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Pono Capital Two(PTWO) - 2024 Q3 - Quarterly Report
PTWOPono Capital Two(PTWO)2024-11-13 21:30

Financial Performance - For the three months ended September 30, 2024, the company generated revenues of 53,084,883,a12.2853,084,883, a 12.28% increase from 47,278,685 in the same period of 2023[174]. - Net income attributable to SBC Medical Group Holdings Incorporated for the three months ended September 30, 2024, was 2,832,894,adecreaseof66.102,832,894, a decrease of 66.10% from 8,356,414 in the same period of 2023[174]. - Revenues, net for the nine months ended September 30, 2024, increased by 22.72% to 160,995,005from160,995,005 from 131,192,729 in 2023[196]. - Net income for the nine months ended September 30, 2024, was 40,142,008,representinganincreaseof40,142,008, representing an increase of 15,811,044 or 64.98% from the same period in 2023[211]. - Net income for the three months ended September 30, 2024, was 2,834,467,adecreaseof2,834,467, a decrease of 5,223,324 or 64.82% from 8,057,791in2023[193].RevenueBreakdownRoyaltyincomeincreasedby82.288,057,791 in 2023[193]. Revenue Breakdown - Royalty income increased by 82.28% to 15,688,528 for the three months ended September 30, 2024, from 8,606,999inthesameperiodof2023[180].Procurementservicesrevenueroseby96.128,606,999 in the same period of 2023[180]. - Procurement services revenue rose by 96.12% to 17,571,299 for the three months ended September 30, 2024, compared to 8,959,689inthesameperiodof2023[181].Managementservicesrevenuedecreasedby47.278,959,689 in the same period of 2023[181]. - Management services revenue decreased by 47.27% to 12,110,764 for the three months ended September 30, 2024, from 22,969,187inthesameperiodof2023[181].Rentalservicesrevenueincreasedby208.3222,969,187 in the same period of 2023[181]. - Rental services revenue increased by 208.32% to 4,124,774 for the three months ended September 30, 2024, from 1,337,803inthesameperiodof2023[182].Royaltyincomeroseby1,337,803 in the same period of 2023[182]. - Royalty income rose by 19,979,012 or 78.52% to 45,425,052fortheninemonthsendedSeptember30,2024,attributedtochangesinbillingandbusinessexpansionofmaincustomers[198].Procurementservicesrevenueincreasedby45,425,052 for the nine months ended September 30, 2024, attributed to changes in billing and business expansion of main customers[198]. - Procurement services revenue increased by 9,640,957 or 27.81% to 44,303,891fortheninemonthsendedSeptember30,2024,drivenbyhigherdemandformedicalmaterials[199].Managementservicesrevenuedecreasedto44,303,891 for the nine months ended September 30, 2024, driven by higher demand for medical materials[199]. - Management services revenue decreased to 44,471,031, down by 9,222,917or17.189,222,917 or 17.18% compared to the same period in 2023[200]. - Rental services revenue increased to 11,195,888, up by 6,514,675or139.176,514,675 or 139.17% compared to the same period in 2023[201]. Operating Expenses and Profitability - Cost of revenues decreased to 9,845,793 for the three months ended September 30, 2024, down from 13,780,309in2023,primarilyduetothediscontinuationofclinicoperationstaffsupportingservices[183].Grossprofitincreasedby13,780,309 in 2023, primarily due to the discontinuation of clinic operation staff supporting services[183]. - Gross profit increased by 9,740,714 or 29.08% to 43,239,090forthethreemonthsendedSeptember30,2024,drivenbyhigherroyaltyincomeandprocurementservices[184].Operatingexpensessurgedto43,239,090 for the three months ended September 30, 2024, driven by higher royalty income and procurement services[184]. - Operating expenses surged to 29,404,487 for the three months ended September 30, 2024, an increase of 15,929,353or118.2115,929,353 or 118.21% from 13,475,134 in 2023, mainly due to stock-based compensation and consulting fees[185]. - Gross profit increased to 122,178,140,anincreaseof122,178,140, an increase of 28,241,477 or 30.06% compared to the same period in 2023[203]. - Operating expenses increased to 56,592,092,upby56,592,092, up by 9,326,188 or 19.73% compared to the same period in 2023[204]. Cash Flow and Liquidity - The company reported cash flow provided by operating activities of 27,886,231fortheninemonthsendedSeptember30,2024,comparedto27,886,231 for the nine months ended September 30, 2024, compared to 22,753,983 for the same period in 2023[174]. - Cash and cash equivalents as of September 30, 2024, were 137,393,070,anincreaseof137,393,070, an increase of 34,370,138 or 33.77% compared to the beginning of the period[217]. - Net cash provided by operating activities was 27,886,231,reflectinganincreaseof27,886,231, reflecting an increase of 5,132,248 or 22.56% compared to the same period in 2023[218]. - Net cash provided by financing activities for the nine months ended September 30, 2024, was 11,584,038,comparedto11,584,038, compared to 6,262,589 for the same period in 2023, primarily due to proceeds from recapitalization of Pono Shares[220]. - The company anticipates obtaining additional funds through indebtedness or equity financings to meet long-term liquidity needs[215]. Taxation - Income tax expense decreased by 2,738,878or21.052,738,878 or 21.05% to 10,273,384 for the three months ended September 30, 2024, reflecting a reduction in income before tax[191]. - The effective tax rate increased to 78.38% for the three months ended September 30, 2024, from 61.76% in 2023, primarily due to stock-based compensation recognition[192]. - The effective tax rate decreased to 40.44% from 51.35% in the previous year, a reduction of 10.91 percentage points[210]. Corporate Developments - The company plans to expand its "Shonan Beauty Clinic" brand in Japan, Vietnam, and the United States, aiming for global growth[175]. - The company has entered into an agreement to acquire 100% equity interest of Aesthetic Healthcare Holdings for approximately SGD7.8million(equivalenttoapproximatelyUS7.8 million (equivalent to approximately US6.0 million)[221]. - The company has restated its previously reported consolidated balance sheets and statements of operations for the years ended December 31, 2022, and 2021, as well as for the nine months ended September 30, 2023, and 2022[224]. - Misappropriations of funds amounted to approximately JPY632 million (5.6million),withtheformerdirectorreceivingapproximatelyJPY335million(5.6 million), with the former director receiving approximately JPY335 million (3.0 million) from April 2016 until the discovery in January 2024[222]. Accounting and Reporting - The company generates revenue from various sources, including franchising, procurement, management services, and rental services, with specific revenue recognition policies under ASC Topics 606 and 842[231][242]. - The company accounts for stock-based compensation awards in accordance with ASC Topic 718, recognizing costs based on estimated fair value on the grant date and amortizing over the requisite service period[249]. - The fair value of warrants is determined using the binomial option pricing model, with significant estimates related to forecasted revenues and cash flows[250]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements, including auditor attestation requirements[251]. - The JOBS Act exempts emerging growth companies from complying with new or revised financial accounting standards until private companies are required to do so[252]. - The company is also classified as a "smaller reporting company," which allows it to provide only two years of audited financial statements[253]. - The company will remain a smaller reporting company until the market value of its common stock held by non-affiliates exceeds 250millionorannualrevenueexceeds250 million or annual revenue exceeds 100 million with a market value exceeding 700million[253].Asasmallerreportingcompany,thecompanyisnotrequiredtoprovidecertaindisclosuresaboutmarketrisk[254].ForeignExchangeandRiskTheunfavorableimpactsofforeignexchangeratechangesonnetrevenueswere700 million[253]. - As a smaller reporting company, the company is not required to provide certain disclosures about market risk[254]. Foreign Exchange and Risk - The unfavorable impacts of foreign exchange rate changes on net revenues were 2,570,776 for the three months ended September 30, 2024[179]. - The company is exposed to foreign currency exchange rate fluctuations, primarily due to operations in Japan and revenues and costs denominated in Japanese yen[228].