Mergers and Acquisitions - Alset Inc. completed the merger with HWH International Inc. on January 9, 2024, resulting in the issuance of 12,500,000 shares of New HWH common stock, with Alset International receiving 10,900,000 shares[140]. - The acquisition of Hapi Travel Limited on June 14, 2023, was accounted for as a business combination, generating a deemed dividend of 214,174duetothepurchasepriceexceedingidentifiableequity[144].−AlsetInc.purchased112single−familyrentalhomesinTexasforatotalconsiderationof26,250,933, which included debt forgiveness of 13,900,000[142].RevenueandFinancialPerformance−ForthethreemonthsendedJune30,2024,thecompanyreportedrevenueof1,127,046, a decrease from 19,153,848forthesameperiodin2023[157].−TotalrevenueforthethreemonthsendedJune30,2024,was1,127,046, a decrease of 94% from 19,153,848inthesameperiodof2023[159].−RevenuefromtherealestatesegmentforthesixmonthsendedJune30,2024,was6,458,005, down 67% from 19,515,728in2023[159].−Revenuefromrentalbusinessincreasedto705,011 for the three months ended June 30, 2024, compared to 690,967in2023[159].−Thecompanyrecognized0 in revenue from its biohealth segment for the three months ended June 30, 2024, down from 12,786in2023[159].ExpensesandLosses−OperatingexpensesforthethreemonthsendedJune30,2024,were3,936,518, compared to 14,044,352forthesameperiodin2023[157].−ThenetlossforthethreemonthsendedJune30,2024,was1,149,965, down from a net loss of 5,813,406forthesameperiodin2023[157].−Operatingexpensesincreasedby353,106,560 for the three months ended June 30, 2024, compared to 2,305,859in2023[162].−Thegrossmargindecreasedfrom7,415,355 to 297,088forthethreemonthsendedJune30,2023,and2024,respectively[161].−Totalcostofrevenuesdecreasedby93829,958 for the three months ended June 30, 2024, from 11,738,493in2023[161].CashFlowandFinancialPosition−Cashdecreasedfrom26,921,727 as of December 31, 2023, to 18,932,861asofJune30,2024[165].−Netcashusedinoperatingactivitieswas5,897,249 in the first six months of 2024, compared to 7,409,770providedinthesameperiodof2023[167].−Netcashprovidedbyinvestingactivitieswas19,616,855 in the first six months of 2024, a significant increase from 606,983usedinthesameperiodof2023[168].−Netcashusedinfinancingactivitieswas21,351,570 in the first six months of 2024, compared to 3,416,971providedinthesameperiodof2023[169].−Thecompanyissued1,118,864 in loans to related parties and withdrew 21,102,871fromatrustaccountforredemptionofsharesinthefirstsixmonthsof2024[168].InvestmentsandOwnership−Thecompanycurrentlyowns21,179,275sharesofVEII,representingapproximately48.71,400,000 on February 23, 2023, which can be converted into shares of VEII for a period of three years[150]. - Hapi Metaverse converted 1,300,000oftheprincipalamountloanedtoVEIIinto7,344,632sharesofVEII′sCommonStockonSeptember6,2023[150].−ThecompanyenteredintoaConvertiblePromissoryNotewithSHRGfora250,000 loan, convertible into shares at an average closing market price[152]. Strategic Focus and Challenges - The company is facing challenges in improving revenue through cross-selling and identifying complementary businesses for acquisition[155]. - The company plans to focus on lot sales to improve liquidity and strengthen its financial position[159]. - New HWH is implementing a new membership model that operates on a yearly subscription basis, offering exclusive discounts and passive income opportunities for members[141]. Other Considerations - The company expects foreign exchange rate fluctuations to significantly impact operations in 2024, with intercompany loans of approximately $37 million as of June 30, 2024[171]. - The company is classified as an "emerging growth company" and is utilizing exemptions from certain reporting requirements under the JOBS Act[172]. - The real estate business is subject to seasonal shifts, which may impact expenses and sales spikes when commencing new projects[173].