Exhibit 99.1
SOS LIMITED
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OF LOSS
(US$ thousands, except share data and per share data, or otherwise noted)
| Six months ended | ||||||||
| June 30, 2019 | June 30, 2020 | |||||||
| US$ | US$ | |||||||
| Revenue | 74 | 9,917 | ||||||
| Business taxes and surcharges | - | (8 | ) | |||||
| Net revenue | 74 | 9,909 | ||||||
| Operating costs | (19 | ) | (9,830 | ) | ||||
| Gross profit | 55 | 79 | ||||||
| Operating expenses | ||||||||
| Selling expense | - | - | ||||||
| G&A expense | (259 | ) | (2,670 | ) | ||||
| Finance expense | - | - | ||||||
| Total operating expenses | (259 | ) | (2,670 | ) | ||||
| Operating (profit)loss | (204 | ) | (2,591 | ) | ||||
| Non-operating income | - | 48 | ||||||
| Loss on acquisition | - | (5,679 | ) | |||||
| Total other expenses | - | (5,631 | ) | |||||
| Total loss before tax | (204 | ) | (8,222 | ) | ||||
| Income tax expense | - | (1 | ) | |||||
| Net loss from continuing operation | (204 | ) | (8,223 | ) | ||||
| Net loss from discontinued operation | - | (545 | ) | |||||
| Net loss | (204 | ) | (8,768 | ) | ||||
| Preferred dividends | - | - | ||||||
| Net loss attributable to ordinary shareholders | (204 | ) | (8,768 | ) | ||||
| Foreign currency translation adjustment-net of tax | - | 7 | ||||||
| Comprehensive of loss | (204 | ) | (8,761 | ) | ||||
SOS LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET
(US$ thousands, except share data and per share data, or otherwise noted)
| Six months ended | ||||||||
| December 31, 2019 | June 30, 2020 | |||||||
| Assets | ||||||||
| Cash and cash equivalents | 41 | 610 | ||||||
| Receivables | 3,223 | 1,288 | ||||||
| Prepayment and other assets | 2,501 | 16,829 | ||||||
| Total current assets | 5,765 | 18,727 | ||||||
| Property equipment and software-net | 169 | 331 | ||||||
| Assets of discontinued group | - | 53,654 | ||||||
| Total assets | 5,934 | 72,713 | ||||||
| Liabilities and Shareholder's Equity | ||||||||
| Liabilities: | ||||||||
| Accrued liabilities | 3,216 | 13,813 | ||||||
| Tax payable | (1 | ) | (15 | ) | ||||
| Other payables | 2,683 | 6,764 | ||||||
| Total current liabilities | 5,898 | 20,561 | ||||||
| Liabilities of discontinued group | - | 50,217 | ||||||
| Total liabilities | 5,898 | 70,778 | ||||||
| Paid up capital | - | 14 | ||||||
| Additional paid-in capital | - | 10,647 | ||||||
| Retained earnings | (36 | ) | 35 | |||||
| Current year net profit/(loss) | 71 | (8,768 | ) | |||||
| Other comprehensive income | - | 7 | ||||||
| Total Shareholders' Equity | 36 | 1,935 | ||||||
| Total Liabilities and Shareholders’ Equity | 5,934 | 72,713 | ||||||
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SOS LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW
(US$ thousands, except share data and per share data, or otherwise noted)
| Six months ended | ||||||||
| June 30, 2019 | June 30, 2020 | |||||||
| Cash flows from operating activities: | ||||||||
| Net (loss) | (204 | ) | (8,768 | ) | ||||
| Adjustments: | ||||||||
| Depreciation and amortization | - | 3 | ||||||
| Share-based compensation | - | 737 | ||||||
| Loss on acquisition | - | 5,679 | ||||||
| Receivables, prepayments and other assets | (3,379 | ) | (12,393 | ) | ||||
| Accrued liabilities | 3,570 | 14,678 | ||||||
| Tax payable | 4 | (15 | ) | |||||
| Net cash used in operating activities from discontinued operation | - | 545 | ||||||
| Net cash used in operating activities | (10 | ) | 466 | |||||
| Cash flows from investing activities: | ||||||||
| Purchase of property, equipment and software | (4 | ) | (202 | ) | ||||
| Investment in equity | - | (591 | ) | |||||
| Net cash used in investing activities | (4 | ) | (794 | ) | ||||
| Cash flows from financing activities: | - | - | ||||||
| Proceeds from private equity placement | - | 898 | ||||||
| Net cash provided by financing activities | - | 898 | ||||||
| Net increase/(decrease), effect of exchange rate changes on cash and cash equivalent | (14 | ) | 570 | |||||
| Cash and cash equivalent at beginning of the period | 27 | 41 | ||||||
| Cash and cash equivalent at end of the period | 13 | 610 | ||||||
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SOS LIMITED
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Reverse Acquisitions of China Rapid Finance by SOS Limited
On May 18, 2020, the Company completed the acquisition with Yong Bao Two Ltd. (“YBT”), the parent company of SOS Information Technology Co., Ltd. (“SOS”). Following the completion of the acquisition, the operations of the Company were primarily comprised of the operations of SOS.
The acquisition was accounted for as asset acquisitions. The purchase price for China Rapid Finance (“CRF”) was $9.7 million. The transaction price of CRF includes 100% of all outstanding stock valued at net $9.7 million. The stock exchange equaled the 72,636,230 shares of CRF outstanding prior to the issuance of additional shares in the acquisition, at the market price of $0.133 per share. The total purchase price has been allocated based on an estimate of the fair value of CRF’s assets acquired and liabilities assumed with the remainder recorded as an expense.
On May 18, 2020, the fair value of the following assets and liabilities were acquired resulting in the total loss of approximately $5.7 million:
| Dollars in thousands | ||||
| Total Purchase Price | 9,660 | |||
| Net Assets (Liabilities) Acquired: | ||||
| Assets | ||||
| Cash and cash equivalents | 13,664 | |||
| Restricted cash | 26,524 | |||
| Accounts receivable | 7,462 | |||
| Inventories | 8 | |||
| Prepaid expenses and other current assets | 110 | |||
| Non-current assets | 2,969 | |||
| Other assets | 2,682 | |||
| Total Assets | 53,419 | |||
| Liabilities | ||||
| Warrant derivative liability | - | |||
| Accounts payable & accrued liabilities | (49,437 | ) | ||
| Total Liabilities | (49,437 | ) | ||
| Net Assets (Liabilities) Acquired | 3,982 | |||
| Loss on Acquisitions | 5,678 | |||
2. Non-GAAP adjustments and Non-GAAP results
| Sixed months ended | ||||||||
| 30-Jun-19 | 30-Jun-20 | |||||||
| US$'000' | US$'000' | |||||||
| Non-GAAP adjusted loss before income tax expenses | (204 | ) | (1,263 | ) | ||||
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