses                    
General & administrative expenses   71,874    123,775    160,409    238,123 
R&D expense   
-
    10,187    
-
    17,257 
Total operating expenses   71,874    133,962    160,409    255,380 
                     
Loss from operation   (45,513)   (117,035)   (102,486)   (233,409)
                     
Other income (expenses)                    
Other income (expense)   156    (473)   77    (439)
Total other income (expense)   156    (473)   77    (439)
                     
Loss before income taxes   (45,357)   (117,508)   (102,409)   (233,848)
Provision for income tax   
 
    
 
    
 
    
 
 
Net Loss  $(45,357)  $(117,508)  $(102,409)  $(233,848)
                     
Other Comprehensive Income   16,037    9,703    15,138    9,261 
Comprehensive loss   (29,320)   (107,805)   (87,271)   (224,587)
Basic and diluted loss per common share*
   (0.004)   (0.010)   (0.009)   (0.020)
Weighted average number of shares outstanding*   11,500,000    11,500,000    11,500,000    11,500,000 

 

The accompanying notes are integral to these consolidated financial statements.

 

2

 

 

PONY GROUP INC., AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGE IN EQUITY

(Unaudited)

 

For the Three and Six Months Ended June 30, 2023

 

   Common stock   Additional
Paid-In		   Accumulated
Other
Comprehensive
Income		   Accumulated     
   Shares   Amount   Capital   (Loss)   Deficit   Total 
Balance as of December 31, 2022   11,500,000   $11,500   $176,000   $6,360   $(549,404)  $(355,544)
                               
Cumulative Foreign currency translation adjustment   -    
-
    
-
    (899)   
-
    (899)
                               
Net Loss   -    
-
    
-
    
-
    (57,052)   (57,052)
                               
Balance as of March  31, 2023   11,500,000    11,500    176,000    5,461    (606,456)   (413,495)
                               
Cumulative Foreign currency translation adjustment   -    
-
    
-
    16,037    
-
    16,037 
                               
Net Loss   -    
-
    
-
    
-
    (45,357)   (45,357)
                               
Balance as of June 30, 2023   11,500,000   $11,500   $176,000   $21,498   $(651,813)  $(442,815)

 

For the Three and Months Ended June 30, 2022

 

   Common stock   Additional
Paid-In		   Accumulated
Other
Comprehensive
Income		   Accumulated     
   Shares   Amount   Capital   (Loss)   Deficit   Total 
Balance as of December 31, 2021   11,500,000   $11,500   $176,000   $(10,158)  $(280,326)  $(102,984)
                               
Cumulative Foreign currency translation adjustment   -    
-
    
-
    (442)   
-
    (442)
                               
Net Loss   -    
-
    
-
    
-
    (116,340)   (116,340)
                               
Balance as of March  31, 2022   11,500,000    11,500    176,000    (10,600)   (396,666)   (219,766)
                               
Cumulative Foreign currency translation adjustment   -    
-
    
-
    9,703    
-
    9,703 
                               
Net Loss   -    
-
    
-
    
-
    (117,508)   (117,508)
                               
Balance as of June 30, 2022   11,500,000   $11,500   $176,000   $(897)  $(514,174)  $(327,571)

 

The accompanying notes are integral to these consolidated financial statements.

 

3

 

 

PONY GROUP INC., AND SUBSIDIARIES

CONSOLIDATED STATEMETNS OF CASH FLOWS

(Unaudited)

 

   For The Six Months Ended
June 30		 
   2023   2022 
         
Cash flow from operating activities:        
Net Loss  $(102,409)  $(233,848)
Adjustments to reconcile net loss to net cash used in operating activities:          
Changes in operating assets and liabilities:          
Accounts receivable   1,998    18,731 
Other receivable   (16,533)   (201)
Accounts payable   436    (5,761)
Other payable   30,155    (79,693)
Cash used in operating activities   (86,353)   (300,772)
           
Cash flow from  financing activities:          
Advance from related party   53,090    70,300 
Cash provided by financing activities   53,090    70,300 
           
Effects of currency translation on cash   15,138    9,261 
           
Net decrease in cash   (18,125)   (221,211)
Cash at beginning of the period   49,803    266,011 
Cash at end of period  $31,678   $44,800 

 

The accompanying notes are integral to these consolidated financial statements.

 

4

 

 

PONY GROUP INC., AND SUBSIDIARIES

NOTES FOR THE CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 1 - ORGANIZATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Organization and Operations 

 

PONY GROUP INC, (The “Company” or “PONY”) was incorporated on January 7, 2019 in the state of Delaware.

 

On March 7, 2019, Pony Group Inc (the “Purchaser”), and Wenxian Fan, the sole owner of PONY LIMOUSINE SERVICES LIMITED (“Pony HK”), entered into a Stock Purchase Agreement (the “Purchase Agreement”), pursuant to which Wenxian Fan (the “Seller”) would sell to the Purchaser, and the Purchaser will purchase from the Seller, 10,000 shares of Pony HK, which represented 100% of the shares. On March 7, 2019, this transaction was completed.

 

Pony HK is a limited corporation formed under the laws of Hong Kong on April 28, 2016, which was formed by FAN WENXIAN. Its registered office is located at FLAT/RM 01 11/F, LUCKY COMM BLDG, 103 DES VOEUX RD WEST, SHEUNG WAN, HONG KONG. The business nature of the Company is to provide cross boarder limousine services to customers. On February 2, 2019, Universe Travel Culture & Technology Ltd. (“Universe Travel”) was incorporated as a wholly-owned PRC subsidiary of Pony HK.

 

Details of the Company’s structure as of June 30, 2023 are as follow:

 

 

 

Reverse Merger Accounting – Since Pony HK and Pony US were entities under Ms. Fan’s common control prior to the “Purchase Agreement” was executed, and because of certain other factors, including that the member of the Company’s executive management is from Pony HK, Pony HK is deemed to be the acquiring company for accounting purposes and the Merger was accounted for as a reverse merger and a recapitalization in accordance with generally accepted accounting principles in the United States (“GAAP”). These unaudited consolidated financial statements reflect the historical results of Pony HK prior to the Merger and that of the combined Company following the Merger, and do not include the historical financial results prior to the completion of the Merger. Common stock and the corresponding capital amounts of the Company pre-Merger have been retroactively restated as capital stock shares.

 

Basis of Accounting and Presentation - The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

 

5

 

 

Cash and Cash Equivalents – For purpose of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of 90 days or less to be cash equivalents.

 

Accounts Receivable - The customers are required to make payments when they book the services, otherwise, the services will not be arranged. Sometimes, the Company extends credit to its group clients.

 

As of June 30, 2023 and December 31, 2022, accounts receivable was $8,725 and $10,723, respectively. The company considers accounts receivable to be fully collectible and determined that an allowance for doubtful accounts was not necessary.

 

Pony HK, a 100% subsidiary of the Company, has agreements with its one major client that the payments for the services rendered be settled every six months. The major clients accounted for 11.2% of the revenue for the six months ended June 30, 2023, respectively.

 

Universe Travel Culture & Technology Ltd. (“Universe Travel”) was incorporated as a wholly-owned PRC subsidiary of Pony HK, has agreements with three major clients. Shenzhen Eryuechuer Culture & Technology., Ltd, accounted for 24.87% of Universe Travel’s revenue. Shenzhen Shangjia Electronic Technology., Ltd and Shenzhen Zhongke Hengjin each accounted separately for 18.32% of the revenue and in the aggregate 36.64% of the revenue.

 

Revenue Recognition - The Company recognizes revenue in accordance with ASC 606. The core principle of ASC606 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASC 606 defines a five-step process to achieve this core principle, which includes: (1) identifying contracts with customers, (2) identifying performance obligations within those contracts, (3) determining the transaction price, (4) allocating the transaction price to the performance obligation in the contract, which may include an estimate of variable consideration, and (5) recognizing revenue when or as each performance obligation is satisfied. Our sales arrangements generally ask customers to pay in advance before any services can be arranged. The company recognizes revenue when each performance obligation is satisfied. Documents and terms and the completion of any customer acceptance requirements, when applicable, are used to verify services rendered. The Company has no returns or sales discounts and allowances because services rendered and accepted by customers are normally not returnable.

 

Cost of revenue – Cost of revenue includes cost of services rendered during the period, net of discounts and sales tax.

  

Income Taxes – Income tax expense represents current tax expense. The income tax payable represents the amounts expected to be paid to the taxation authority. Hong Kong profits tax has been provided at the rate of 16.5% on the estimated assessable profit for the period.

 

Foreign Currency Translation - Pony HK’s functional currency is the Hong Kong Dollar (HK$) and Universe Travel Culture & Technology Ltd.’s functional currency is the Renminbi (RMB). The reporting currency is that of the US Dollar. Assets, liabilities and owners’ contribution are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate of the year.

  

The exchange rates used to translate amounts in HK$ and RMB into USD for the purposes of preparing the financial statements were as follows:

 

June 30, 2023      
Balance sheet  HK$7.84 to US $1.00  RMB 7.25 to US $1.00
Statement of operation and other comprehensive income  HK$7.84 to US $1.00  RMB 6.93 to US $1.00
December 31, 2022      
Balance sheet  HK$7.80 to US $1.00  RMB 6.89 to US $1.00
June 30, 2022      
Statement of operation and other comprehensive income  HK$7.85 to US $1.00  RMB 6.61  to US$1.00

 

6

 

 

Recent accounting pronouncements

  

The Company does not believe that any recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows.

 

NOTE 2 - GOING CONCERN

 

The Company had operating losses of $102,409 during the six months ended June 30, 2023 and has accumulated deficit of $651,813 at June 30, 2023. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtain additional financing, as may be required.

  

The accompanying financial statements have been prepared assuming the Company will continue as a going concern; however, the above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

  

Management’s Plan to Continue as a Going Concern

  

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to obtain such resources for the Company include (1) obtaining capital from the sale of its equity securities, (2) sales of the Company’s products, (3) short-term and long-term borrowings from banks, and (4) short-term borrowings from stockholders or other related party (ies) when needed. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

  

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually to secure other sources of financing and attain profitable operations.

 

7

 

 

NOTE 3 - RELATED PARTY TRANSACTIONS

 

Amount of receivable from shareholders is due to the company declaring a 6,000 to 1 stock split. After the stock split, the par value of the common stocks was $0.001 per share. The shareholders should pay the consideration of $8,998 to the company. The Company used a retroactive basis to present the nominal shares, the considerations and receivable form shareholders also should be represented.

 

   June 30,
2023		   December 31,
2022		 
Receivable from shareholders  $8,998   $8,998 
Total due from related parties  $8,998   $8,998 

 

Ms. Wenxian Fan, the director, loaned working capital to Pony HK with no interest and paid on behalf of Pony HK for the subcontracted services and employee salaries.

 

The Company has the following payables to Ms. Wenxian Fan:

 

   June 30,
2023		   December 31,
2022		 
To Wenxian Fan  $431,843   $378,753 
Total due to related parties  $431,843   $378,753 

 

NOTE 4 - MAJOR SUPPLIERS AND CUSTOMERS

 

The Company purchased majority of its subcontracted services from one major supplier during the six months ended June 30, 2023: Changying Business Limited for 25.19% of the cost.

 

 

NOTE 5 - SUBSEQUENT EVENTS

  

Management has evaluated subsequent events through August 14, 2023, the date which the financial statements were available to be issued. All subsequent events requiring recognition as of June 30, 2023 have been incorporated into these financial statements and there are no subsequent events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.”

 

8

 

 

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

 

The following discussion and analysis of our results of operations and financial condition should be read together with our consolidated financial statements and the notes thereto and other financial information, which are included elsewhere in this Report. Our financial statements have been prepared in accordance with U.S. GAAP. In addition, our financial statements and the financial information included in this Report reflect our organizational transactions and have been prepared as if our current corporate structure had been in place throughout the relevant periods.

 

Overview

 

We were incorporated in the State of Delaware on January 7, 2019. We are a travel service provider. We currently provide car services to individual and group travelers. We currently offer carpooling, airport pick-up and drop-off, and personal driver services for travelers between Guangdong Province and Hong Kong. We collaborate with car fleet companies and charge a service fee by matching the traveler and the driver. We officially launched our online service through our “Let’s Go” mobile application in December 2019 to provide multi-language services to international travelers coming to visit China. Redefining the user experience, we aim to provide our users with comprehensive and convenient service offerings and become a one-stop travel booking resource for travelers. While network scale is important, we recognize that transportation happens locally. We currently operate in two markets – Guangdong Province and Hong Kong and plan to expand our offering in more oversea markets.

 

Plan of Operations

 

In January 2019, we started our Research and Development (“R&D”) project mobile Lets Go App (“App”) designed to have multi-language interface to attract users from the world, focusing on providing one-stop travel services to foreigners traveling in China, for both leisure and business.

 

In April 2019, we rolled out basic version which supports carpooling, car rental, airport pick-up and/or drop-off, etc., ready for download at Apple App store; the basic version has an interface in Chinese language only. In May 2019, we rolled out the second version which has an enhanced interface in both Chinese and English language which supports payment through PayPal. By the end of 2019, we rolled out third version which has multi-language interface to attract users from all-over the world. In January 2020, we officially launched the App.

 

We intend to attract users from outside of China to use our App and expand our offerings on the App to serve as a one-stop shop to book tickets, reserve hotels, rent a car and hire an English speaking driver.

 

Our goal is to grow to an international player in the travel service market. To accomplish such goal, we will cooperate with other businesses which have capital, marketing and technology resources or products. We expect to recruit more workforce and talents, and develop new technologies and products.

 

Results of Operations

 

For the three and six months ended June 30, 2023 compared to June 30, 2022

 

Revenue

 

For the three months ended June 30, 2023 and 2022, revenues were $47,228 and $23,696, respectively, with an increase of $23,532 over the same period in 2022. The increase was due to Universe Travel providing technology development services to Shenzhen Eryuechuer Culture & Technology., Ltd in the amount of $25,717 during the three month ended June 30, 2023.

 

For the six months ended June 30, 2023 and 2022, revenues were $103,394 and $53,564 respectively, with an increase of $49,830 over the same period in 2022. From January to June 2023, Universe Travel provided technology development services to three major clients, Shenzhen Eryuechuer Culture & Technology., Ltd, Shenzhen Shangjia Electronic Technology., Ltd and Shenzhen Zhongke Hengjin Technology Co., Ltd, which generated $63,603 revenue for the Company during the six month ended June 30, 2023.

 

9

 

 

Cost of Revenue

 

Cost of Revenue for the three months ended June 30, 2023 and 2022 were $20,867 and $6,769, respectively, with an increase of $14,098 over the same period in 2022. The increase was mainly due to the increase of orders of Pony HK, thus the cost of revenue increased accordingly.

 

Cost of Revenue for the six months ended June 30, 2023 and 2022 were $45,471 and $31,593, respectively, with an increase of $13,878 over the same period in 2022. The increase was mainly due to the increase of orders of Pony HK, thus the cost of revenue increased accordingly.

 

Gross Profit

 

Gross profits were $26,361 and $16,927 for the three months ended June 30, 2023 and 2022. The gross profit margin as a percentage of sales were 55.8% and 71.4% for the three months ended June 30, 2023 and 2022, respectively. Since our staff could provide application development service based on WeChat platform without additional cost, technology development services have a higher gross profit margin. The decrease of gross profit margin for the three months ended June 30, 2023 compared to the same period of 2022 was due to the fact that technology development services accounted for lower proportion of revenue for the three months ended June 30, 2023.

 

Gross profits were $57,923 and $21,971 for the six months ended June 30, 2023 and 2022, respectively. The gross profit margin as a percentage of sales for the six months ending June 30, 2023 and 2022 were 56.0% and 41.0%, respectively. The increase of gross profit margin was due to Universe Travel providing technology development services to three major clients during the six months ended June 30, 2023. This service provided has a higher gross profit margin and led to the increase of the total gross profit margin.

 

Operating Expenses

 

Operating expenses for the three months ended June 30, 2023 and 2022 were $71,874 and $133,962, respectively, for a decrease of $62,088. The decrease of operating expense was mainly due to decrease of a service fee paid for OTC listing and other consulting services fees as compared to the prior period.

 

Operating expenses for the six months ended June 30, 2023 and 2022 were $160,409 and $255,380, respectively, a decrease of $94,971 from the same period in 2022. The decrease was mainly due to service fee paid for OTC listing and other consulting services fees.

 

Other (Expense)Income

 

Other income consists of interest income and exchange gain (loss) for the three months ended June 30, 2023 and 2022, the net other income was $156 compared to net other expense $473 for the same period last year. This was mainly due to the change of exchange rate and the increase of average cash balances.

 

For the six months ended June 30, 2023 and 2022, the net other income was $77 when it was a net other expense of $439 in the same period last year. This was mainly due to the change of exchange rate and the increase of average cash balances.

 

Liquidity and Capital Resources

 

We have suffered recurring losses from operations and have an accumulated deficit of $651,813 as of June 30, 2023. We had a cash balance of $31,678 and negative working capital of $442,815 as of June 30, 2023. The Company has incurred losses of $102,409 for the six months ended June 30, 2023. The Company has not continually generated significant gross profits. Unless our operations generate a significant increase in gross profit and cash flows from operating activities, our continued operations will depend on whether we are able to raise additional funds through various sources, such as equity and debt financing, other collaborative agreements and/or strategic alliances. Our management is actively engaged in seeking additional capital to fund our operations in the short to medium term. Such additional funds may not become available on acceptable terms and there can be no assurance that any additional funding that we do obtain will be sufficient to meet our needs in the long term. As of June 30, 2023, we have enough cash to continue operations for approximately six months.

 

10

 

 

Net cash used in operating activities for the six months ended June 30, 2023, amounted to $86,553, compared to $300,772 net cash used in operating activities for the six months ended June 30, 2022. The decrease of net cash used in operating activities was due to the decrease of net loss.

 

There were $0 cash used in investment activities for the six months ended June 30, 2023 and 2022.

 

Net cash provided by financing activities for the six months ended June 30, 2023 amounted to $53,090, compared to net cash provided by financing activities of $70,300 in the same period of 2022. The net cash provided by financing activities were from shareholders who paid cost and other expenses on behalf of the Company.

 

Going Concern

 

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern; however, the above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to obtain such resources for the Company include (1) obtaining capital from the sale of its equity securities, (2) sales of the Company’s services, (3) short-term and long-term borrowings from banks, and (4) short-term borrowings from stockholders or other related party(ies) when needed. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually to secure other sources of financing and attain profitable operations.

 

Critical Accounting Policies

 

The discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. We continually evaluate our estimates, including those related to bad debts, the useful life of property and equipment and intangible assets, and the valuation of equity transactions. We base our estimates on historical experience and on various other assumptions that we believed 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. Any future changes to these estimates and assumptions could cause a material change to our reported amounts of revenues, expenses, assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions.

 

See Note 1 to our unaudited condensed consolidated financial statements for a discussion of our significant accounting policies

 

Off-Balance Sheet Arrangements

 

As of June 30, 2023, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K.

 

11

 

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk

 

As a smaller reporting company, we are not required to make disclosures under this item.

 

Item 4. Controls and Procedures

 

Under the supervision and with the participation of our management, including our principal executive officer and principal financial and accounting officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our principal executive officer and principal financial and accounting officer have concluded that as of June 30, 2023, our disclosure controls and procedures were effective.

 

Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

  

Changes in Internal Control over Financial Reporting

 

There have been no changes in our internal control over financial reporting during the year ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

12

 

 

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings. 

 

None.

 

Item 1A. Risk Factors 

 

There have been no material changes in our risk factors from those disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

None. 

 

Item 3. Defaults Upon Senior Securities. 

 

None.

 

Item 4. Mine Safety Disclosures 

 

Not applicable

 

Item 5. Other Information. 

 

None

 

Item 6. Exhibits

 

The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.

 

No.   Description of Exhibit
31.1*   Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*   Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*   Inline XBRL Instance Document.
101.SCH*   Inline XBRL Taxonomy Extension Schema Document.
101.CAL*   Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*   Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*   Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*   Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

*Filed herewith.

 

13

 

 

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  PONY GROUP INC.
     
Date: August 14, 2023 By: /s/ Wenxian Fan
  Name:  Wenxian Fan
  Title: Chief Executive Officer
(Principal Executive Officer) and
Chief Financial Officer
(Principal Financial Officer)

 

 

14

 

 

NONE 0.004 0.009 0.010 0.020 false --12-31 Q2 518000 0001784058 0001784058 2023-01-01 2023-06-30 0001784058 2023-08-14 0001784058 2023-06-30 0001784058 2022-12-31 0001784058 2023-04-01 2023-06-30 0001784058 2022-04-01 2022-06-30 0001784058 2022-01-01 2022-06-30 0001784058 us-gaap:CommonStockMember 2022-12-31 0001784058 us-gaap:AdditionalPaidInCapitalMember 2022-12-31 0001784058 us-gaap:AccumulatedOtherComprehensiveIncomeLossDerivativeQualifyingAsHedgeExcludedComponentIncludingPortionAttributableToNoncontrollingInterestMember 2022-12-31 0001784058 us-gaap:RetainedEarningsMember 2022-12-31 0001784058 us-gaap:CommonStockMember 2023-01-01 2023-03-31 0001784058 us-gaap:AdditionalPaidInCapitalMember 2023-01-01 2023-03-31 0001784058 us-gaap:AccumulatedOtherComprehensiveIncomeLossDerivativeQualifyingAsHedgeExcludedComponentIncludingPortionAttributableToNoncontrollingInterestMember 2023-01-01 2023-03-31 0001784058 us-gaap:RetainedEarningsMember 2023-01-01 2023-03-31 0001784058 2023-01-01 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us-gaap:CommonStockMember 2022-03-31 0001784058 us-gaap:AdditionalPaidInCapitalMember 2022-03-31 0001784058 us-gaap:AccumulatedOtherComprehensiveIncomeLossDerivativeQualifyingAsHedgeExcludedComponentIncludingPortionAttributableToNoncontrollingInterestMember 2022-03-31 0001784058 us-gaap:RetainedEarningsMember 2022-03-31 0001784058 2022-03-31 0001784058 us-gaap:CommonStockMember 2022-04-01 2022-06-30 0001784058 us-gaap:AdditionalPaidInCapitalMember 2022-04-01 2022-06-30 0001784058 us-gaap:AccumulatedOtherComprehensiveIncomeLossDerivativeQualifyingAsHedgeExcludedComponentIncludingPortionAttributableToNoncontrollingInterestMember 2022-04-01 2022-06-30 0001784058 us-gaap:RetainedEarningsMember 2022-04-01 2022-06-30 0001784058 us-gaap:CommonStockMember 2022-06-30 0001784058 us-gaap:AdditionalPaidInCapitalMember 2022-06-30 0001784058 us-gaap:AccumulatedOtherComprehensiveIncomeLossDerivativeQualifyingAsHedgeExcludedComponentIncludingPortionAttributableToNoncontrollingInterestMember 2022-06-30 0001784058 us-gaap:RetainedEarningsMember 2022-06-30 0001784058 2022-06-30 0001784058 2019-03-01 2019-03-07 0001784058 pginc:PonyLimousineServicesLimitedMember 2019-03-07 0001784058 pginc:PonyHKMember 2023-06-30 0001784058 pginc:ShenzhenEryuechuerCultureTechnologyLtdMember 2023-06-30 0001784058 pginc:ShenzhenZhongkeHengjinMember 2023-06-30 0001784058 currency:HKD pginc:BalanceSheetMember 2023-06-30 0001784058 currency:USD pginc:BalanceSheetMember 2023-06-30 0001784058 currency:CNY pginc:BalanceSheetMember 2023-06-30 0001784058 currency:HKD pginc:StatementOfOperationAndOtherComprehensiveIncomeMember 2023-06-30 0001784058 currency:USD pginc:StatementOfOperationAndOtherComprehensiveIncomeMember 2023-06-30 0001784058 currency:CNY pginc:StatementOfOperationAndOtherComprehensiveIncomeMember 2023-06-30 0001784058 currency:HKD pginc:BalanceSheetMember 2022-06-30 0001784058 currency:USD pginc:BalanceSheetMember 2022-06-30 0001784058 currency:CNY pginc:BalanceSheetMember 2022-06-30 0001784058 currency:HKD pginc:StatementOfOperationAndOtherComprehensiveIncomeMember 2022-06-30 0001784058 currency:USD pginc:StatementOfOperationAndOtherComprehensiveIncomeMember 2022-06-30 0001784058 currency:CNY pginc:StatementOfOperationAndOtherComprehensiveIncomeMember 2022-06-30 0001784058 pginc:ReceivableFromShareholdersMember 2023-01-01 2023-06-30 0001784058 pginc:ReceivableFromShareholdersMember 2022-01-01 2022-12-31 0001784058 2022-01-01 2022-12-31 0001784058 pginc:WenxianFanMember 2023-01-01 2023-06-30 0001784058 pginc:WenxianFanMember 2022-01-01 2022-12-31 0001784058 pginc:SuppliersMember 2023-01-01 2023-06-30 xbrli:shares iso4217:USD iso4217:USD xbrli:shares xbrli:pure

Exhibit 31.1

 

CERTIFICATION

 

I, Wenxian Fan, Chief Executive Officer of Pony Group Inc., certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of Pony Group Inc.;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

  b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

  c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

  d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and audit committee:

 

  a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

  b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 14, 2023 /s/ Wenxian Fan
  Wenxian Fan
  Chief Executive Officer
(Principal Executive Officer and
Chief Financial Officer)
(Principal Financial Officer)

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

 AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the quarterly report of Pony Group Inc. (the “Company”) on Form 10-Q for the quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Wenxian Fan, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

 

  1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

  2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

Date: August 14, 2023 /s/ Wenxian Fan
  Wenxian Fan
  Chief Executive Officer
(Principal Executive Officer and
Chief Financial Officer)
(Principal Financial Officer)

v3.23.2
Document And Entity Information - shares
 6 Months Ended
Jun. 30, 2023
Aug. 14, 2023
Document Information Line Items    
Entity Registrant Name Pony Group Inc.  
Trading Symbol N/A  
Document Type 10-Q  
Current Fiscal Year End Date --12-31  
Entity Common Stock, Shares Outstanding   11,500,000
Amendment Flag false  
Entity Central Index Key 0001784058  
Entity Current Reporting Status Yes  
Entity Filer Category Non-accelerated Filer  
Document Period End Date Jun. 30, 2023  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q2  
Entity Small Business true  
Entity Emerging Growth Company true  
Entity Shell Company false  
Entity Ex Transition Period false  
Document Quarterly Report true  
Document Transition Report false  
Entity File Number 333-234358  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 83-3532241  
Entity Address, Address Line One Engineer Experiment Building  
Entity Address, Address Line Two A202 7 Gaoxin South Avenue  
Entity Address, Address Line Three Nanshan District  
Entity Address, City or Town Shenzhen  
Entity Address, Country CN  
City Area Code +86  
Local Phone Number 755 86665622  
Title of 12(b) Security None  
Security Exchange Name NONE  
Entity Interactive Data Current Yes  
Entity Address, Postal Zip Code 518000  
v3.23.2
Condensed Consolidated Balance Sheets - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Current assets    
Cash and cash equivalents $ 31,678 $ 49,803
Accounts receivables 8,725 10,723
Other receivables 16,818 285
Other receivables-related parties 8,998 8,998
Total current assets 66,219 69,809
Total assets 66,219 69,809
Current liabilities    
Accounts payable 31,779 31,343
Other payable- related parties 431,843 378,753
Other current liability 45,412 15,257
Total current liabilities 509,034 425,353
Total liabilities 509,034 425,353
Equity    
Ordinary shares, $0.001 par value, 70,000,000 shares authorized, 11,500,000 shares issued and outstanding as of June 30, 2023 and December 31, 2022 11,500 11,500
Additional paid-in capital 176,000 176,000
Accumulated other comprehensive income 21,498 6,360
Accumulated deficit (651,813) (549,404)
Total equity (442,815) (355,544)
Total liabilities and equity $ 66,219 $ 69,809
v3.23.2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares
Jun. 30, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Ordinary shares, par value (in Dollars per share) $ 0.001 $ 0.001
Ordinary shares, authorized 70,000,000 70,000,000
Ordinary shares, issued 11,500,000 11,500,000
Ordinary shares, outstanding 11,500,000 11,500,000
v3.23.2
Consolidated Statements of Operations (Unaudited) - USD ($)
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Statement [Abstract]        
Revenue $ 47,228 $ 23,696 $ 103,394 $ 53,564
Cost of revenue 20,867 6,769 45,471 31,593
Gross profit 26,361 16,927 57,923 21,971
Operating expenses        
General & administrative expenses 71,874 123,775 160,409 238,123
R&D expense 10,187 17,257
Total operating expenses 71,874 133,962 160,409 255,380
Loss from operation (45,513) (117,035) (102,486) (233,409)
Other income (expenses)        
Other income (expense) 156 (473) 77 (439)
Total other income (expense) 156 (473) 77 (439)
Loss before income taxes (45,357) (117,508) (102,409) (233,848)
Provision for income tax
Net Loss (45,357) (117,508) (102,409) (233,848)
Other Comprehensive Income 16,037 9,703 15,138 9,261
Comprehensive loss $ (29,320) $ (107,805) $ (87,271) $ (224,587)
Basic loss per common share (in Dollars per share) $ (0.004) $ (0.01) $ (0.009) $ (0.02)
Weighted average number of shares outstanding (in Shares) 11,500,000 11,500,000 11,500,000 11,500,000
v3.23.2
Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Statement [Abstract]        
Diluted loss per common share $ (0.004) $ (0.010) $ (0.009) $ (0.020)
v3.23.2
Consolidated Statement of Change in Equity (Unaudited) - USD ($)
Total
Common stock
Additional Paid-In Capital
Accumulated Other Comprehensive Income (Loss)
Accumulated Deficit
Balance at Dec. 31, 2021 $ (102,984) $ 11,500 $ 176,000 $ (10,158) $ (280,326)
Balance (in Shares) at Dec. 31, 2021   11,500,000      
Cumulative Foreign currency translation adjustment (442) (442)
Net Loss (116,340) (116,340)
Balance at Mar. 31, 2022 (219,766) $ 11,500 176,000 (10,600) (396,666)
Balance (in Shares) at Mar. 31, 2022   11,500,000      
Balance at Dec. 31, 2021 (102,984) $ 11,500 176,000 (10,158) (280,326)
Balance (in Shares) at Dec. 31, 2021   11,500,000      
Net Loss (233,848)        
Balance at Jun. 30, 2022 (327,571) $ 11,500 176,000 (897) (514,174)
Balance (in Shares) at Jun. 30, 2022   11,500,000      
Balance at Mar. 31, 2022 (219,766) $ 11,500 176,000 (10,600) (396,666)
Balance (in Shares) at Mar. 31, 2022   11,500,000      
Cumulative Foreign currency translation adjustment 9,703 9,703
Net Loss (117,508) (117,508)
Balance at Jun. 30, 2022 (327,571) $ 11,500 176,000 (897) (514,174)
Balance (in Shares) at Jun. 30, 2022   11,500,000      
Balance at Dec. 31, 2022 (355,544) $ 11,500 176,000 6,360 (549,404)
Balance (in Shares) at Dec. 31, 2022   11,500,000      
Cumulative Foreign currency translation adjustment (899) (899)
Net Loss (57,052) (57,052)
Balance at Mar. 31, 2023 (413,495) $ 11,500 176,000 5,461 (606,456)
Balance (in Shares) at Mar. 31, 2023   11,500,000      
Balance at Dec. 31, 2022 (355,544) $ 11,500 176,000 6,360 (549,404)
Balance (in Shares) at Dec. 31, 2022   11,500,000      
Net Loss (102,409)        
Balance at Jun. 30, 2023 (442,815) $ 11,500 176,000 21,498 (651,813)
Balance (in Shares) at Jun. 30, 2023   11,500,000      
Balance at Mar. 31, 2023 (413,495) $ 11,500 176,000 5,461 (606,456)
Balance (in Shares) at Mar. 31, 2023   11,500,000      
Cumulative Foreign currency translation adjustment 16,037 16,037
Net Loss (45,357) (45,357)
Balance at Jun. 30, 2023 $ (442,815) $ 11,500 $ 176,000 $ 21,498 $ (651,813)
Balance (in Shares) at Jun. 30, 2023   11,500,000      
v3.23.2
Consolidated Statemetns of Cash Flows (Unaudited) - USD ($)
 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Cash flow from operating activities:    
Net Loss $ (102,409) $ (233,848)
Changes in operating assets and liabilities:    
Accounts receivable 1,998 18,731
Other receivable (16,533) (201)
Accounts payable 436 (5,761)
Other payable 30,155 (79,693)
Cash used in operating activities (86,353) (300,772)
Cash flow from financing activities:    
Advance from related party 53,090 70,300
Cash provided by financing activities 53,090 70,300
Effects of currency translation on cash 15,138 9,261
Net decrease in cash (18,125) (221,211)
Cash at beginning of the period 49,803 266,011
Cash at end of period $ 31,678 $ 44,800
v3.23.2
Organizations and Summary of Significant Accounting Policies
 6 Months Ended
Jun. 30, 2023
Organizations and Summary of Significant Accounting Policies [Abstract]  
ORGANIZATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 - ORGANIZATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Organization and Operations 

 

PONY GROUP INC, (The “Company” or “PONY”) was incorporated on January 7, 2019 in the state of Delaware.

 

On March 7, 2019, Pony Group Inc (the “Purchaser”), and Wenxian Fan, the sole owner of PONY LIMOUSINE SERVICES LIMITED (“Pony HK”), entered into a Stock Purchase Agreement (the “Purchase Agreement”), pursuant to which Wenxian Fan (the “Seller”) would sell to the Purchaser, and the Purchaser will purchase from the Seller, 10,000 shares of Pony HK, which represented 100% of the shares. On March 7, 2019, this transaction was completed.

 

Pony HK is a limited corporation formed under the laws of Hong Kong on April 28, 2016, which was formed by FAN WENXIAN. Its registered office is located at FLAT/RM 01 11/F, LUCKY COMM BLDG, 103 DES VOEUX RD WEST, SHEUNG WAN, HONG KONG. The business nature of the Company is to provide cross boarder limousine services to customers. On February 2, 2019, Universe Travel Culture & Technology Ltd. (“Universe Travel”) was incorporated as a wholly-owned PRC subsidiary of Pony HK.

 

Details of the Company’s structure as of June 30, 2023 are as follow:

 

 

 

Reverse Merger Accounting – Since Pony HK and Pony US were entities under Ms. Fan’s common control prior to the “Purchase Agreement” was executed, and because of certain other factors, including that the member of the Company’s executive management is from Pony HK, Pony HK is deemed to be the acquiring company for accounting purposes and the Merger was accounted for as a reverse merger and a recapitalization in accordance with generally accepted accounting principles in the United States (“GAAP”). These unaudited consolidated financial statements reflect the historical results of Pony HK prior to the Merger and that of the combined Company following the Merger, and do not include the historical financial results prior to the completion of the Merger. Common stock and the corresponding capital amounts of the Company pre-Merger have been retroactively restated as capital stock shares.

 

Basis of Accounting and Presentation - The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

 

Cash and Cash Equivalents – For purpose of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of 90 days or less to be cash equivalents.

 

Accounts Receivable - The customers are required to make payments when they book the services, otherwise, the services will not be arranged. Sometimes, the Company extends credit to its group clients.

 

As of June 30, 2023 and December 31, 2022, accounts receivable was $8,725 and $10,723, respectively. The company considers accounts receivable to be fully collectible and determined that an allowance for doubtful accounts was not necessary.

 

Pony HK, a 100% subsidiary of the Company, has agreements with its one major client that the payments for the services rendered be settled every six months. The major clients accounted for 11.2% of the revenue for the six months ended June 30, 2023, respectively.

 

Universe Travel Culture & Technology Ltd. (“Universe Travel”) was incorporated as a wholly-owned PRC subsidiary of Pony HK, has agreements with three major clients. Shenzhen Eryuechuer Culture & Technology., Ltd, accounted for 24.87% of Universe Travel’s revenue. Shenzhen Shangjia Electronic Technology., Ltd and Shenzhen Zhongke Hengjin each accounted separately for 18.32% of the revenue and in the aggregate 36.64% of the revenue.

 

Revenue Recognition - The Company recognizes revenue in accordance with ASC 606. The core principle of ASC606 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASC 606 defines a five-step process to achieve this core principle, which includes: (1) identifying contracts with customers, (2) identifying performance obligations within those contracts, (3) determining the transaction price, (4) allocating the transaction price to the performance obligation in the contract, which may include an estimate of variable consideration, and (5) recognizing revenue when or as each performance obligation is satisfied. Our sales arrangements generally ask customers to pay in advance before any services can be arranged. The company recognizes revenue when each performance obligation is satisfied. Documents and terms and the completion of any customer acceptance requirements, when applicable, are used to verify services rendered. The Company has no returns or sales discounts and allowances because services rendered and accepted by customers are normally not returnable.

 

Cost of revenue – Cost of revenue includes cost of services rendered during the period, net of discounts and sales tax.

  

Income Taxes – Income tax expense represents current tax expense. The income tax payable represents the amounts expected to be paid to the taxation authority. Hong Kong profits tax has been provided at the rate of 16.5% on the estimated assessable profit for the period.

 

Foreign Currency Translation - Pony HK’s functional currency is the Hong Kong Dollar (HK$) and Universe Travel Culture & Technology Ltd.’s functional currency is the Renminbi (RMB). The reporting currency is that of the US Dollar. Assets, liabilities and owners’ contribution are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate of the year.

  

The exchange rates used to translate amounts in HK$ and RMB into USD for the purposes of preparing the financial statements were as follows:

 

June 30, 2023      
Balance sheet  HK$7.84 to US $1.00  RMB 7.25 to US $1.00
Statement of operation and other comprehensive income  HK$7.84 to US $1.00  RMB 6.93 to US $1.00
December 31, 2022      
Balance sheet  HK$7.80 to US $1.00  RMB 6.89 to US $1.00
June 30, 2022      
Statement of operation and other comprehensive income  HK$7.85 to US $1.00  RMB 6.61  to US$1.00

 

Recent accounting pronouncements

  

The Company does not believe that any recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows.
v3.23.2
Going Concern
 6 Months Ended
Jun. 30, 2023
Going Concern [Abstract]  
GOING CONCERN

NOTE 2 - GOING CONCERN

 

The Company had operating losses of $102,409 during the six months ended June 30, 2023 and has accumulated deficit of $651,813 at June 30, 2023. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtain additional financing, as may be required.

  

The accompanying financial statements have been prepared assuming the Company will continue as a going concern; however, the above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

  

Management’s Plan to Continue as a Going Concern

  

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to obtain such resources for the Company include (1) obtaining capital from the sale of its equity securities, (2) sales of the Company’s products, (3) short-term and long-term borrowings from banks, and (4) short-term borrowings from stockholders or other related party (ies) when needed. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

  

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually to secure other sources of financing and attain profitable operations.
v3.23.2
Related Party Transactions
 6 Months Ended
Jun. 30, 2023
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

NOTE 3 - RELATED PARTY TRANSACTIONS

 

Amount of receivable from shareholders is due to the company declaring a 6,000 to 1 stock split. After the stock split, the par value of the common stocks was $0.001 per share. The shareholders should pay the consideration of $8,998 to the company. The Company used a retroactive basis to present the nominal shares, the considerations and receivable form shareholders also should be represented.

 

   June 30,
2023		   December 31,
2022		 
Receivable from shareholders  $8,998   $8,998 
Total due from related parties  $8,998   $8,998 

 

Ms. Wenxian Fan, the director, loaned working capital to Pony HK with no interest and paid on behalf of Pony HK for the subcontracted services and employee salaries.

 

The Company has the following payables to Ms. Wenxian Fan:

 

   June 30,
2023		   December 31,
2022		 
To Wenxian Fan  $431,843   $378,753 
Total due to related parties  $431,843   $378,753 
v3.23.2
Major Suppliers and Customers
 6 Months Ended
Jun. 30, 2023
Major Suppliers and Customers [Abstract]  
MAJOR SUPPLIERS AND CUSTOMERS

NOTE 4 - MAJOR SUPPLIERS AND CUSTOMERS

 

The Company purchased majority of its subcontracted services from one major supplier during the six months ended June 30, 2023: Changying Business Limited for 25.19% of the cost.
v3.23.2
Subsequent Events
 6 Months Ended
Jun. 30, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 5 - SUBSEQUENT EVENTS

  

Management has evaluated subsequent events through August 14, 2023, the date which the financial statements were available to be issued. All subsequent events requiring recognition as of June 30, 2023 have been incorporated into these financial statements and there are no subsequent events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.”
v3.23.2
Accounting Policies, by Policy (Policies)
 6 Months Ended
Jun. 30, 2023
Organizations and Summary of Significant Accounting Policies [Abstract]  
Organization and Operations

Organization and Operations 

PONY GROUP INC, (The “Company” or “PONY”) was incorporated on January 7, 2019 in the state of Delaware.

On March 7, 2019, Pony Group Inc (the “Purchaser”), and Wenxian Fan, the sole owner of PONY LIMOUSINE SERVICES LIMITED (“Pony HK”), entered into a Stock Purchase Agreement (the “Purchase Agreement”), pursuant to which Wenxian Fan (the “Seller”) would sell to the Purchaser, and the Purchaser will purchase from the Seller, 10,000 shares of Pony HK, which represented 100% of the shares. On March 7, 2019, this transaction was completed.

Pony HK is a limited corporation formed under the laws of Hong Kong on April 28, 2016, which was formed by FAN WENXIAN. Its registered office is located at FLAT/RM 01 11/F, LUCKY COMM BLDG, 103 DES VOEUX RD WEST, SHEUNG WAN, HONG KONG. The business nature of the Company is to provide cross boarder limousine services to customers. On February 2, 2019, Universe Travel Culture & Technology Ltd. (“Universe Travel”) was incorporated as a wholly-owned PRC subsidiary of Pony HK.

Details of the Company’s structure as of June 30, 2023 are as follow:

 
Reverse Merger Accounting

Reverse Merger Accounting – Since Pony HK and Pony US were entities under Ms. Fan’s common control prior to the “Purchase Agreement” was executed, and because of certain other factors, including that the member of the Company’s executive management is from Pony HK, Pony HK is deemed to be the acquiring company for accounting purposes and the Merger was accounted for as a reverse merger and a recapitalization in accordance with generally accepted accounting principles in the United States (“GAAP”). These unaudited consolidated financial statements reflect the historical results of Pony HK prior to the Merger and that of the combined Company following the Merger, and do not include the historical financial results prior to the completion of the Merger. Common stock and the corresponding capital amounts of the Company pre-Merger have been retroactively restated as capital stock shares.
Basis of Accounting and Presentation

Basis of Accounting and Presentation - The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

 
Accounts Receivable

Cash and Cash Equivalents – For purpose of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of 90 days or less to be cash equivalents.
Accounts Receivable

Accounts Receivable - The customers are required to make payments when they book the services, otherwise, the services will not be arranged. Sometimes, the Company extends credit to its group clients.

As of June 30, 2023 and December 31, 2022, accounts receivable was $8,725 and $10,723, respectively. The company considers accounts receivable to be fully collectible and determined that an allowance for doubtful accounts was not necessary.

Pony HK, a 100% subsidiary of the Company, has agreements with its one major client that the payments for the services rendered be settled every six months. The major clients accounted for 11.2% of the revenue for the six months ended June 30, 2023, respectively.

Universe Travel Culture & Technology Ltd. (“Universe Travel”) was incorporated as a wholly-owned PRC subsidiary of Pony HK, has agreements with three major clients. Shenzhen Eryuechuer Culture & Technology., Ltd, accounted for 24.87% of Universe Travel’s revenue. Shenzhen Shangjia Electronic Technology., Ltd and Shenzhen Zhongke Hengjin each accounted separately for 18.32% of the revenue and in the aggregate 36.64% of the revenue.
Revenue Recognition

Revenue Recognition - The Company recognizes revenue in accordance with ASC 606. The core principle of ASC606 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASC 606 defines a five-step process to achieve this core principle, which includes: (1) identifying contracts with customers, (2) identifying performance obligations within those contracts, (3) determining the transaction price, (4) allocating the transaction price to the performance obligation in the contract, which may include an estimate of variable consideration, and (5) recognizing revenue when or as each performance obligation is satisfied. Our sales arrangements generally ask customers to pay in advance before any services can be arranged. The company recognizes revenue when each performance obligation is satisfied. Documents and terms and the completion of any customer acceptance requirements, when applicable, are used to verify services rendered. The Company has no returns or sales discounts and allowances because services rendered and accepted by customers are normally not returnable.
Cost of revenue

Cost of revenue – Cost of revenue includes cost of services rendered during the period, net of discounts and sales tax.
Income Taxes

Income Taxes – Income tax expense represents current tax expense. The income tax payable represents the amounts expected to be paid to the taxation authority. Hong Kong profits tax has been provided at the rate of 16.5% on the estimated assessable profit for the period.
Foreign Currency Translation

Foreign Currency Translation - Pony HK’s functional currency is the Hong Kong Dollar (HK$) and Universe Travel Culture & Technology Ltd.’s functional currency is the Renminbi (RMB). The reporting currency is that of the US Dollar. Assets, liabilities and owners’ contribution are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate of the year.

The exchange rates used to translate amounts in HK$ and RMB into USD for the purposes of preparing the financial statements were as follows:

June 30, 2023      
Balance sheet  HK$7.84 to US $1.00  RMB 7.25 to US $1.00
Statement of operation and other comprehensive income  HK$7.84 to US $1.00  RMB 6.93 to US $1.00
December 31, 2022      
Balance sheet  HK$7.80 to US $1.00  RMB 6.89 to US $1.00
June 30, 2022      
Statement of operation and other comprehensive income  HK$7.85 to US $1.00  RMB 6.61  to US$1.00

 
Recent accounting pronouncements

Recent accounting pronouncements

The Company does not believe that any recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows.
v3.23.2
Organizations and Summary of Significant Accounting Policies (Tables)
 6 Months Ended
Jun. 30, 2023
Organizations and Summary of Significant Accounting Policies [Abstract]  
Schedule of Exchange Rates The exchange rates used to translate amounts in HK$ and RMB into USD for the purposes of preparing the financial statements were as follows:
June 30, 2023      
Balance sheet  HK$7.84 to US $1.00  RMB 7.25 to US $1.00
Statement of operation and other comprehensive income  HK$7.84 to US $1.00  RMB 6.93 to US $1.00
December 31, 2022      
Balance sheet  HK$7.80 to US $1.00  RMB 6.89 to US $1.00
June 30, 2022      
Statement of operation and other comprehensive income  HK$7.85 to US $1.00  RMB 6.61  to US$1.00

 
v3.23.2
Related Party Transactions (Tables)
 6 Months Ended
Jun. 30, 2023
Related Party Transactions [Abstract]  
Schedule of Considerations and Receivable form Shareholders The Company used a retroactive basis to present the nominal shares, the considerations and receivable form shareholders also should be represented.
   June 30,
2023		   December 31,
2022		 
Receivable from shareholders  $8,998   $8,998 
Total due from related parties  $8,998   $8,998 
Schedule of Related Party Payables The Company has the following payables to Ms. Wenxian Fan:
   June 30,
2023		   December 31,
2022		 
To Wenxian Fan  $431,843   $378,753 
Total due to related parties  $431,843   $378,753 
v3.23.2
Organizations and Summary of Significant Accounting Policies (Details) - USD ($)
 6 Months Ended
Mar. 07, 2019
Jun. 30, 2023
Dec. 31, 2022
Organizations and Summary of Significant Accounting Policies (Details) [Line Items]      
Number of shares issued (in Shares) 10,000    
Accounts receivable (in Dollars)   $ 8,725 $ 10,723
Subsidiary company, percentage   100.00%  
Revenue percentage   36.64%  
Hong Kong profits tax percentage   16.50%  
Pony Limousine Services Limited [Member]      
Organizations and Summary of Significant Accounting Policies (Details) [Line Items]      
Shares percentage 100.00%    
Shenzhen Eryuechuer Culture & Technology. Limited [Member]      
Organizations and Summary of Significant Accounting Policies (Details) [Line Items]      
Revenue percentage   24.87%  
Shenzhen Zhongke Hengjin [Member]      
Organizations and Summary of Significant Accounting Policies (Details) [Line Items]      
Revenue percentage   18.32%  
Pony HK [Member]      
Organizations and Summary of Significant Accounting Policies (Details) [Line Items]      
Revenue percentage   11.20%  
v3.23.2
Organizations and Summary of Significant Accounting Policies (Details) - Schedule of Exchange Rates
Jun. 30, 2023
Jun. 30, 2022
HK [Member] | Balance Sheet [Member]    
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items]    
Foreign currency exchange rates 7.84 7.8
US [Member] | Balance Sheet [Member]    
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items]    
Foreign currency exchange rates 1 1
RMB [Member] | Balance Sheet [Member]    
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items]    
Foreign currency exchange rates 7.25 6.89
Statement of operation and other comprehensive income [Member] | HK [Member]    
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items]    
Foreign currency exchange rates 7.84 7.85
Statement of operation and other comprehensive income [Member] | US [Member]    
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items]    
Foreign currency exchange rates 1 1
Statement of operation and other comprehensive income [Member] | RMB [Member]    
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items]    
Foreign currency exchange rates 6.93 6.61
v3.23.2
Going Concern (Details)
 6 Months Ended
Jun. 30, 2023
USD ($)
Going Concern [Abstract]  
Operating loss $ (102,409)
Accumulated deficit $ 651,813
v3.23.2
Related Party Transactions (Details)
 6 Months Ended
Jun. 30, 2023
USD ($)
$ / shares
Related Party Transactions [Abstract]  
Stock split, description Amount of receivable from shareholders is due to the company declaring a 6,000 to 1 stock split.
Common stock, per share | $ / shares $ 0.001
Shareholders payable | $ $ 8,998
v3.23.2
Related Party Transactions (Details) - Schedule of Considerations and Receivable form Shareholders - USD ($)
 6 Months Ended 12 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Related Party Transactions (Details) - Schedule of Considerations and Receivable form Shareholders [Line Items]    
Total due from related parties $ 8,998 $ 8,998
Receivable from shareholders [Member]    
Related Party Transactions (Details) - Schedule of Considerations and Receivable form Shareholders [Line Items]    
Total due from related parties $ 8,998 $ 8,998
v3.23.2
Related Party Transactions (Details) - Schedule of Related Party Payables - USD ($)
 6 Months Ended 12 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Related Party Transaction [Line Items]    
Total due to related parties $ 431,843 $ 378,753
To Wenxian Fan [Member]    
Related Party Transaction [Line Items]    
Total due to related parties $ 431,843 $ 378,753
v3.23.2
Major Suppliers and Customers (Details)
 6 Months Ended
Jun. 30, 2023
Major Suppliers and Customers (Details) [Line Items]  
Business limited cost percentage 25.19%
Suppliers [Member]  
Major Suppliers and Customers (Details) [Line Items]  
Number of suppliers 1
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