September 19, 2001
E-NET FINANCIAL COM CORP (ENNT.OB)
Quarterly Report (SEC form 10QSB)
Item 2 Management`s Discussion and Analysis or Plan of Operations
OVERVIEW
The Company is an independent financial services company, who`s primary source of revenue is AMRES, a wholly owned subsidiary. AMRES offers loan
originators a "net-branch" opportunity, in which AMRES provides licensing, accounting and lender approvals in over 40 states. They maintain a web site,
www.amres.net, which contains detailed information on AMRES. Currently over 180 net-branches are operating, in addition to four Corporate owned
branches in four counties in Southern California. Further rapid growth is anticipated, both from commissioned and corporate marketing staff. Loan
processing, mortgage banking and acquisitions will provide additional revenues sources. During the three months ended July 31, 2001, AMRES generated
operating income in excess of $300,000.
The Company has seen improvement in other subsidiaries as well.
Expidoc.com has added Ditech.com as a customer, and is now doing over 500 loan document signings a month through their network of notaries in all 50
states. By adding staff, and implementing a new marketing initiative, Expidoc should improve its operations and achieve profitability in the near future.
BravoRealty.com (69% owned subsidiary) has established joint venture branches in four locations. In addition, BravoRealty.com has initiated a net branch of
AMRES inside Bravo, and has experienced an increase in revenues from home loans brokered. Bravorealty has incurred the expenses to begin, and within
120 days is expected to establish the documentation, licensing, marketing materials and operations to sell "Bravo Real Estate Network" franchises. Former
officers of Century 21 have been acting as advisors to Bravorealty. Their objective is being operationally profitable by the end of the fiscal 3rd quarter,
excluding additional start-up costs of franchising. Due to these start-up costs, Bravorealty had incurred a small operating loss for the current quarter.
Titus Real Estate, LLC, operates as the manager of Titus REIT, a real estate investment trust. Current shareholders of the REIT have requested the selling of
assets in order to return their original investment. As such, six of the ten properties are in escrow to be sold. It is the intent of the management of the
Company to raise new capital for Titus REIT when the market permits, estimating the summer of 2002 as a possible target date. The Company believes the
long term benefits of a REIT compliment the Company`s business plan. Titus Real Estate, LLC, has incurred small operating losses during the current quarter.
ANZA Properties was established in July 2001, for the purpose of raising investor funds from accredited investors, for the initial purpose of purchasing
Income Producing Real Estate. It will be the intention of the Company to convert these investors, whom originally invested in ANZA bonds, into the Company`s
equity. The ultimate goal, if obtained, is to list the Company on a National Market System, such as the NASDAQ (see Note 2). Anza is in the development
stage. The Company has incurred approximately $75,000 of expenses in connection with the establishment of Anza.
REVENUES
Revenues increased by $2,743,751, or 116%, to $5,109,713 for the year three months ended July 31, 2001, compared to $2,365,962 for the three months
ended July 31, 2000. The growth in revenues is primarily attributable to the expansion and growth of AMRES through the brokering of loans. AMRES
accounted for greater than 95% of consolidated revenues for both periods. AMRES, as did most of the mortgage industry, benefited greatly from the decline
in interest rates over the last several months. Typically, as interest rates fall, the refinance market heats up expanding the market of interested borrowers
beyond those borrowing for the purchase of their primary residence. AMRES benefited from this market upturn, as they had the capacity in terms of people
and infrastructure to accommodate the additional business.
More significantly, the growth of the net branch program at AMRES was the major contributor to the growth in revenue. AMRES` net branch program
comprised approximately 180 branches as of July 31, 2001, compared to less than ten branches as of July 31, 2000. The Net Branch program is expected to
continue to be a primary growth vehicle for the Company in the future. In addition, the mortgage banking division of AMRES is expected to continue its
expansion over the next six to nine months.
Revenues for Expidoc decreased slightly to $56,817 for the three months ended July 31, 2001 compared to $72,543 for the three months ended July 31,
2000. The decrease is primarily a result of Expidoc refocusing its market strategy to secure higher volume customers as compared to many low-volume
customers. Revenues declined for a brief period of time during the quarter while Expidoc was reducing its customer base and ramping up with some of its
new larger customers.
Bravorealty became operational in January 2001. For the three months ended July 31 2001, total revenues amounted to $102,310. These revenues were
generated based on approximately ten closed real estate purchase transactions during the quarter. Management believes that Bravorealty will be a significant
growth vehicle for the Company over the next 12 months, as evidenced by the steady increase in the number of real estate sales` listings and closed
transactions generated by Bravorealty so far this fiscal year.
Revenues from Titus were not material for the periods presented.
Costs and Expenses
Commissions are paid to loan agents on funded loans. Commissions increased by $1,776,467 or 104.3%, for the three months ended July 31, 2001, to
$3,478,073 from $1,701,606 for the three months ended July 31, 2000. This increase is primarily related to the increased revenues discussed above. As a
percentage of revenue, the cost of revenue decreased by 3.9%, to 68.0% compared to 71.9% for the three months ended July 31, 2001 and the three
months ended July 31, 2000, respectively. This decrease is attributable to the Company leveraging its increased revenues as the Company earns a higher
commission split (compared to the loan agent) once certain revenue targets are reached.
General and Administrative Expenses
General and administrative expenses totaled $1,354,393 for the three months ended July 31, 2001, compared to $971,632 for the three months ended July 31,
2000. This increase of $382,761 can be primarily attributed to the business growth of the operating subsidiaries, namely AMRES, as additional personnel,
office space and other administrative costs are required to handle the expansion. Effective in the first quarter of fiscal 2001, the Company had implemented
significant cost reductions to reduce its administrative expenses at its corporate offices.
The Company has elected early adoption of Statement 142 and as such, has not recorded any goodwill amortization for the three months ended July 31,
2001. Goodwill amortization relating to the Company`s acquisitions of Expidoc, Titus, and LoanNet amounted to approximately $145,000 for the three months
ended July 31, 2000.
Consulting Expenses
To date, the Company has funded a portion of its operating costs through the use of its common stock paid to outside consultants. During the three months
ended July 31, 2001, costs paid in the form of common stock to outside consultants totaled approximately $390,500, representing 2,400,000 shares of
common stock. For the three months ended July 31, 2000, costs paid in the form of common stock issued to outside consultants totaled $519,290. The stock
issued in connection with Bravorealty was reported as deferred compensation and $52,500 was expensed during the three months ended July 31, 2001
Interest Expense
Interest expense was $65,076 for the three months ending July 31, 2001, compared to $47,342 for the three months ended July 31, 2000. This increase is
primarily related to the amortization of one month`s interest expense in the amount of $35,714 related to options issued as part of the bridge loan financing
with Laguna Pacific Partners, LLP.
Net Losses
The Company`s net losses for the three months ending July 31, 2001 and 2000 were ($280,984), and ($800,153), or ($0.01) and ($0.04) per share
respectively. During the most recent three-month period, the non-cash expense component of the Company`s net loss was significant. For the three months
ending July 31, 2001, non-cash expense relating to common stock issued to consultants, for interest and for non-recurring settlements amounted to
$390,500, $35,714 and $88,792, respectively. The Company believes that with its continued growth in revenues and its ability to leverage its fixed costs
against those revenues, it will be able to reduce its net losses in the future, and possibly achieve profitability.
LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
Net cash used in operating activities was $922,792 and $417,167 for the three months ending July 31, 2001 and 2000, respectively. For both periods, the
Company incurred net losses from operations. Significant non-cash expenses impacting the loss from operations for the period ending July 31, 2001 related
to stock compensation paid to outside consultants and employees in the amount of $390,500. Increase in loans held for sale of $1,103,600 was also a
significant contributor to the cash used in operating activities for the three months ending July 31, 2001.
Net cash used by investing activities were $12,527 and $29,553 for the three months- ended July 31, 2001and 2000, respectively. There were no individually
significant sources or uses of funds from investing activities for either period presented.
Net cash provided by financing activities was $1,273,920 and $313,437 for the periods ending July 31, 2001 and July 31, 2000 respectively. Cash provided
by financing for the period ended July 31, 2000 relates primarily to net proceeds received from private placements of the Company`s stock, reduced by
payments made on the Company`s note payable to EMB corporation related to the acquisition of AMRES. Cash provided by financing for the period ended July
31, 2001 relates primarily to advances on the Company`s warehouse line of credit in the amount of $1,073,920 associated with its mortgage banking
operations. This obligation is secured by first and second trust deed mortgages.
The Company generated cash flows from a bridge financing in the amount of $200,000. The Company was required to issue warrants to purchase 225,000
shares of common stock for $1.00, the exercise price of which is based on a 30% discount from the closing bid price on the date of exercise. The total cost
of the warrants amounted to $321,428, which increases the effective costs of such funds; such cost is being amortized over the nine-month term of the
note. The Company plans to repay the note from proceeds generated from an offering of securities by Anza. In the event the capital from the Anza is not
received, management intends to repay the note from cash on hand, or cash flows generated from operations, if any.
The Company significantly improved their financial position upon completing a "Global Settlement" June 26, 2001. The Company substantially increased its net
worth and reduced its liability to EMB from $1,215,856 to $103,404, after issuing a convertible note to AMRES Holding LLC and issuing 4.5 million shares of its
common stock. The original obligation to EMB further required the Company to pursue an S-1 registration that had become very time consuming of
management, and costly in terms of cash, which has now been withdrawn.
The Company is current in servicing its obligations as they become due. From time to time, the Company used its common stock to provide compensation for
outside services that were required. It is the belief of management, that beginning the third quarter 2001, little or no common stock will be issued for services.
The Company`s stockholders deficit has been significantly reduced from $1,184,382 to $201,358 primarily due to the issuance of common stock in relief of
debt.
Management is pleased with the current direction and financial improvement of the Company. The operating subsidiaries are expanding in tough economic
times. AMRES and Expidoc.com are currently profitable. BravoRealty is performing as projected, requiring budgeted initial investment in capital prior to ramping
up to full operations, including anticipated selling of franchises. And, Titus with a small loss, is poised for a round of new investors when the markets permit.
The cash flow of the Company has markedly improved, with cash on hand ending July 31 of $431,487 versus $152,300 the year earlier. Short-term debt is
manageable. A $43,000 note is being paid off in monthly payments through May of 2002. The $200,000 note due Bridgeloan is to be paid from fundraising in
the new subsidiary, Anza Properties, or can be paid with cash on hand. The $485,446 convertible note due our Chief Executive, due in December 2002, will
convert into common stock, or extend the maturity date, at holder`s option, if paying in cash proves too difficult for E-net. The $103,404 convertible note due
in December 2002, can be converted to equity at E-net`s option. And, the $1,798,400 in convertible preferred is expected to convert to common stock.
Significant debt has been eliminated, and no current obligations are delinquent. It is our opinion, baring some significant adverse change in our business, that
E-net should not only be profitable in the near term, but continue to grow rapidly as well. Finally, through recently established subsidiary Anza Properties,
E-net has initiated plans to establish sufficient net worth in order to file for listing on a national exchange, such as NASDAQ, in mid-2002.
Our Interim financial statements have been prepared assuming the Company will continue as a going concern. Because the Company has incurred significant
losses from operations and has excess current liabilities over current assets totaling approximately $140,500, it may require financing to meet its cash
requirements. Our auditors included an explanatory paragraph in their annual report raising substantial doubt about its ability to continue as a going concern.
However, during the three months ended July 31, 2001, the Company executed relief from certain obligations by settlement of its creditors. Cash
requirements depend on several factors, including but not limited to, the pace at which all subsidiaries continue to grow, become self supporting, and begin to
generate positive cash flow, as well as the ability to obtain additional services for common stock or other non-cash consideration.
If capital requirements vary materially from those currently planned, the Company may require additional financing sooner than anticipated. At present, there
are no firm commitments for any additional financing, and there can be no assurance that any such commitment can be obtained on favorable terms, if at all.
Management has implemented several reductions of costs and expenses to reduce its operating losses. Management plans to continue its growth plans to
generate revenues sufficient to meet its cost structure. Management believes that these actions will afford the Company the ability to fund its daily operations
and service its remaining debt obligations primarily through the cash generated by operations; however, there are no assurance that management`s plans will
be successful. No adjustments have been made to the carrying value of assets or liabilities as a result of these uncertainties.
Except for historical information, the materials contained in this Management`s Discussion and Analysis are forward-looking (within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) and involve a number of risks and uncertainties. These include
the Company`s historical losses, the need to manage its growth, general economic downturns, intense competition in the financial services and mortgage
banking industries, seasonality of quarterly results, and other risks detailed from time to time in the Company`s filings with the Securities and Exchange
Commission. Although forward-looking statements in this Quarterly Report reflect the good faith judgment of management, such statements can only be based
on facts and factors currently known by the Company. Consequently, forward-looking statements are inherently subject to risks and uncertainties, actual
results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. Readers are urged to carefully
review and consider the various disclosures made by the Company in this Quarterly Report, as an attempt to advise interested parties of the risks and
factors that may affect the Company`s business, financial condition, and results of operations and prospects.
E-NET FINANCIAL COM CORP (ENNT.OB)
Quarterly Report (SEC form 10QSB)
Item 2 Management`s Discussion and Analysis or Plan of Operations
OVERVIEW
The Company is an independent financial services company, who`s primary source of revenue is AMRES, a wholly owned subsidiary. AMRES offers loan
originators a "net-branch" opportunity, in which AMRES provides licensing, accounting and lender approvals in over 40 states. They maintain a web site,
www.amres.net, which contains detailed information on AMRES. Currently over 180 net-branches are operating, in addition to four Corporate owned
branches in four counties in Southern California. Further rapid growth is anticipated, both from commissioned and corporate marketing staff. Loan
processing, mortgage banking and acquisitions will provide additional revenues sources. During the three months ended July 31, 2001, AMRES generated
operating income in excess of $300,000.
The Company has seen improvement in other subsidiaries as well.
Expidoc.com has added Ditech.com as a customer, and is now doing over 500 loan document signings a month through their network of notaries in all 50
states. By adding staff, and implementing a new marketing initiative, Expidoc should improve its operations and achieve profitability in the near future.
BravoRealty.com (69% owned subsidiary) has established joint venture branches in four locations. In addition, BravoRealty.com has initiated a net branch of
AMRES inside Bravo, and has experienced an increase in revenues from home loans brokered. Bravorealty has incurred the expenses to begin, and within
120 days is expected to establish the documentation, licensing, marketing materials and operations to sell "Bravo Real Estate Network" franchises. Former
officers of Century 21 have been acting as advisors to Bravorealty. Their objective is being operationally profitable by the end of the fiscal 3rd quarter,
excluding additional start-up costs of franchising. Due to these start-up costs, Bravorealty had incurred a small operating loss for the current quarter.
Titus Real Estate, LLC, operates as the manager of Titus REIT, a real estate investment trust. Current shareholders of the REIT have requested the selling of
assets in order to return their original investment. As such, six of the ten properties are in escrow to be sold. It is the intent of the management of the
Company to raise new capital for Titus REIT when the market permits, estimating the summer of 2002 as a possible target date. The Company believes the
long term benefits of a REIT compliment the Company`s business plan. Titus Real Estate, LLC, has incurred small operating losses during the current quarter.
ANZA Properties was established in July 2001, for the purpose of raising investor funds from accredited investors, for the initial purpose of purchasing
Income Producing Real Estate. It will be the intention of the Company to convert these investors, whom originally invested in ANZA bonds, into the Company`s
equity. The ultimate goal, if obtained, is to list the Company on a National Market System, such as the NASDAQ (see Note 2). Anza is in the development
stage. The Company has incurred approximately $75,000 of expenses in connection with the establishment of Anza.
REVENUES
Revenues increased by $2,743,751, or 116%, to $5,109,713 for the year three months ended July 31, 2001, compared to $2,365,962 for the three months
ended July 31, 2000. The growth in revenues is primarily attributable to the expansion and growth of AMRES through the brokering of loans. AMRES
accounted for greater than 95% of consolidated revenues for both periods. AMRES, as did most of the mortgage industry, benefited greatly from the decline
in interest rates over the last several months. Typically, as interest rates fall, the refinance market heats up expanding the market of interested borrowers
beyond those borrowing for the purchase of their primary residence. AMRES benefited from this market upturn, as they had the capacity in terms of people
and infrastructure to accommodate the additional business.
More significantly, the growth of the net branch program at AMRES was the major contributor to the growth in revenue. AMRES` net branch program
comprised approximately 180 branches as of July 31, 2001, compared to less than ten branches as of July 31, 2000. The Net Branch program is expected to
continue to be a primary growth vehicle for the Company in the future. In addition, the mortgage banking division of AMRES is expected to continue its
expansion over the next six to nine months.
Revenues for Expidoc decreased slightly to $56,817 for the three months ended July 31, 2001 compared to $72,543 for the three months ended July 31,
2000. The decrease is primarily a result of Expidoc refocusing its market strategy to secure higher volume customers as compared to many low-volume
customers. Revenues declined for a brief period of time during the quarter while Expidoc was reducing its customer base and ramping up with some of its
new larger customers.
Bravorealty became operational in January 2001. For the three months ended July 31 2001, total revenues amounted to $102,310. These revenues were
generated based on approximately ten closed real estate purchase transactions during the quarter. Management believes that Bravorealty will be a significant
growth vehicle for the Company over the next 12 months, as evidenced by the steady increase in the number of real estate sales` listings and closed
transactions generated by Bravorealty so far this fiscal year.
Revenues from Titus were not material for the periods presented.
Costs and Expenses
Commissions are paid to loan agents on funded loans. Commissions increased by $1,776,467 or 104.3%, for the three months ended July 31, 2001, to
$3,478,073 from $1,701,606 for the three months ended July 31, 2000. This increase is primarily related to the increased revenues discussed above. As a
percentage of revenue, the cost of revenue decreased by 3.9%, to 68.0% compared to 71.9% for the three months ended July 31, 2001 and the three
months ended July 31, 2000, respectively. This decrease is attributable to the Company leveraging its increased revenues as the Company earns a higher
commission split (compared to the loan agent) once certain revenue targets are reached.
General and Administrative Expenses
General and administrative expenses totaled $1,354,393 for the three months ended July 31, 2001, compared to $971,632 for the three months ended July 31,
2000. This increase of $382,761 can be primarily attributed to the business growth of the operating subsidiaries, namely AMRES, as additional personnel,
office space and other administrative costs are required to handle the expansion. Effective in the first quarter of fiscal 2001, the Company had implemented
significant cost reductions to reduce its administrative expenses at its corporate offices.
The Company has elected early adoption of Statement 142 and as such, has not recorded any goodwill amortization for the three months ended July 31,
2001. Goodwill amortization relating to the Company`s acquisitions of Expidoc, Titus, and LoanNet amounted to approximately $145,000 for the three months
ended July 31, 2000.
Consulting Expenses
To date, the Company has funded a portion of its operating costs through the use of its common stock paid to outside consultants. During the three months
ended July 31, 2001, costs paid in the form of common stock to outside consultants totaled approximately $390,500, representing 2,400,000 shares of
common stock. For the three months ended July 31, 2000, costs paid in the form of common stock issued to outside consultants totaled $519,290. The stock
issued in connection with Bravorealty was reported as deferred compensation and $52,500 was expensed during the three months ended July 31, 2001
Interest Expense
Interest expense was $65,076 for the three months ending July 31, 2001, compared to $47,342 for the three months ended July 31, 2000. This increase is
primarily related to the amortization of one month`s interest expense in the amount of $35,714 related to options issued as part of the bridge loan financing
with Laguna Pacific Partners, LLP.
Net Losses
The Company`s net losses for the three months ending July 31, 2001 and 2000 were ($280,984), and ($800,153), or ($0.01) and ($0.04) per share
respectively. During the most recent three-month period, the non-cash expense component of the Company`s net loss was significant. For the three months
ending July 31, 2001, non-cash expense relating to common stock issued to consultants, for interest and for non-recurring settlements amounted to
$390,500, $35,714 and $88,792, respectively. The Company believes that with its continued growth in revenues and its ability to leverage its fixed costs
against those revenues, it will be able to reduce its net losses in the future, and possibly achieve profitability.
LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
Net cash used in operating activities was $922,792 and $417,167 for the three months ending July 31, 2001 and 2000, respectively. For both periods, the
Company incurred net losses from operations. Significant non-cash expenses impacting the loss from operations for the period ending July 31, 2001 related
to stock compensation paid to outside consultants and employees in the amount of $390,500. Increase in loans held for sale of $1,103,600 was also a
significant contributor to the cash used in operating activities for the three months ending July 31, 2001.
Net cash used by investing activities were $12,527 and $29,553 for the three months- ended July 31, 2001and 2000, respectively. There were no individually
significant sources or uses of funds from investing activities for either period presented.
Net cash provided by financing activities was $1,273,920 and $313,437 for the periods ending July 31, 2001 and July 31, 2000 respectively. Cash provided
by financing for the period ended July 31, 2000 relates primarily to net proceeds received from private placements of the Company`s stock, reduced by
payments made on the Company`s note payable to EMB corporation related to the acquisition of AMRES. Cash provided by financing for the period ended July
31, 2001 relates primarily to advances on the Company`s warehouse line of credit in the amount of $1,073,920 associated with its mortgage banking
operations. This obligation is secured by first and second trust deed mortgages.
The Company generated cash flows from a bridge financing in the amount of $200,000. The Company was required to issue warrants to purchase 225,000
shares of common stock for $1.00, the exercise price of which is based on a 30% discount from the closing bid price on the date of exercise. The total cost
of the warrants amounted to $321,428, which increases the effective costs of such funds; such cost is being amortized over the nine-month term of the
note. The Company plans to repay the note from proceeds generated from an offering of securities by Anza. In the event the capital from the Anza is not
received, management intends to repay the note from cash on hand, or cash flows generated from operations, if any.
The Company significantly improved their financial position upon completing a "Global Settlement" June 26, 2001. The Company substantially increased its net
worth and reduced its liability to EMB from $1,215,856 to $103,404, after issuing a convertible note to AMRES Holding LLC and issuing 4.5 million shares of its
common stock. The original obligation to EMB further required the Company to pursue an S-1 registration that had become very time consuming of
management, and costly in terms of cash, which has now been withdrawn.
The Company is current in servicing its obligations as they become due. From time to time, the Company used its common stock to provide compensation for
outside services that were required. It is the belief of management, that beginning the third quarter 2001, little or no common stock will be issued for services.
The Company`s stockholders deficit has been significantly reduced from $1,184,382 to $201,358 primarily due to the issuance of common stock in relief of
debt.
Management is pleased with the current direction and financial improvement of the Company. The operating subsidiaries are expanding in tough economic
times. AMRES and Expidoc.com are currently profitable. BravoRealty is performing as projected, requiring budgeted initial investment in capital prior to ramping
up to full operations, including anticipated selling of franchises. And, Titus with a small loss, is poised for a round of new investors when the markets permit.
The cash flow of the Company has markedly improved, with cash on hand ending July 31 of $431,487 versus $152,300 the year earlier. Short-term debt is
manageable. A $43,000 note is being paid off in monthly payments through May of 2002. The $200,000 note due Bridgeloan is to be paid from fundraising in
the new subsidiary, Anza Properties, or can be paid with cash on hand. The $485,446 convertible note due our Chief Executive, due in December 2002, will
convert into common stock, or extend the maturity date, at holder`s option, if paying in cash proves too difficult for E-net. The $103,404 convertible note due
in December 2002, can be converted to equity at E-net`s option. And, the $1,798,400 in convertible preferred is expected to convert to common stock.
Significant debt has been eliminated, and no current obligations are delinquent. It is our opinion, baring some significant adverse change in our business, that
E-net should not only be profitable in the near term, but continue to grow rapidly as well. Finally, through recently established subsidiary Anza Properties,
E-net has initiated plans to establish sufficient net worth in order to file for listing on a national exchange, such as NASDAQ, in mid-2002.
Our Interim financial statements have been prepared assuming the Company will continue as a going concern. Because the Company has incurred significant
losses from operations and has excess current liabilities over current assets totaling approximately $140,500, it may require financing to meet its cash
requirements. Our auditors included an explanatory paragraph in their annual report raising substantial doubt about its ability to continue as a going concern.
However, during the three months ended July 31, 2001, the Company executed relief from certain obligations by settlement of its creditors. Cash
requirements depend on several factors, including but not limited to, the pace at which all subsidiaries continue to grow, become self supporting, and begin to
generate positive cash flow, as well as the ability to obtain additional services for common stock or other non-cash consideration.
If capital requirements vary materially from those currently planned, the Company may require additional financing sooner than anticipated. At present, there
are no firm commitments for any additional financing, and there can be no assurance that any such commitment can be obtained on favorable terms, if at all.
Management has implemented several reductions of costs and expenses to reduce its operating losses. Management plans to continue its growth plans to
generate revenues sufficient to meet its cost structure. Management believes that these actions will afford the Company the ability to fund its daily operations
and service its remaining debt obligations primarily through the cash generated by operations; however, there are no assurance that management`s plans will
be successful. No adjustments have been made to the carrying value of assets or liabilities as a result of these uncertainties.
Except for historical information, the materials contained in this Management`s Discussion and Analysis are forward-looking (within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) and involve a number of risks and uncertainties. These include
the Company`s historical losses, the need to manage its growth, general economic downturns, intense competition in the financial services and mortgage
banking industries, seasonality of quarterly results, and other risks detailed from time to time in the Company`s filings with the Securities and Exchange
Commission. Although forward-looking statements in this Quarterly Report reflect the good faith judgment of management, such statements can only be based
on facts and factors currently known by the Company. Consequently, forward-looking statements are inherently subject to risks and uncertainties, actual
results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. Readers are urged to carefully
review and consider the various disclosures made by the Company in this Quarterly Report, as an attempt to advise interested parties of the risks and
factors that may affect the Company`s business, financial condition, and results of operations and prospects.
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