Forward looking statement notice
Statements made in this Form 10-Q that are not historical or current facts are
"forward-looking statements" made pursuant to the safe harbor provisions of
Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the
Securities Exchange Act of 1934. These statements often can be identified by the
use of terms such as "may," "will," "expect," "believe," "anticipate,"
"estimate," "approximate" or "continue," or the negative thereof. We intend that
such forward-looking statements be subject to the safe harbors for such
statements. We wish to caution readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made. Any
forward-looking statements represent management's best judgment as to what may
occur in the future. However, forward-looking statements are subject to risks,
uncertainties and important factors beyond our control that could cause actual
results and events to differ materially from historical results of operations
and events and those presently anticipated or projected. We disclaim any
obligation subsequently to revise any forward-looking statements to reflect
events or circumstances after the date of such statement or to reflect the
occurrence of anticipated or unanticipated events.
Financial information contained in this quarterly report and in our unaudited
interim financial statements is stated in United States dollars and are prepared
in accordance with United States generally accepted accounting principles.
In March 2020, the World Health Organization categorized Coronavirus Disease
2019 ("COVID-19") as a pandemic, and the President of the United States declared
the COVID-19 outbreak a national emergency. The services we provide are
currently designated an essential critical infrastructure business under the
President's COVID-19 guidance, the continued operation of which is vital for
national public health, safety and national economic security. The extent of the
impact of the COVID-19 outbreak on our operational and financial performance
will depend on certain developments, including the duration and spread of the
outbreak, its impact on our customers and vendors, and the range of governmental
and community reactions to the pandemic, which are uncertain and cannot be fully
predicted at this time.
General
Boatim Inc. was incorporated in the State of Nevada as Emerald Data Inc., a
for-profit company on August 15, 2014 and established a fiscal year end of
August 31. On January 24th, 2019, the company name was changed to Boatim Inc. On
April 29, 2019, Mr Wolfgang Tippner was appointed as a new director and CEO of
the company. On November 07, 2019, the Company's Board of Directors approved a 3
for 1 Reverse stock Split. All share amounts have been retroactively adjusted to
reflect the reverse stock split.
On June 10, 2020, Mr. Patrick Burkert was appointed as Director & Chief
Marketing Officer, followed by Mr. Chris Roy, who was appointed Director & Chief
Product Officer of the Company on June 15, 2020.
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The largest shareholder of Boatim Inc. with a holding of 32,766,667 shares of
common stocks is JTT Global Ventures Ltd. That position represents 64.88% of the
Company's voting rights.
Boatim, Inc. established Boatim Europe S.L. ("Boatim Europe") as a private
limited company pursuant to the laws of Spain on December 18, 2019, with the
Company having indirect control of one hundred percent of the issued and
outstanding membership interests of Boatim Europe. Boatim Europe commenced
operations in February 2020 and is engaged in the business of providing software
development, marketing, and selling services for Boatim Inc.
All membership interests of Boatim Europe are currently held in trust by the
Company´s CEO for practical reasons and only until the formal transfer into the
name of Company has been completed according to the requirements of applicable
Spanish law. Boatim Europe is currently structured and treated as a wholly owned
subsidiary of the Company. In December 2020, the Company finalized the process
of collecting and submitting all required paperwork to the Spanish authorities
to enter Boatim Inc. as direct owner on public records in Spain..
On February 27, 2020 the Company received OTC approval on its uplisting to the
OTCQB venture market exchange, which is a well recognized trading market for
smaller fast growing companies which meet certain reporting and transparency
procedures, which are a prerequisite to be admitted to this market. The Company
trades under the ticker symbol "BTIM".
On May 29, 2020, the uplisting was followed by DTC´s confirmation of the
Company´s DWAC capability, a technical back-end feature allowing brokers to
clear the Company´s stocks directly broker to broker, fast and seamless
settlements.
Recent developments
In early 2020, the World Health Organization declared the rapidly spreading
coronavirus disease (COVID-19) outbreak a pandemic. This pandemic has resulted
in governments worldwide enacting emergency measures to combat the spread of the
virus. Due to the outbreak and spread of COVID-19, the Company's management and
advisors responsible for financial reporting have experienced administrative
delays, include travel restrictions and reduced work hours. The Company
considered the impact of COVID-19 on the assumptions and estimates used and
determined that there were no material adverse impacts on the Company's results
of operations and financial position at November 30, 2020. The Company is not
aware of any specific event or circumstance that would require an update to its
estimates or judgments or a revision of the carrying value of its assets or
liabilities as of the date of issuance of this Quarter Report on Form 10-Q.
These estimates may change, as new events occur and additional information is
obtained.
Results of operations
The following comparative analysis on results of operations was based primarily
on the comparative financial statements, footnotes and related information for
the periods identified below and should be read in conjunction with the
financial statements and the notes to those statements that are included
elsewhere in this report.
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Results of Operations for the Three Months Ended November 30, 2020 and November
30, 2019
Operating expenses
Operating expenses comprised of general and administrative expenses were
$278,528 for the three months ended November 30, 2020, compared to $77,681 for
the three months ended November 30, 2019, an increase of $200,847. The increase
is due to increased operating expenses associated with a concentration of
resources on marketing, sales, and software maintenance.
Net Loss
Net loss for the three months ended November 30, 2020 was $939,319 compared to
$77,681 for the three months ended November 30, 2019. As well as the reasons
discussed above, Other income (expenses) comprised amortization of debt discount
in the amount of $385,383, and loss on derivative of $280,905 offset by gain on
foreign exchange of $5,497.
Liquidity and capital resources
At November 30, 2020, we had $44,540 in cash and there were outstanding
liabilities of $2,672,359 (cash of $38,427 and liabilities of $1,537,446 on
August 31, 2020, respectively). The stockholders' deficit was $1,982,280 as of
November 30, 2020 and $1,027,147 as of August 31, 2020.
There was $297,054 cash used by operations in the three months ended November
30, 2020 ($97,741 net cash used in operating activities during the three months
period ended November 30, 2019, respectively), $185,769 used in cash for
investing activities for the three months ended November 30, 2020 ($0 used in
cash for investing activities) and $504,750 cash provided through financing
activities during the three months ended November 30, 2020 ($88,397 up to
November 30, 2019). This resulted in $6,113 changes in net cash during the three
months ended November 30, 2020 and $9,798 change in net cash during the three
months ended November 30, 2019, respectively).
Cayo Ventures GmbH has verbally agreed to continue to loan the company funds for
operating expenses in a limited scenario, but it has no legal obligation to do
so.
There is limited historical financial information about us upon which to base an
evaluation of our performance. We have meaningfully commenced business
operations based upon the amount of revenue we have been able to generate. We
are in start-up stage of operations. We cannot guarantee we will be successful
in our business operations. Our business is subject to risks inherent in the
establishment of a new business enterprise, including limited capital resources
and possible cost overruns due to price and cost increases in services and
products.
We have no assurance that future financing will be available to us on acceptable
terms. If financing is not available on satisfactory terms, we may be unable to
continue, develop or expand our operations. Equity financing could result in
additional dilution to existing shareholders.
Off-balance sheet arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to
have a current or future effect on our financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources.
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BOATIM INC. 
