|
Quotes & Info
|
| IAO > SEC Filings for IAO > Form 10-Q on 23-Feb-2009 | All Recent SEC Filings |
23-Feb-2009
Quarterly Report
Forward-looking statements in this report reflect the good faith judgment of our management and the statements are based on facts and factors as we currently know them. Forward-looking statements are subject to risks and uncertainties and actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, but are not limited to, those discussed below and in "Management's Discussion and Analysis of Financial Condition and Results of Operations" as well as those discussed elsewhere in this report. Readers are urged not to place undue reliance on these forward-looking statements which speak only as of the date of this report. We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of the report.
INTRODUCTION
We had revenues of $48.6 million and $22.6 million for the nine months ended December 31, 2008 and 2007, respectively. We are projecting revenues of $61-64 million for the twelve months ended March 31, 2009 as compared to $38.7 million for the twelve months ended March 31, 2008. We have incurred a net loss $3.9 million for the nine months ended December 31, 2008 as compared to a net loss of $7.4 million for the nine months ended September 30, 2007.
During 2008/9, we entered into loans of $.5 million at IA Global and $4.3 million at Global Hotline. During 2008/9, we repaid loans of $.5 million at IA Global and $8.1 million at Global Hotline. At December 31, 2008, we had current and long-term indebtedness of $16.8 million. Global Hotline will need to repay or refinance $9.2 million by December 31, 2009. During the three months ended December 31, 2008, Global Hotline repaid debt of approximately 242,935,000 Yen. As of December 31, 2008, Global Hotline debt was 1,495,101,000 Yen, a decrease of 352,141,000 Yen since March 31, 2008. During this period, Global Hotline debt was reduced from $18,604,250 to approximately $16,527,887 in US $ at then exchange rates.
During January 2009, Global Hotline repaid 170,596,000 Yen or approximately $1,886,000 at current exchange rates. As of February 1, 2009, Global Hotline currently has loans totaling 399,566,000 Yen or approximately or $4,417,000 due by March 31, 2009 and is negotiating with Mitsui Sumitomo Bank Co Ltd on loans totaling 269,449,000 Yen or approximately $2,979,000 at current exchange rates due on February 28, 2009.
Historically, our losses have been financed primarily by the sale of equity in our company, by loans from related and unrelated parties, by the issuance of convertible debentures and through the issuance of equity for services.
IA Global and each subsidiary manage their cash flow independently. IA Global funds its operations from loans, convertible debentures, inter-company borrowings, loans collateralized by stock, management service fees and dividends from its equity investments. Global Hotline funds its operations from bank debt and at times needs to refinance this bank debt. Global Hotline Philippines funds its operations from inter-company borrowings.
Each entity will need to obtain additional financing in order to continue our current operations. There can be no assurance that we will be able to secure funding for our existing operations, or that if such funding is available, whether the terms or conditions would be acceptable to us.
Volatility and disruption of financial markets could affect our access to credit. The current difficult economic market environment is causing contraction in the availability of credit in the marketplace. This could potentially reduce or eliminate the sources of liquidity for the company.
If the company is unable to obtain additional financing, we may need to restructure our operations, divest all or a portion of our business or ultimately file for bankruptcy.
THE COMPANY AND OUR BUSINESS
IA Global, Inc. is a broad based services company with a dedicated focus on growth of existing business, together with expansion through mergers and acquisitions in the Pacific Rim region. Our mission is to identify and invest in business opportunities, apply our skills and resources to nurture and enhance the performance of those businesses across key business metrics, and to deliver accelerating shareholder value.
To realize this plan, we are actively expanding investments in the business process outsourcing ("BPO"), this also includes human resources and human capital elements necessary to recruit and train the very large numbers of people necessary to transact BPO, B2B and financial services sectors. These sectors demonstrate long-term growth prospects in which we, by applying our skills and resources, can add significant value to our investments. Beyond Japan, we are expanding our reach to encompass, the Philippines, Southeast Asia and the outstanding growth opportunities and synergies these markets present.
IA Global takes a long-term "Buy to Hold" approach to its acquisitions and partnerships. It is built on the belief that our people, combining pragmatic hands-on management with extensive operations and financial experience, have the expertise to grow the businesses we invest in, to optimize their potential and provide increasing returns on investment over the long run. IA Global has acquired a select portfolio of investments in Japan, Australia and the Philippines/Singapore area, targeted and developed with a sharp eye for producing outstanding growth and profitability. This has laid the foundation for an aggressive medium term plan to establish a broad network of complementary subsidiaries and majority-owned investments in the greater Pacific Rim region.
BUSINESS PROCESS OUTSOURCING
In Japan, IA Global is 100% owner of Global Hotline a Business Process Outsourcing organization, operating several major call centers providing outbound telemarketing services for telecommunications and insurance products. Since our acquisition of Global Hotline in June 2005, this business has expanded rapidly with the signing of significant multi-year contracts with major corporations.
This growth trajectory is being driven by new contracts, process improvements, infrastructure expansion, and macro economic trends such as the ongoing gains in the Japanese economy, consistent year on year growth in targeted industries, higher disposable incomes, and the increasingly rapid growth of the senior citizen demographic. As of December 31, 2008, Global Hotline employed approximately 1,100 full and part-time personnel to support these multi-million dollar contracts. In the Philippines, we acquired 100% of Shift on April 10, 2008 and Asia Premier on May 27, 2008, multi-service call center operations that have now been merged into a single company named Global Hotline Philippines Inc.
HUMAN CAPITAL AND RESOURCES
During August 2007, we closed two equity investments. These investments provide "human capital" services in the human resources sector, a sector which offers excellent growth opportunities throughout the Asia Pacific region. IA Global continues to seek additional companies and partnerships in the staffing, training, employee/ organization evaluation and assessments business throughout the region, but with a focus on Japan. Linking these investments in a network under the IA Global umbrella will generate synergies of expertise and resources, creating a regional value-chain of services to further drive aggressive growth. Our investments in Human Capital and Resources are as follows:
IA Global has a 25% stake in GPlus Media Co Ltd ("GPlus"). GPlus is a Japan based corporation with offices in Tokyo, Japan, Hong Kong and Shanghai, China. GPlus owns and operates several of Japan's best known English-Japanese websites, including GaijinPot.com, and Ecentral.jp, the official jobsite of the American Chamber of Commerce in Japan. GPlus also operates CareerEngine.org, which is a powerful network of jobsites with partners who include ShanghaiExpat.com, the American Chambers of Commerce in Shanghai and Hong Kong, as well as the Canada China Business Council.
IA Global has a 20.25% equity investment in Slate Consulting Co Ltd ("Slate"). Slate is a Japan headquartered Executive Search firm with operations and business entities in Tokyo, Hong Kong, Surrey, Canada; a call center in Manila, Philippines; and an early stage call center in Bucharest, Romania.
FINANCIAL SERVICES
In Australia, we have a 36% stake in Australian Secured Financial Limited and its affiliates, Ausec Finance Limited and ADJ Services Pty Ltd. and (collectively, "ASFL"), which raises funds through the issuance of private loans and bank debt within Australia and provide short term, secured, real property loans to businesses and investors in Australia. Through this group of companies, ASFL has created a strong financial services network leveraging its knowledge and presence in local communities to cater to a sector of the market neglected by larger financial institutions.
In Japan, we have a 16% stake in Taicom Securities Co Ltd ("Taicom"), a Japanese securities firm. Taicom is a financial services Company in Japan providing a broad range of value-added financial services and competitive products. These currently include the brokerage of Japanese commodities, derivative options, foreign currency, equities and investment trusts as well as the offering of investment consulting services to diversified clients such as individuals and corporations. Taicom offers creative solutions that meet the sophisticated trading requirements of its online and offline clients, who utilize Taicom's cutting-edge proprietary trading platform called TradePro, as well as its broad news and information gathering network.
Taicom is a member of the Osaka Stock Exchange, the Tokyo Commodity Exchange, the Tokyo Grain Exchange and the Chubu (Central Japan) Commodity Exchange. Taicom is headquartered in Tokyo and in Osaka and has three branch offices in Japan.
KEY MARKET OPPORTUNITIES
- We intend to aggressively grow our existing business entities during FY 2008/9.
- Expand our Global Hotlines Philippines operations on an accelerated basis through the marketing agreement with HTMT.
- We intend to expand our reach to encompass, the Philippines, Southeast Asia and the outstanding growth opportunities and synergies these markets present. Our long-term "Buy to Hold" approach to our investments gives our management team time to comprehensively analyze, understand and select the companies we invest in, their sectors and competition in depth, and to accurately gauge their potential.
- We intend to actively expand our investments in the business process Outsourcing in Japan and the Philippines, human capital and resources, and B2B sectors.
- We intend to deliver profitability during FY 2008/9 on an EBITDA basis.
- We intend to enhance the performance of those businesses across key business metrics, and to deliver accelerating shareholder value.
- We intend to increase investor relation activities to increase the trading volume and share price of our common stock.
PRIMARY RISKS AND UNCERTAINTIES
We are exposed to various risks related to our need for general economic, business and industry conditions, our need for additional financing, our level of indebtedness, our NYSE Alternext US listing, a volatile market price for our common stock, our ASFL investment and our Global Hotline business. These risks and uncertainties are discussed in Item 1A, "Factors That May Effect Future Results."
RESULTS OF OPERATIONS
The following table presents certain consolidated statement of
operations information and presentation of that data as a percentage of change
from period-to-period.
(dollars in thousands)
3 Months Ended December 31,
------------------------------------------------------
2008 2007 $ Variance % Variance
-------- -------- ---------- ----------
Revenue .................................... $ 13,501 $ 10,667 $ 2,834 26.6%
Cost of sales .............................. 2,641 3,185 (544) -17.1%
-------- -------- -------- --------
Gross profit ............................... 10,860 7,482 3,378 45.1%
Selling, general and administrative expenses 12,968 9,139 3,829 41.9%
-------- -------- -------- --------
Operating loss ............................. (2,108) (1,657) (451) 27.2%
-------- -------- -------- --------
Other Income (Expense):
Interest income ............................ 1 1 - 0.0%
Interest expense and amortization of
beneficial conversion feature ............. (126) (270) 144 -53.3%
Other Income ............................... 96 34 62 182.4%
Gain (loss) on equity investment in
Australia Secured Financial Limited ....... 15 - 15 100.0%
Loss (gain) on equity investment in
GPlus Media Co Ltd ........................ (8) 14 (22) -157.1%
Loss (gain) on equity investment in
Slate Consulting Co Ltd ................... 4 (28) 32 114.3%
Loss on equity investment in
Taicom Securities Co Ltd .................. (201) (55) (146) -265.5%
Retirement of debt ......................... (61) - (61) 100.0%
Loss on sale of Taicom Securities Co Ltd .. (997) - (997) 100.0%
-------- -------- -------- --------
Total other expense ........................ (1,277) (304) (973) 320.1%
-------- -------- -------- --------
Loss from continuing operations before
income taxes .............................. (3,385) (1,961) (1,424) 72.6%
Income taxes:
Current benefit ............................ (444) (404) (40) 9.9%
-------- -------- -------- --------
Net loss from continuing operations ........ (2,941) (1,557) (1,384) 88.9%
Loss from discontinued operations .......... - (110) 110 100.0%
-------- -------- -------- --------
Net loss ................................... $ (2,941) $ (1,667) $ (1,274) 76.4%
======== ======== ======== ========
|
(dollars in thousands)
9 Months Ended December 31,
------------------------------------------------------
2008 2007 $ Variance % Variance
-------- -------- ---------- ----------
Revenue .................................... $ 48,554 $ 22,644 $ 25,910 114.4%
Cost of sales .............................. 8,871 7,028 1,843 26.2%
-------- -------- -------- --------
Gross profit ............................... 39,683 15,616 24,067 154.1%
Selling, general and administrative expenses 41,736 24,781 16,955 68.4%
-------- -------- -------- --------
Operating income (loss) .................... (2,053) (9,165) 7,112 -77.6%
-------- -------- -------- --------
Other Income (Expense):
Interest income ............................ 17 17 - 0.0%
Interest expense and amortization of
beneficial conversion feature ............. (632) (780) 148 -19.0%
Other Income ............................... 164 604 (440) -72.8%
Gain (loss) on equity investment in
Australia Secured Financial Limited ....... 290 (78) 368 471.8%
Gain on equity investment in
GPlus Media Co Ltd ........................ 45 13 32 246.2%
Gain on equity investment in
Slate Consulting Co Ltd ................... 28 (26) 54 207.7%
Loss on equity investment in
Taicom Securities Co Ltd .................. (422) (55) (367) -667.3%
Conversion of debenture expense ............ - (120) 120 100.0%
Retirement of debt ......................... (61) - (61) -100.0%
Loss on sale of Taicom Securities Co Ltd .. (997) - (997) -100.0%
Foreign currency transaction adjustment .... (65) 11 (76) -690.9%
-------- -------- -------- --------
Total other expense ........................ (1,633) (414) (205) 49.5%
-------- -------- -------- --------
Loss from continuing operations before
income taxes .............................. (3,686) (9,579) 6,907 72.1%
Income taxes:
Current benefit ............................ 226 (2,274) 2,500 109.9%
-------- -------- -------- --------
Net loss from continuing operations ........ (3,912) (7,305) 4,407 -60.3%
Loss from discontinued operations .......... - (110) 110 100.0%
-------- -------- -------- --------
Net loss ................................... $ (3,912) $ (7,415) $ 4,517 -60.9%
======== ======== ======== ========
|
THREE MONTHS ENDED DECEMBER 31, 2008 COMPARED TO THE THREE MONTHS ENDED
DECEMBER 31, 2007
Net revenue for the three months ended December 31, 2008 increased $2,834,000 to $13,501,000, as compared to the three months ended December 31, 2007.
The increase was due to the expansion of the Global Hotline business with the signing of significant contracts with major telecommunication and insurance companies in Japan. We experienced a decrease in AIG revenues of $4.6 million from the three months ended March 31, 2008 due to their financial difficulties. While these contracts are in effect, personnel have been allocated to other contracts at this time. In addition, we experienced a softening of our revenues from our telecommunication contracts during the three months ended December 31, 2008.
COST OF SALES
Cost of sales for the three months ended December 31, 2008 decreased $544,000 to $2,641,000 as compared to the three months ended December 31, 2007. The decrease resulted from reduced outside agent and outsourcing and other costs of at Global Hotline Japan, offset by $117,000 related to the Global Hotline Philippines businesses acquired in April and May 2008.
EXPENSES
Selling, general and administrative expenses for the three months ended December 31, 2008 increased $3,829,000 to $12,968,000 as compared to the three months ended December 31, 2007. This was due to increased operating expenses of $130,000 related to the implementation of SFAS 123R at IA Global, $132,000 related to the Global Hotline Philippines businesses acquired in April and May 2008 and $3,681,000 at Global Hotline for additional staff, hiring expenses and training. The Global Hotline increase was due to the expansion of the Global Hotline business with the signing of significant contracts with major corporations.
Global Hotline opened a fifth and sixth call center in Tokyo and Osaka, Japan in late August and October, 2007, respectively to support its new contracts. In addition, Global Hotline opened four smaller call centers in 2008 to support its customer contracts.
For 2008/9 and 2007/8, the selling, general and administrative expenses consisted primarily of employee and independent contractor expenses, rent, overhead, equipment and depreciation, amortization of identifiable intangible assets and intellectual property, professional and consulting fees, sales and marketing costs, investor relations, legal, stock option and other general and administrative costs.
OTHER INCOME/EXPENSE
Other income/ expense for the three months ended December 31, 2008 was $1,277,000 as compared to other expense of $304,000 for the three months ended December 31, 2007. The other income/expense increase was primarily related to interest expense and amortization of the beneficial conversion feature of $126,000, a net loss on equity investments of $190,000, retirement of debt $61,000 and a loss on sale of securities to Taicom of $997,000.
The 2007/8 other expense was primarily related to interest expense and amortization of beneficial conversion feature of $270,000 and a net loss on equity investments of $69,000.
NET LOSS
Net loss for the three months ended December 31, 2008 was $2,941,000 as compared to a net loss from of $1,667,000 for the three months ended December 31, 2007. Increased gross margin of $3,378,000 was offset by increased operating expenses of $3,829,000 and income taxes of $40,000. The increased operating expenses primarily reflect additional staff, hiring costs and training. The increase resulted from costs related to the expansion of the Global Hotline business with the signing of significant multi-year contracts with major corporations.
The nature of Global Hotline's business model is such that revenues lag expenses by approximately 6-8 months.
NINE MONTHS ENDED DECEMBER 31, 2008 COMPARED TO THE NINE MONTHS ENDED DECEMBER
30, 2007
Net revenue for the nine months ended December 31, 2008 increased $25,910,000 to $48,554,000, as compared to the nine months ended December 31, 2007.
The increase was due to the expansion of the Global Hotline business with the signing of significant contracts with major telecommunication and insurance companies in Japan. We experienced a decrease in AIG revenues due to their financial difficulties. While these contracts are in effect, personnel have been allocated to other contracts at this time. In addition, we experienced a softening of our revenues from our telecommunication contracts during the nine months ended December 31, 2008.
COST OF SALES
Cost of sales for the nine months ended December 31, 2008 increased $1,843,000 to $8,871,000 as compared to the nine months ended December 31, 2007. The increase resulted from outside agent and outsourcing and other costs of related to the expansion of the Global Hotline business with the signing of significant contracts with major corporations discussed above and $334,000 related to the Global Hotline Philippines businesses acquired in April and May 2008.
EXPENSES
Selling, general and administrative expenses for the nine months ended December 31, 2008 increased $16,955,000 to $41,736,000 as compared to the nine months ended December 31, 2007. This was due to increased operating expenses of $354,000 related to the implementation of SFAS 123R at IA Global, $317,000 related to the Global Hotline Philippines businesses acquired in April and May 2008 and $16,221,000 at Global Hotline for additional staff, hiring costs and training. The Global Hotline increase was due to the expansion of the Global Hotline business with the signing of significant contracts with major corporations.
Global Hotline opened a fifth and sixth call center in Tokyo and Osaka, Japan in late August and October, 2007, respectively to support its new contracts. In addition, Global Hotline opened four smaller call centers in 2008 to support its customer contracts.
OTHER INCOME/EXPENSE
Other income/ expense for the nine months ended December 31, 2008 was $1,633,000 as compared to other expense of $414,000 for the nine months ended December 31, 2007. The other income/expense increase was primarily related to a net loss on equity investments of $205,000 and a loss on sale of securities to Taicom of $997,000, offset by other income of $164,000.
The 2007/8 other expense was primarily related to interest expense and amortization of beneficial conversion feature of $780,000, net loss on equity investments of $146,000 and conversion of debenture expense of $120,000, offset by other income of $604,000.
NET LOSS
Net loss for the nine months ended December 31, 2008 was $3,912,000 as compared to a net loss from of $7,415,000 for the nine months ended December 31, 2007. Increased gross margin of $24,067,000, offset by increased operating expenses of $16,955,000 and income taxes of $2,500,000. The increased operating expenses primarily reflect additional staff, hiring costs and training. The increase resulted from costs related to the expansion of the Global Hotline business with the signing of significant multi-year contracts with major corporations.
The nature of Global Hotline's business model is such that revenues lag expenses by approximately 6-8 months.
LIQUIDITY AND CAPITAL RESOURCES
We had cash of approximately $2.4 million, net working capital of approximately $(2.6) million and debt of $16.8 million as of December 31, 2008. Global Hotline will need to repay or refinance $9.2 million by December 31, 2009.
During 2008/9, we entered into loans of $.5 million at IA Global and $4.3 million at Global Hotline. During 2008/9, we repaid loans of $.5 million at IA Global and $8.1 million at Global Hotline.
During the three months ended December 31, 2008, Global Hotline repaid debt of approximately 242,935,000 Yen. As of December 31, 2008, Global Hotline debt was 1,495,101,000 Yen, a decrease of 352,141,000 Yen since March 31, 2008. During this period, Global Hotline debt was reduced from $18,604,250 to approximately $16,527,887 in US dollars at then exchange rates.
During January 2009, Global Hotline repaid 170,596,000 Yen or approximately $1,886,000 at current exchange rates. As of February 1, 2009, Global Hotline currently has loans totaling 399,566,000 Yen or approximately or $4,417,000 due by March 31, 2009 and is negotiating with Mitsui Sumitomo Bank Co Ltd on loans totaling 269,449,000 Yen or approximately $2,979,000 at current exchange rates due on February 28, 2009.
IA Global and each subsidiary manage their cash flow independently. IA Global funds its operations from loans, convertible debentures, inter-company borrowings, loans collateralized by stock, management service fees and dividends from its equity investments. Global Hotline funds its operations from bank debt and at times needs to refinance this bank debt. Global Hotline Philippines funds its operations from inter-company borrowings.
Each entity will need to obtain additional financing in order to continue our current operations, service our debt repayments and acquire businesses. There can be no assurance that we will be able to secure funding, or . . .
|
|