Filed pursuant to Rule 424(b)(3)
Registration No. 333-195710
PROSPECTUS SUPPLEMENT NO. 2
27,173,913 Shares of Common Stock
WORLD MOTO INC.
This Prospectus Supplement No. 2 supplements and amends our Prospectus dated December 8, 2014. This Prospectus Supplement No. 2 includes our attached Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, as filed with the Securities and Exchange Commission on August 14, 2015.
The Prospectus, any prospectus supplements filed before the date hereof, and this Prospectus Supplement No. 2 relate to the registration and resale of up to 27,173,913 shares of our common stock, par value $0.0001 per share, by the selling security holders (the “Selling Security Holders”), of which up to: (a) 9,098,408 shares of common stock are issuable upon the conversion of the principal amount of the convertible debenture, dated April 4, 2014, issued to Dominion Capital LLC (the “Dominion Debenture”), (b) 1,091,809 shares of common stock are issuable upon the conversion of interest accrued under the Dominion Debenture, (c) 3,032,803 shares of common stock are issuable upon the conversion of the principal amount of the convertible debenture, dated April 4, 2014, issued to Redwood Management, LLC (the “Redwood Debenture”, together with the Dominion Debenture, the “Initial Debentures”), (d) 363,936 shares of common stock are issuable upon the conversion of interest accrued under the Redwood Debenture, (e) 9,098,408 shares of common stock are issuable upon the conversion of the principal amount of a convertible debenture to be issued by the Company to Dominion (the “Additional Dominion Debenture”), (f) 1,091,809 shares of common stock are issuable upon the conversion of the interest to be accrued under the Additional Dominion Debenture, (g) 3,032,803 shares of common stock are issuable upon the conversion of the principal amount of a convertible debenture to be issued by the Company to Redwood (the “Additional Redwood Debenture”, together with the Additional Dominion Debenture, the “Additional Debentures”), and (h) 363,936 shares of common stock are issuable upon the conversion of the interest to be accrued under the Additional Redwood Debenture.
We will not receive any of the proceeds from the sale of shares by the Selling Security Holders. These shares will be offered for sale by the Selling Security Holders in accordance with the “Plan of Distribution. ”We will bear all costs associated with this registration. No underwriter or person has been engaged to facilitate the sale of shares of our common stock in this offering.
This Prospectus Supplement No. 2 should be read in conjunction with the Prospectus and any prospectus supplements filed before the date hereof. Any statement contained in the Prospectus and any prospectus supplements filed before the date hereof shall be deemed to be modified or superseded to the extent that information in this Prospectus Supplement No. 2 modifies or supersedes such statement. Any statement that is modified or superseded shall not be deemed to constitute a part of the Prospectus except as modified or superseded by this Prospectus Supplement No. 2.
Our common stock is quoted on the OTC marketplace, under the stock symbol “FARE.” On August 13, 2015, the closing price of our common stock was $0.002 per share.
Investing in our common stock involves a high degree of risk. See “Risk Factors” beginning on page 12 to read about factors you should consider before investing in shares of our common stock.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS OR PROSPECTUS SUPPLEMENT NO. 2 IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
The date of this prospectus is August 14, 2015.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2015
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACTOF 1934
For the transition period from __________ to __________
Commission file number: 000-54694
WORLD MOTO, INC.
(Exact name of registrant as specified in its charter)
Nevada |
77-0716386 |
(State or other jurisdiction |
(IRS Employer Identification No.) |
of Incorporation or organization) |
|
131 Thailand Science Park INC-1 #214
Phahonyothin
Road Klong1,
Klong Luang
Pathumthani 12120
Thailand
(Address of principal executive
offices and zip code)
(646) 840-8781
(Registrants telephone
number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
[X]
Yes [ ] No
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files).
[X] Yes [ ] No
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer, and smaller reporting company in Rule 12b-2 of the
Exchange Act.
[ ] Large accelerated filer |
[ ] Accelerated filer |
[ ] Non-accelerated filer
(Do not check if smaller reporting company) |
[X] Smaller Reporting company |
Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act).
[ ]
Yes [X] No
Indicate the number of shares outstanding of each of the
issuers classes of common stock, as of the latest practicable date.
Class |
Outstanding at August 12, 2015 |
Common stock, $.0001 par value |
[585,014,341]
|
World Moto, Inc.
Form 10-Q
For the Six Months Ended June 30, 2015
INDEX
FORWARD-LOOKING STATEMENTS
This Report on Form 10-Q
contains forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Reference is
made in particular to the description of our plans and objectives for future
operations, assumptions underlying such plans and objectives, and other
forward-looking statements included in this report. Such statements may be
identified by the use of forward-looking terminology such as may, will,
expect, believe, estimate, anticipate, intend, continue, or similar
terms, variations of such terms or the negative of such terms. Such statements
are based on managements current expectations and are subject to a number of
factors and uncertainties, which could cause actual results to differ materially
from those described in the forward-looking statements. Such statements address
future events and conditions concerning, among others, capital expenditures,
earnings, litigation, regulatory matters, liquidity and capital resources, and
accounting matters. Actual results in each case could differ materially from
those anticipated in such statements by reason of factors such as future
economic conditions, changes in consumer demand, legislative, regulatory and
competitive developments in markets in which we operate, results of litigation,
and other circumstances affecting anticipated revenues and costs, and the risk
factors set forth in our Annual Report on Form 10-K filed on April 16, 2015.
As used in this Form 10-Q,
we, us, and our refer to World Moto, Inc., which is also sometimes
referred to as the Company.
YOU SHOULD NOT PLACE UNDUE RELIANCE ON THESE FORWARD LOOKING
STATEMENTS
The forward-looking statements
made in this report on Form 10-Q relate only to events or information as of the
date on which the statements are made in this report on Form 10-Q. Except as
required by law, we undertake no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information, future
events, or otherwise, after the date on which the statements are made or to
reflect the occurrence of unanticipated events. You should read this report and
the documents that we reference in this report, including documents referenced
by incorporation, completely and with the understanding that our actual future
results may be materially different from what we expect or hope.
2
World Moto, Inc.
Consolidated Balance Sheets
(Unaudited)
|
|
June 30, |
|
|
December 31, |
|
|
|
2015 |
|
|
2014 |
|
|
|
|
|
|
|
|
ASSETS |
|
Current Assets |
|
|
|
|
|
|
Cash and cash equivalents |
$ |
2,196 |
|
$ |
169,265 |
|
Prepaid expenses and other current assets |
|
21,878 |
|
|
20,741 |
|
Inventory |
|
5,175 |
|
|
2,986 |
|
Total current assets |
|
29,249 |
|
|
192,992 |
|
Property and equipment, net of
accumulated depreciation |
|
19,993 |
|
|
24,215 |
|
Deferred financing costs, net of accumulated
amortization |
|
26,328 |
|
|
28,867 |
|
Other assets |
|
10,736 |
|
|
10,984 |
|
TOTAL ASSETS |
$ |
86,306 |
|
$ |
257,058 |
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS DEFICIT |
|
Current Liabilities |
|
|
|
|
|
|
Accounts payable and accrued expenses |
$ |
431,382 |
|
$ |
211,336 |
|
Convertible notes payable, net
of discount of $607,973 and $779,573, respectively |
|
125,092 |
|
|
274,123 |
|
Derivative liabilities |
|
894,394 |
|
|
1,256,159 |
|
Short-term debt related
party |
|
59,197 |
|
|
45,707 |
|
Unearned revenues |
|
58,284 |
|
|
59,056 |
|
Total current liabilities |
|
1,568,349 |
|
|
1,846,381 |
|
Contingencies and Commitments |
|
|
|
|
|
|
Stockholders Deficit |
|
|
|
|
|
|
Preferred stock, $0.0001 par value; 50,000,000 shares
authorized; no shares issued and outstanding |
|
|
|
|
|
|
Common stock, $0.0001 par value;
2,000,000,000 shares authorized 500,437,622 and
395,369,204 shares issued and outstanding, respectively |
|
50,043 |
|
|
39,536 |
|
Additional paid-in capital |
|
3,095,663 |
|
|
1,752,443 |
|
Accumulated deficit |
|
(4,603,072 |
) |
|
(3,365,780 |
) |
Accumulated other comprehensive loss |
|
(24,677 |
) |
|
(15,522 |
) |
Total stockholders deficit |
|
(1,482,043 |
) |
|
(1,589,323 |
) |
TOTAL LIABILITIES AND STOCKHOLDERS DEFICIT |
$ |
86,306 |
|
$ |
257,058 |
|
The accompanying notes are an integral part of these unaudited
financial statements.
F-3
World Moto, Inc.
Consolidated Statements of
Operations and Comprehensive Loss
(Unaudited)
|
|
For the three months ended |
|
|
For the six months ended |
|
|
|
June
30, |
|
|
June
30, |
|
|
|
2015 |
|
|
2014 |
|
|
2015 |
|
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Research & development |
|
121,649 |
|
|
126,590 |
|
|
224,474 |
|
|
247,696 |
|
General and administrative |
|
256,065 |
|
|
233,723 |
|
|
355,315 |
|
|
372,734 |
|
Total operating expense |
|
377,714 |
|
|
360,313 |
|
|
579,789 |
|
|
620,430 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations |
|
(377,714 |
) |
|
(360,313 |
) |
|
(579,789 |
) |
|
(620,430 |
) |
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
(519,979 |
) |
|
(86,341 |
) |
|
(843,149 |
) |
|
(86,737 |
) |
Interest income |
|
|
|
|
|
|
|
|
|
|
6 |
|
Change in fair value of derivative liabilities |
|
547,608 |
|
|
(47,062 |
) |
|
194,801 |
|
|
(47,062 |
) |
Foreign exchange (gain) loss |
|
(8,706 |
) |
|
(74 |
) |
|
(9,155 |
) |
|
182 |
|
Total other income (expense) |
|
18,923 |
|
|
(133,477 |
) |
|
(657,503 |
) |
|
(133,611 |
) |
Net loss |
$ |
(358,791 |
) |
$ |
(493,790 |
) |
$ |
(1,237,292 |
) |
$ |
(754,041 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translations |
|
(8,706 |
) |
|
(769 |
) |
|
(9,155 |
) |
|
(1,742 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive loss |
$ |
(367,497 |
) |
$ |
(494,559 |
) |
$ |
(1,246,447 |
) |
$ |
(755,783 |
) |
Net loss per common share basic and diluted |
$ |
(0.00 |
) |
$ |
(0.00 |
) |
$ |
(0.00 |
) |
$ |
(0.00 |
) |
Weighted average common shares outstanding
basic and diluted |
|
459,543,354 |
|
|
378,033,149 |
|
|
437,598,000 |
|
|
378,033,149 |
|
The accompanying notes are an integral part of these unaudited
financial statements.
F-4
World Moto, Inc.
Consolidated Statements of Cash
Flows
(Unaudited)
|
|
For the six months ended |
|
|
|
June
30, |
|
|
|
2015 |
|
|
2014 |
|
|
|
|
|
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
Net loss |
$ |
(1,237,292 |
) |
$ |
(754,041 |
) |
Adjustments to reconcile net loss
to net cash used in operating activities: |
|
|
|
|
|
|
Depreciation and amortization |
|
4,222 |
|
|
3,861 |
|
Non-cash interest expense from derivative
liability in excess of face
value of convertible notes |
|
282,849 |
|
|
- |
|
Amortization of debt discount and deferred financing costs |
|
513,253 |
|
|
70,095 |
|
Change in fair
value of derivative liabilities |
|
(194,801 |
) |
|
47,062 |
|
Changes in operating
assets and liabilities: |
|
|
|
|
|
|
Prepaid expenses and other current assets |
|
(889 |
) |
|
(15,959 |
) |
Inventory |
|
(2,189 |
) |
|
(23,123 |
) |
Accounts payable and accrued expenses |
|
219,274 |
|
|
84,649 |
|
Unearned
revenues |
|
- |
|
|
24,528 |
|
|
|
|
|
|
|
|
Net cash used in operating activities |
|
(415,573 |
) |
|
(562,928 |
) |
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
|
|
Purchases of property and equipment |
|
|
|
|
(487 |
) |
|
|
|
|
|
|
|
Net cash used in investing
activities |
|
|
|
|
(487 |
) |
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
|
|
Proceeds from
convertible notes payable, net of financing costs |
|
244,169 |
|
|
442,500 |
|
Related party advances |
|
13,490 |
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by financing
activities |
|
257,659 |
|
|
442,500 |
|
|
|
|
|
|
|
|
EFFECT OF FOREIGN CURRENCY TRANSLATIONS |
|
(9,155 |
) |
|
(3,641 |
) |
|
|
|
|
|
|
|
Net decrease in cash |
|
(167,069 |
) |
|
(124,556 |
) |
|
|
|
|
|
|
|
Cash at beginning of period |
|
169,265 |
|
|
179,132 |
|
|
|
|
|
|
|
|
Cash at end of period |
$ |
2,196 |
|
$ |
54,576 |
|
|
|
|
|
|
|
|
SUPPLEMENTAL CASH FLOWS INFORMATION: |
|
|
|
|
|
|
Cash paid for: |
|
|
|
|
|
|
Income taxes |
$ |
- |
|
$ |
- |
|
Interest |
$ |
- |
|
$ |
- |
|
|
|
|
|
|
|
|
NON CASH INVESTING AND FINANCING ACTIVITIES: |
|
|
|
|
|
|
Shares issued for conversion
of debt |
$ |
625,870 |
|
$ |
- |
|
Reclassification of fair value of derivatives
from liability to equity |
$ |
727,857 |
|
$ |
- |
|
Fair value of conversion
feature of convertible debt classified as derivative liabilities |
$ |
278,044 |
|
$ |
- |
|
The accompanying notes are an integral part of these unaudited
financial statements.
F-5
World Moto, Inc.
Notes to the Consoildated Financial Statements
(Unaudited)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Business
World Moto, Inc. (the Company) was incorporated in the State
of Nevada on March 24, 2008 under the name Net Profits Ten Inc. The original
purpose of the Company was to market and distribute user-friendly interactive
yearbook software for the military. The Company was reclassified as a shell
company until the completion of its acquisition of the World Moto Assets, which
was consummated on November 14, 2012. Effective November 12, 2012, the Company
amended its Articles of Incorporation to change its name from Net Profits Ten
Inc. to World Moto, Inc.
On January 30, 2013, World Moto, Inc. established
two wholly owned subsidiaries that were incorporated in the State of Nevada.
World Moto Technologies, Inc. and World Moto Holdings, Inc. were both
established, but have no activity to report to date. On February 4, 2013, World
Moto Technologies Ltd, a wholly owned subsidiary of the Company, was organized
under the laws of the Kingdom of Thailand and the name of this company was later
changed to World Moto Co., Ltd. World Moto Co., Ltd. is owned in its entirety by
World Moto, Inc., World Moto Technologies, Inc. and World Moto Holdings, Inc.
and it is an operating entity of the Company in Thailand for the purposes of
research and development in the Southeast Asia region.
Basis of Presentation
The unaudited consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States for interim financial information in accordance with Securities
and Exchange Commission ("SEC") Regulation S-X rule 8-03 and should be read in
conjunction with the audited financial statements and notes thereto contained in
the Company's last Annual Report filed with the SEC on Form 10-K for the year
ended December 31, 2014. In the opinion of management, the unaudited
consolidated financial statements have been prepared on the same basis as the
annual financial statements and reflect all adjustments, which include normal
recurring adjustments, necessary to present fairly the financial position as of
June 30, 2015 and the results of operations and cash flows for the periods then
ended. The financial data and other information disclosed in these notes to the
interim consolidated financial statements related to the period are unaudited.
The results for the three-month and six-month periods ended June 30, 2015 are
not necessarily indicative of the results to be expected for any subsequent
quarters or for the entire year ending December 31, 2015. Notes to the unaudited
interim consolidated financial statements that would substantially duplicate the
disclosures contained in the audited financial statements for the most recent
fiscal year as reported in the Form 10-K have been omitted.
Principal of Consolidation
The consolidated financial statements include the accounts of
World Moto Technologies, Inc., World Moto Holdings, Inc., and World Moto Co.
Ltd, all 100% owned subsidiaries. All significant intercompany balances and
transactions have been eliminated upon consolidation.
Use of Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts of
revenue and expenses during the reporting period. Actual results could differ
from those estimates.
Cash and Cash Equivalents
The Company considers all highly liquid instruments with
maturity of three months or less at the time of issuance to be cash equivalents.
Foreign Currency Translation
The functional currency of our subsidiary is
the Thai Baht. Monetary assets and liabilities denominated in currencies other
than the functional currency are translated into the functional currency at
rates of exchange prevailing at the balance sheet dates. Transactions
denominated in currencies other than the functional currency are translated into
the functional currency at the exchange rates prevailing at the dates of the
transaction. Exchange gains or losses arising from foreign currency transactions
are included in the determination of net income (loss) for the respective
periods.
For financial reporting purposes, the financial statements of
the subsidiary are translated into the Companys reporting currency, United
States Dollars (USD). Asset and liability accounts are translated using the
closing exchange rate in effect at the balance sheet date, equity account and
dividend are translated using historical exchange rates and income and expense
accounts are translated using the average exchange rate prevailing during the
reporting period.
Adjustments resulting from the translation, if any, are
included in accumulated other comprehensive income (loss) in stockholders
equity (deficit).
Long-Lived Assets
Property and equipment
Property and equipment are recorded at cost. Expenditures for
major additions and improvements are capitalized and minor replacements,
maintenance, and repairs are charged to expense as incurred. When property and
equipment are retired or otherwise disposed of, the cost and accumulated
depreciation are removed from the accounts and any resulting gain or loss is
included in the results of operations for the respective period. Depreciation is
provided over the estimated useful lives of the related assets using the
straight-line method of 3 years for financial statement purposes.
Software
The Company capitalizes software acquisition and development
costs incurred during the software application development stage. The software
application development stage is characterized by software design and
configuration activities, coding, testing and installation. Training and
maintenance costs are expensed as incurred, while upgrades and enhancements are
capitalized if it is probable that such expenditures will result in additional functionality.
Capitalized software acquisition and development costs, once placed in service,
are amortized using the straight-line method over the estimated useful life of 3
to 10 years. Capitalized software acquisition and development costs subject to
amortization are carried at cost less accumulated amortization.
Patents
Patents are initially measured based on their fair values.
Patents are being amortized on the straight-line method over the estimated
useful life of 10 to 20 years.
Management evaluates the recoverability of the Companys
property and equipment including patent development costs when events or
circumstances indicate a potential impairment exists. The Company considers
certain events and circumstances in determining whether the carrying value of
identifiable property and equipment may not be recoverable including, but not
limited to: significant changes in performance relative to expected operating
results; significant changes in the use of the assets; significant negative
industry or economic trends; and changes in the business strategy. In
determining if impairment exists, the Company estimates the undiscounted cash
flows to be generated from the use and ultimate disposition of these assets. If
impairment is indicated based on a comparison of the assets' carrying values and
the undiscounted cash flows, the impairment loss is measured as the amount by
which the carrying amount of the assets exceeds the fair value of the assets.
Income Taxes
The Company uses the asset and liability method in accounting
for income taxes. Under this method, deferred tax assets and liabilities are
determined based on differences between financial reporting and income tax
carrying amounts of assets and liabilities and are measured using the enacted
tax rates and laws that will be in effect when the differences are expected to
reverse. The Company reviews deferred tax assets for a valuation allowance based
upon whether it is more likely than not that the deferred tax asset will be
fully realized. A valuation allowance, if necessary, is provided against
deferred tax assets, based upon managements assessment as to their realization.
Fair Value Measurement
The Company values its derivative instruments
under FASB ASC 820 which defines fair value, establishes a framework for
measuring fair value, and expands disclosures about fair value measurements.
Fair value is the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between market
participants at the measurement date (exit price). The Company utilizes market
data or assumptions that market participants would use in pricing the asset or
liability, including assumptions about risk and the risks inherent in the inputs
to the valuation technique. These inputs can be readily observable, market
corroborated, or generally unobservable. The Company classifies fair value
balances based on the observability of those inputs. ASC 820 establishes a fair
value hierarchy that prioritizes the inputs used to measure fair value. The
hierarchy gives the highest priority to unadjusted quoted prices in active
markets for identical assets or liabilities (level 1 measurement) and the lowest
priority to unobservable inputs (level 3 measurement).
The three levels of the fair value hierarchy are as follows:
Level 1 Quoted prices are available in active markets for
identical assets or liabilities as of the reporting date. Active markets are
those in which transactions for the asset or liability occur in sufficient
frequency and volume to provide pricing information on an ongoing basis. Level 1
primarily consists of financial instruments such as exchange-traded derivatives,
marketable securities and listed equities.
Level 2 - Valuations for assets and liabilities that can be
obtained from readily available pricing sources via independent providers for
market transactions involving similar assets or liabilities. The Companys
principal markets for these securities are the secondary institutional markets,
and valuations are based on observable market data in those markets.
Level 3 Pricing inputs include significant inputs that are
generally less observable from objective sources. These inputs may be used with
internally developed methodologies that result in managements best estimate of
fair value. The Company uses Level 3 to value its derivative instruments.
The following table sets forth by level with the fair value
hierarchy the Companys financial assets and liabilities measured at fair value
on June 30, 2015 and December 31, 2014 respectively.
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Derivative liability |
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2015 |
$ |
|
|
$ |
|
|
$ |
894,394 |
|
$ |
894,394 |
|
December 31, 2014 |
$ |
|
|
$ |
|
|
$ |
1,256,159 |
|
$ |
1,256,159 |
|
Revenue Recognition
The Company recognizes revenue only when all of the following
criteria have been met:
-
Persuasive evidence of an arrangement exists;
-
Delivery has occurred or services have been rendered;
-
The fee for the arrangement is fixed or determinable; and
-
Collectability is reasonably assured.
Persuasive Evidence of an Arrangement The Company documents
all terms of an arrangement in a written contract signed by the customer prior
to recognizing revenue.
Delivery Has Occurred or Services Have Been Performed – The Company performs all services or delivers all products prior to recognizing revenue. Monthly services are considered to be performed ratably over the term of the arrangement.
Professional consulting services are considered to be performed when the services are complete. Equipment is considered delivered upon delivery to a customer’s designated location.
The Fee for the Arrangement Is Fixed or Determinable – Prior to recognizing revenue, a customer’s fee is either fixed or determinable under the terms of the written contract. Fees for most monthly services, professional consulting
services, and equipment sales and rentals are fixed under the terms of the written contract. Fees for certain monthly services, including certain portions of networking, storage, and content distribution and caching services, are variable based on
an objectively determinable factor such as usage. Those factors are included in the written contract such that the customer’s fee is determinable. The customer’s fee is negotiated at the outset of the arrangement and is not subject to
refund or adjustment during the initial term of the arrangement.
Collectability Is Reasonably Assured – The Company determines that collectability is reasonably assured prior to recognizing revenue. Collectability is assessed on a customer by customer basis based on criteria outlined by management. New
customers are subject to a credit review process, which evaluates the customer’s financial position and ultimately its ability to pay. The Company does not enter into arrangements unless collectability is reasonably assured at the outset.
Existing customers are subject to ongoing credit evaluations based on payment history and other factors. If it is determined during the arrangement that collectability is not reasonably assured, revenue is recognized on a cash basis.
Franchise Fee Revenue
Revenues from licensees include a royalty based on a percent of sales, and may include initial fees. Continuing royalties are recognized in the period earned. Initial fees are recognized upon granting of a new franchise term, which is when the
Company has performed substantially all initial services required by the franchise arrangement and after the franchisee commences operations. Additionally, the first twelve months of operations are royalty free for the franchisee.
Stock-Based Compensation
The Company expenses the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments over the service period.
Equity instruments issued to parties other than employees for acquiring goods or services are recorded at either the fair value of the consideration received or the fair value of the instruments issued in exchange for such services, whichever is
more reliably measurable.
Subsequent Events
The Company evaluated subsequent events through the date when financial statements are issued for disclosure.
Recent Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a
material impact on its financial position or results of operations.
NOTE 2 – GOING CONCERN
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. However, the Company has an accumulated deficit of $4,603,072
as of June 30, 2015, has limited liquidity, and has not established a reliable source of revenues sufficient to cover operating costs over an extended period of time. These factors raise substantial doubt about the Company’s ability to
continue as a going concern.
Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital
markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
NOTE 3 – UNEARNED REVENUES
On December 2, 2013, WM Co. Thailand entered into a Purchase and Licensing Agreement (the "PL Agreement") with Mobile Advertising Ventures Ltd. ("MAV"). Pursuant to the terms of the PL Agreement, MAV will purchase 10 initial "Wheelies" from WM Co.
Thailand at a total purchase price of $35,000, and will have an option to purchase an additional 190 Wheelies at a purchase price of $3,500 per unit. WM Co. Thailand also grants a non-exclusive license to MAV for the use of its software in
connection with the operation of the Wheelies in consideration for a fee based on net revenue per quarter from advertising sales relating to the use of the Wheelies. The Company received $35,000 from MAV before December 31, 2013 and has been
recorded unearned as revenues.
On March 10, 2014, the Company entered into a Fleet Franchise Agreement ("the Franchise Agreement") with Mobile Advertising Ventures, Ltd. ("MAV"). MAV paid the Company $23,284 for the right to utilize the Yes software and all other trademarks
of the Company, including but not limited to "Yes", "World Moto" and "Wheelies" (collectively, the "Marks") in the Federal Territory of Kuala Lumpur, Malaysia. Initial training has been completed for the Franchisee; however, the Franchisee has not
begun operations. This revenue will be reclassified as earned when MAV completes its first sale using the Yes software.
NOTE 4 – RELATED PARTY TRANSACTIONS
At June 30, 2015 and December 31, 2014, the Company had short-term debt of $59,197 and $45,707, respectively, due to one of its majority shareholders. The loans are for six months and mature beginning November 30, 2015. The loan is accruing interest at a rate of 0%.
NOTE 5 CONVERTIBLE NOTES PAYABLE
On March 5, 2015, the Company entered into a convertible note
with Redwood Management for an aggregate principal amount of $60,870 with a
$4,348 original issue discount ("OID") and $12,000 in deferred financing costs
for broker fees.
The note earns an interest rate equal to 12% per annum and
matures on March 5, 2016. The Company is obligated to make amortization payments
beginning on the six month anniversary of the issuance date of the Debentures
and continuing monthly thereafter. Pursuant to this note, the Company recorded a
debt discount of $56,522, as a result of the embedded conversion feature being a
financial derivative. The Company also recorded a debt discount of $4,348 as
result of the 8% original issue discount. The Company determined that the fair
value of the conversion feature was $110,096 at the issuance date. The fair
value of the conversion feature in excess of the principal amount allocated to
the notes of $53,574 was expensed immediately as additional interest expense.
During the six months ended June 30, 2015, the Company recorded $8,777
amortization of the debt discount on the note.
On March 26, 2015, the Company entered into a convertible note
with Macallan Partners for an aggregate principal amount of $112,000 with a
$12,000 OID and $7,500 in deferred financing costs for broker fees.
The note earns an interest rate equal to 8% per annum and
matures on March 31, 2016. Pursuant to this note, the Company recorded a debt
discount of $100,000, as a result of the embedded conversion feature being a
financial derivative. The Company also recorded a debt discount of $12,000 as
a result of the 11% original issue discount. The Company determined that the fair
value of the conversion feature was $207,690 at the issuance date. The fair
value of the conversion feature in excess of the principal amount allocated to
the notes of $107,690 was expensed immediately as additional interest expense.
During the six months ended June 30, 2015, the Company recorded $4,406
amortization of the debt discount on the notes.
On April 16, 2015, the Company entered into a convertible note
with Union Capital for an aggregate principal amount of $71,500 with a $6,500
OID and $8,125 in deferred financing costs for broker fees.
The note earns an interest rate equal to 8% per annum and
matures on April 16, 2016. The note is convertible at 60% of the lowest trading
price of the Companys common stock during the 20 trading days prior to the date
of conversion. Pursuant to this note, the Company recorded a debt discount of
$65,000, as a result of the embedded conversion feature being a financial
derivative. The Company also recorded a debt discount of $6,500 as a result of the
10% original issue discount. The Company determined that the fair value of the
conversion feature was $126,021 at the issuance date. The fair value of the
conversion feature in excess of the principal amount allocated to the notes of
$61,021 was expensed immediately as additional interest expense. During the six
months ended June 30, 2015, the Company recorded $4,814 amortization of the debt
discount on the notes.
On June 24, 2015, the Company entered into a convertible note
with Redwood Management for an aggregate principal amount of $60,870 with a
$4,348 original issue discount ("OID") and $6,250 in deferred financing costs
for broker fees.
The note earns an interest rate equal to 12% per annum and
matures on June 15, 2016. The note is convertible at the lower of $0.10 or 70%
of the lowest traded price price of the Companys common stock during the 25
trading days prior to the date of conversion. The Company is obligated to make
amortization payments beginning on the six month anniversary of the issuance
date of the convertible note and continuing monthly thereafter. Pursuant to this
note, the Company recorded a debt discount of $56,522, as a result of the embedded
conversion feature being a financial derivative. The Company also recorded a
debt discount of $4,348 as a result of the 8% original issue discount. The Company
determined that the fair value of the conversion feature was $117,086 at the
issuance date. The fair value of the conversion feature in excess of the
principal amount allocated to the notes of $60,564 was expensed immediately as
additional interest expense. During the six months ended June 30, 2015, the
Company recorded $998 amortization of the debt discount on the note.
As summary of value changes to the notes for the six months
ended June 30, 2015 is as follows:
Carrying value of Convertible Notes at December 31, 2014 |
$ |
274,123 |
|
Additional borrowings |
|
305,240 |
|
Total principal |
|
579,363 |
|
Less: conversion carrying value of convertible notes |
|
(625,870 |
) |
Less: discount related to fair value of the embedded
conversion feature |
|
(278,044 |
) |
Less: discount related to original issue discount |
|
(27,196 |
) |
Add: amortization of discount |
|
476,839 |
|
Carrying value of Convertible Notes at June 30, 2015 |
$ |
125,092 |
|
The deferred financing costs are amortized by the Company
through interest expense over the life of the notes. During the six months ended
June 30, 2015, the Company recorded $36,414 amortization of the deferred
financing costs.
NOTE 6 DERIVATIVE LIABILITIES
The Company has determined that the variable conversion prices
under its convertible notes caused the embedded conversation feature to be a
financial derivative. The Company may not have enough authorized common stock to
settle its obligation if the note holder elects to convert the note into common
shares when the trading price is lower than a certain threshold.
The derivative instruments were valued at loan origination
date, date of debt conversion and at June 30, 2015, The fair values of the
derivative liabilities related to the conversion options of these notes was
estimated on the transaction dates (loan original date and date of debt
conversion) using the Multinomial Lattice option pricing model, under the
following assumptions:
|
|
December 31, |
|
|
|
|
|
June 30, |
|
|
|
2014 |
|
|
New Issuances |
|
|
2015 |
|
Shares of common stock
issuable upon exercise of debt |
|
23,193,987 |
|
|
33,505,654 |
|
|
81,743,081 |
|
Estimated market value of common stock on
measurement date |
$ |
0.17 |
|
$ |
0.004 - $0.026 |
|
$ |
0.035 |
|
Exercise price |
$ |
0.00766 -0.01 |
|
$ |
0.009 - 0.03 |
|
$ |
0.019 - 0.10 |
|
Risk free interest rate (1) |
|
0.04% - 0.25% |
|
|
0.22% - 0.30% |
|
|
0.01% - 0.11% |
|
Expected dividend yield (2)
|
|
0.00% |
|
|
0.00% |
|
|
0.00% |
|
Expected volatility (3) |
|
62% - 105% |
|
|
127% - 149% |
|
|
150% |
|
Expected exercise term in
years (4) |
|
0.25 - 1.00 |
|
|
1.00 |
|
|
0.25 0.99 |
|
(1) |
The risk free interest rate was determined by management
using the one month Treasury bill yield as of the valuation
dates. |
|
|
(2) |
The expected dividend yield is based on the Companys
current dividend yield as the best estimate of projected dividend yield
for periods within the expected term of the share options and similar
instruments. |
|
|
(3) |
The volatility was determined by referring to the average
historical volatility of a peer group of public companies because we do
not have sufficient trade history to determine our historical
volatility. |
|
|
(4) |
The exercise term is the remaining contractual term of
the convertible instrument at the valuation date. |
The change in fair values of the derivative liabilities related
to the Convertible Notes for the six months ended June 30, 2015 is summarized
as:
Fair value of derivatives December 31, 2014
|
$ |
1,256,159 |
|
New issuances |
|
560,893 |
|
Conversion of derivative liabilities |
|
(727,857 |
) |
Change in fair value of derivative liabilities |
|
(194,801 |
)
|
Fair value of derivative liabilities at
June 30, 2015 |
$ |
894,394 |
|
NOTE 7 EQUITY TRANSACTIONS
On April 9, 2015, the Company amended its Articles of
Incorporation to increase the Companys authorized shares of Common Stock from
1,000,000,000 to 2,000,000,000 shares.
During the six months ended June 30, 2015, the Company issued
105,068,418 shares of common stock for the conversion of notes payable and
accrued interests in the amount of $625,870 The Company also recorded $727,857
as increase in additional paid-in capital from derivative liability as a result
of the conversions.
NOTE 8 SUBSEQUENT EVENTS
Subsequent to June 30, 2015, the Company issued 84,576,719
shares for the conversion $130,000 of convertible notes payable and accrued
interests.
On July 10, 2015, the Company entered into a convertible note
for an aggregate principal amount of $69,000 with $4,000 in deferred financing
costs for broker fees. The note is convertible any time after 180 days from
issuance at 62% of the average of the lowest 3 trading prices of the Companys
common stock during the 30 trading days prior to the conversion date. The note
earns an interest rate equal to 8% per annum and matures on April 30, 2016.
On July 22, 2015 the Company repaid $25,940 of related party debt.
On July 27, 2015, the Company entered into a convertible note
for an aggregate principal amount of $45,000 with $2,250 in deferred financing
costs for broker fees. The note is convertible at 62% of the lowest trading
price of the Companys common stock during the 15 trading days prior to the
conversion date. The note earns an interest rate equal to 8% per annum and
matures on July 27, 2016.
On August 14, 2015 the Company issued 7 warrants to purchase an aggregate of 12,344,002 shares of the Company’s common stock to its placement agent for completed securities offerings. The warrants have a term of 5 years and exercise prices ranging from $0.003 to $0.10 per share.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion should be read in conjunction with our consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q. Forward looking statements are statements not based on historical
information and which relate to future operations, strategies, financial results or other developments. Forward-looking statements are based upon estimates, forecasts, and assumptions that are inherently subject to significant business, economic and
competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause
actual results to differ materially from those expressed in any forward-looking statements made by us, or on our behalf. We disclaim any obligation to update forward-looking statements.
Overview
World Moto, Inc. was incorporated on March 24, 2008, in the State of Nevada under the name Net Profits Ten Inc. On November 8, 2012, we amended our Articles of Incorporation to increase our authorized shares of common stock from 100,000,000 to
500,000,000 and our board of directors approved a stock dividend of 180 shares of common stock of the Company for each share of common stock issued and outstanding. Additionally, on November 12, 2012, we amended our Articles of Incorporation to
change our name from “Net Profits Ten Inc.” to “World Moto, Inc.”, which name change became effective on November 15, 2012, upon approval from the Financial Industry Regulatory Authority (“FINRA”). On January 18,
2014, we amended our Articles of Incorporation to increase our authorized shares of common stock from 500,000,000 to 1,000,000,000. On April 9, 2015 we further amended our Articles of Incorporation to increase our authorized shares of common stock
from 1,000,000,000 to 2,000,000,000 shares.
On September 1, 2012, we entered in an Asset Purchase Agreement (“Agreement”) with World Moto (Thailand) Co., Ltd., a corporation established under the laws of the Kingdom of Thailand (“Old WM”), Chris Ziomkowski, the Chief
Technical Officer of Old WM and Paul Giles, the Chief Executive Officer of Old WM. The Agreement was consummated on November 14, 2012. We purchased from Old WM substantially all of the intellectual property and certain other specific intellectual
property assets related to Old WM’s initial product, the Moto-Meter (the “Assets”), which includes three United States patent applications, the data related to the patent applications, certain software related to the operation of
the Moto-Meter, several URLs and trade-names and associated names related to the Moto-Meter and Old WM.
On January 30, 2013, we established two wholly owned subsidiaries that were incorporated in the State of Nevada. World Moto Technologies, Inc. and World Moto Holdings, Inc. were both established, but have no activity to report to date. On February
4, 2013, World Moto Technologies Ltd. was organized under the laws of the Kingdom of Thailand. The name was later changed to World Moto Co., Ltd. (“WM Co. Thailand”). WM Co. Thailand is owned in its entirety by World Moto, Inc., World
Moto Technologies, Inc. and World Moto Holdings, Inc. and represents our operating entity for the purposes of research and development in the Southeast Asia region.
As of June 30, 2015, WM Co. Thailand had 12 employees. WM Co. Thailand has been performing extensive research and development activities since its inception related to improving the Moto-Meter design to allow for higher yields in mass production, as
well as substantial work on the Wheelies product.
Business Overview
Plan of Operations
We plan to establish ourselves as a company that designs,
manufactures, markets, and sells the Moto-Meter products, which are devices that
provide moto-taxi fare metering and other communication capabilities. We
currently have patent applications pending for our products in 56 countries. To
achieve our objective, we have established our operational subsidiary in
Thailand for product development and a presence in two additional potential
markets, Brazil and Nigeria, and begun expanding our work force to be able to
implement our business plan.
The Moto-Meter has just entered the production phase and we
expect to have the ability to start filling orders by the end of the third
quarter, 2015. This schedule is contingent upon our contract manufacturers
meeting their estimated delivery timetables.
In conjunction with the opening of sales for the Moto-Meter, we launched a smartphone application (App). The App connects directly to the Moto-Meter via a secure bluetooth connection, and can access data from the Moto-Meter in real-time, giving customers the ability to view ratings and a profile of the driver before getting on the motorcycle. While the Moto-Meter is in use, the App can provide continuous analysis on the fare and GPS location of the customer, augmenting the Moto-Meter's anti-tampering security protocols, as well as transmitting the location to designated individuals or safety monitoring services. The App also has the ability to offer customized products and services to the users during the ride, with any purchases such as optional insurance automatically added to the fare.
As an element of mobile commerce, we have introduced Yes, a
concierge service where persons can order products and have the products
delivered to their address by motor scooter. The Yes service has been going
through testing and was launched on March 9, 2015 in Bangkok, Thailand. We
expect Yes to go live in in the third quarter of 2015 in Kuala Lumpur, Malaysia.
We also intend to launch Yes over the next 12 months in Cambodia.
We have also developed HailYes™, which is an integrated mobile platform that instantly connects consumers to transport and commerce services in a local community. The HailYes™ app allows consumers to simply tap their smartphone to hail a ride, courier a package, or have refreshments delivered right to their doorstep in a matter of minutes.
The HailYes™ is being marketed to drivers in Bangkok, and we are also seeing downloads and interest in other parts of the world including the USA.
We have procured our first customer for Wheelies in Thailand.
We are focused on the development of Wheelies as a unique advertising product,
which displays static and streaming media on the wheels of motorcycles and
automobiles, providing a new mobile medium for advertising, broadcasting,
self-expression and publishing. We have successfully completed a pre-production
version of Wheelies and have successfully completed testing.
We currently use the Wheelies in-house for advertising our
other products and are looking to build out sales to advertising agencies and
large brands.
In Thailand, we entered into a distribution agreement with
Lucky Distributors, Ltd. (Lucky). Under the terms of this distribution
agreement, Lucky has the non-exclusive right to distribute, sell and service the
Moto-Meter and Moto-Meter accessories throughout Thailand and the surrounding
border markets. Lucky is a national distribution company based in Thailand. It
is also a preferred supplier for the Motorcycle Taxi Association of Thailand. We
believe Luckys reputation and relationship with the moto taxi community will
help promote Moto-Meter in Thailand.
On October 30, 2013, we announced the signing of multiple
letters of intent for the distribution of our flagship product, the Moto-Meter.
To date, we signed letters of intent with qualified distributors in 7 countries.
The distributors were selected for their ability to both sell and support our
products as well as to protect our brand image in strategic markets. We are
continuing discussions with dozens of further prominent distributors out of the
hundreds of retail agents and operators that have contacted us expressing
interest in the Moto-Meter and associated products. The letters of intent
include authorizations to sell and support our flagship product, the Moto-Meter,
as well as establishing priority for Wheelies and our other future products and
services.
On December 2, 2013, World Moto Co. Thailand entered into a
Purchase and Licensing Agreement (the PL Agreement) with Mobile Advertising
Ventures Ltd. (MAV). Pursuant to the terms of the PL Agreement, MAV will
purchase 10 initial Wheelies from World Moto Co. Thailand at a purchase price
of $35,000, and will have an option to purchase an additional 190 Wheelies at a
purchase price of $3,500 per unit. World Moto Co. Thailand also grants a
non-exclusive license to MAV for the use of its software in connection with the
operation of the Wheelies in consideration for a fee based on net revenue per
quarter from advertising sales relating to the use of the Wheelies. This sale
will be completed during 2015.
We entered into discussions to mandate the use of Moto-Meters
on all moto taxis within the city of Montes Claros, Brazil. Montes Claros is
considered the "motorcycle taxi capital" of northern Brazil and an ideal city to
launch the Moto-Meter in Brazil. We anticipate that a regulatory mandate here
will act as a springboard into the potentially larger markets of Brazil's other
highly populated cities.
In Africa, we established an office in Lagos, Nigeria.
Previously, the officials in Nigeria have expressed strong interest in the
Moto-Meter, and feedback from our initial discussions has been positive.
Establishing a physical presence in the city is now essential for us as we enter
the process of formalizing these discussions into a clear plan to introduce the
Moto-Meter into Lagos and cities across Africa. On November 4, 2013, we were
awarded a patent on the Moto-Meter technology until 2033 in Nigeria, a country
with more than 3 million motorcycle taxis.
We have assembled an optimal number of employees, including
experienced engineers in our research and development division at the Thailand
Science Park. The development focus is simultaneously devoted to our advertising
product, Wheelies, as well as our flagship product, the Moto-Meter.
In parallel with this, we have completed the work to adapt the
Moto-Meter electronics so that it can pass all current and anticipated
regulatory requirements of INMETRO, the National Institute of Metrology for
Brazil, as well as other international regulatory agencies. Additional work is
currently being undertaken to improve the weatherization technology used in the
Moto-Meter to enhance its ability to withstand environmental stresses, as well
as work to provide a more generic Moto-Meter installation kit and wiring harness
that will allow its installation into a wider variety of vehicles, such as auto
rickshaws.
We plan to use outside consultants and service companies from
time to time for various tasks in the sales, development and manufacturing of
our products and product launch and distribution, under provider contracts, to
the extent that we are not able to perform the required functions. Using such
outside vendors may make a particular task more expensive, but we believe that
using such experts should improve the outcome or speed up the timing of product
development and time to market. There is no assurance that we will be able to
control the costs and deliveries of such activities in the same manner as if we
were performing the tasks ourselves, and therefore we are subject to the usual
risks of using outside providers.
Estimated Expenses
The following provides an overview of our estimated expenses to
fund our plan of operations for each of our products over the next 12 months.
Funding will be with our current cash assets and may include future capital that
we may have to raise.
Moto-Meter
|
|
Estimated |
|
Expenses |
|
Description |
|
|
|
|
|
Engineering |
$ |
120,000 |
|
Additional Prototyping and Mechanical Construction |
$ |
15,000 |
|
Initial Sales Training and Support |
$ |
10,000 |
|
Production Tooling and NRE Charges |
$ |
50,000 |
|
Development of Production Test Fixtures |
$ |
50,000 |
|
Licensing and Certification |
$ |
20,000 |
|
Components for Initial Production |
$ |
65,000 |
|
Training and Equipment |
$ |
45,000 |
|
|
|
|
|
Total |
$ |
375,000 |
|
Wheelies |
|
|
|
|
|
Estimated |
|
Description |
|
Expenses |
|
|
|
|
|
Establish Production and Support |
$ |
35,000 |
|
Warranty Service |
$ |
5,000 |
|
|
|
|
|
Total |
$ |
40,000 |
|
Yes
|
|
Estimated |
|
Description |
|
Expenses |
|
|
|
|
|
Continued Development of Handset
Application |
$ |
50,000 |
|
Continued Development of Agent Handset Application |
$ |
50,000 |
|
Establishment of Customer Service Center
|
$ |
5,000 |
|
Initial Awareness Campaign |
$ |
35,000 |
|
|
|
|
|
Total |
$ |
140,000 |
|
In order to execute on our plan of operations over the next 12
months, we will need to raise additional amounts of working capital through debt
or equity offerings. There are no assurances that we will be able to raise the
required working capital on terms favorable, or that such working capital will
be available on any terms when needed. Any failure to secure additional
financing may force us to modify or delay our business plan.
Results of Operations
Comparison of three-month period ended June 30, 2015 and
2014, and the six-month period ended June 30, 2015 and 2014
Revenue
We have generated no revenues for the three and six-month
periods ended June 30, 2015 and 2014.
Expenses
General and administration expenses for the three-month period
ended June 30, 2015, amounted to $256,065 compared to $233,723 during the
three-month period ended June 30, 2014. General and administration expenses for
the six-month period ended June 30, 2015, amounted to $355,315 compared to
$372,734 during the six-month period ended June 30, 2014.
R&D expenses for the three-month period ended June 30, 2015
amounted to $121,649 compared to $126,590 during the three-month period ended
June 30, 2014. R&D expenses for the six-month period ended June 30, 2015
amounted to $224,474 compared to $247,696 during the six-month period ended June
30, 2014.
Other income for the three-month period ended June 30, 2015 amounted to $18,923 compared to expenses of $133,477 during the three-month period ended June 30, 2014. The difference is due to the Company having higher interest expense in the current period partially offset by the change in the fair value of the derivative liability. Other expenses for the six-month period ended June 30, 2015 amounted to $657,503 compared to $133,611 during the six-month period ended June 30, 2014. The difference is due to the Company having higher interest expense in the current six month period, partially offset by the change in the fair value of the derivative liability.
Net Loss
For the three-month period ended June 30, 2015, we incurred a net loss of $358,791
compared to a net loss of $493,790 for the three-month period ended June 30, 2014. For the six-month period ended June 30, 2015, we incurred a net loss of $1,237,292 compared to a net loss of $754,041 for the six-month period ended June 30, 2014. The change in net loss between the three month period ended June 30, 2015 and the six month period ended June 30, 2015 is primarily due to the change in the fair value of the derivatives.
Liquidity and Capital Resources
As of June 30, 2015, we had $29,249 in current assets and
$1,568,349 in current liabilities. Our total assets were $86,306 and our total
liabilities were $1,568,349. We had $2,196 in cash and our working capital
deficit was $1,539,100.
Cash Flows:
|
|
For the six months ended |
|
|
|
June
30, |
|
|
|
2015 |
|
|
2014 |
|
Cash Flows from Operating
Activities |
$ |
(415,573 |
) |
$ |
(562,928 |
) |
Cash Flows from Investing Activities |
|
- |
|
|
(487 |
) |
Cash Flows from Financing
Activities |
|
257,659 |
|
|
442,500 |
|
Effects of Currency Translations |
|
(9,155 |
) |
|
(3,641 |
) |
Net increase(decrease) in
cash |
$ |
(167,069 |
) |
$ |
(124,556 |
) |
On March 5, 2015, we entered into a securities purchase
agreement with an institutional investor pursuant to which we issued a
convertible debenture in the principal amount of $54,348 for a purchase price of
$50,000 (8% original issue discount). Pursuant to an amendment to the securities
purchase agreement, on June 30, 2015, such investor purchased an additional
convertible debenture in the principal amount of $195,653 for a purchase price
of $180,000 (8% original issue discount). The investor provided $50,000 of the
proceeds on July 21, 2015, and the remaining $130,000 of the purchase
price on July 9, 2015.
On March 26, 2015, we entered into a convertible promissory note with Macallan Partners of $112,000. The note earns an interest rate equal to 8% per annum and matures on March 31, 2016. Pursuant to this note, the Company recorded a debt discount of $100,000, as a result of the embedded conversion feature being a financial derivative. The Company also recorded a debt discount of $12,000 as a result of the 11% original issue discount. The Company determined that the fair value of the conversion feature was $207,690 at the issuance date. The fair value of the conversion feature in excess of the principal amount allocated to the notes of $107,690 was expensed immediately as additional interest expense. During the six months ended June 30, 2015, the Company recorded $4,406 amortization of the debt discount on the notes.
On April 16, 2015, the Company entered into a convertible note with Union Capital for an aggregate principal amount of $71,500 with a $6,500 OID and $8,125 in deferred financing costs for broker fees. The note earns an interest rate equal to 8% per annum and matures on April 16, 2016. The note is convertible at 60% of the lowest trading price of the Company’s common stock during the 20 trading days prior to the date of conversion. Pursuant to this note, the Company recorded a debt discount of $65,000, as a result of the embedded conversion feature being a financial derivative. The Company also recorded a debt discount of $6,500 as a result of the 10% original issue discount. The Company determined that the fair value of the conversion feature was $126,021 at the issuance date. The fair value of the conversion feature in excess of the principal amount allocated to the notes of $61,021 was expensed immediately as additional interest expense. During the six months ended June 30, 2015, the Company recorded $4,814 amortization of the debt discount on the notes.
On June 24, 2015, the Company entered into a convertible note with Redwood Management for an aggregate principal amount of $60,870 with a $4,348 original issue discount ("OID") and $6,250 in deferred financing costs for broker fees. The note earns an interest rate equal to 12% per annum and matures on June 15, 2016. The note is convertible at the lower of $0.10 or 70% of the lowest traded price price of the Company’s common stock during the 25 trading days prior to the date of conversion. The Company is obligated to make amortization payments beginning on the six month anniversary of the issuance date of the convertible note and continuing monthly thereafter. Pursuant to this note, the Company recorded a debt discount of $56,522, as a result of the embedded conversion feature being a financial derivative. The Company also recorded a debt discount of $4,348 as a result of the 8% original issue discount. The Company determined that the fair value of the conversion feature was $117,086 at the issuance date. The fair value of the conversion feature in excess of the principal amount allocated to the notes of $60,564 was expensed immediately as additional interest expense. During the six months ended June 30, 2015, the Company recorded $998 amortization of the debt discount on the note.
On July 10, 2015, we entered into a convertible note for an aggregate principal amount of $69,000 with $4,000 in deferred financing costs for broker fees. The note is convertible any time after 180 days from issuance at 62% of the average of the lowest three (3) trading prices of the Company’s common stock during the thirty (30) trading days prior to the conversion date. The note earns an interest rate equal to 8% per annum and matures on April 30, 2016.
10
Subsequent to the end of our fiscal quarter, on July 27, 2015, we entered into a convertible note for an aggregate principal amount of $45,000 with $2,250 in deferred financing costs for broker fees. The note is convertible at 62% of the lowest trading price of the Company’s common stock during the fifteen (15) trading days prior to the conversion date. The note earns an interest rate equal to 8% per annum and matures on July 27, 2016.
Given our cash position of $47,812 as of August 12, 2015, and the proceeds from our equity financings, management believes that our cash on hand and working capital are sufficient to meet our current anticipated cash requirements through August 31, 2015.
We have incurred an accumulated loss of $4,585,854 since inception. There is substantial doubt as to our ability to continue as a going concern due to our limited liquidity and our lack of revenues.
Our current cash requirements are significant due to planned development and marketing of our current products, and we anticipate generating losses. We are targeting an additional $1,000,000 over the next 12 months in additional working capital in order to increase our growth plans on an expedited basis.
Our management believes that we should be able to raise sufficient amounts of working capital through debt or equity offerings, as may be required to meet our short-term obligations. However, the incurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financial covenants that would restrict our operations. Additionally, our ability to raise additional capital may be limited due to the grant of a security interest on all of the assets of the Company to secure the obligations under the convertible debentures issued on April 4, 2014 and December 11, 2014, and the convertible debentures issued during 2015. Changes in our operating plans, increased expenses, acquisitions, or other events, may cause us to seek additional equity or debt financing in the future. We anticipate continued and additional marketing, development and distribution expenses. Accordingly, we expect to continue to use debt and equity financing to fund operations for the next twelve months, as we look to expand our asset base and fund marketing, development and distribution of our products.
There are no assurances that we will be able to raise the required working capital on terms favorable, or that such working capital will be available on any terms when needed. Any failure to secure additional financing may force us to modify our business plan. In addition, we cannot be assured of profitability in the future.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements.
Critical Accounting Policies and Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles of the United States (GAAP) requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the year. The more significant areas requiring the use of
estimates include asset impairment, stock-based compensation, and future income
tax amounts. Management bases its estimates on historical experience and on
other assumptions considered to be reasonable under the circumstances. However,
actual results may differ from the estimates.
We believe the following is among the most critical accounting
policies that impact or consolidated financial statement. We suggest that our
significant accounting policies, as described in our financial statements in the
Summary of Significant Accounting Policies, be read in conjunction with this
Managements Discussion and Analysis of Financial Condition and Results of
Operations.
Foreign Currency Translation
The functional currency of our subsidiary is the Thai Baht.
Monetary assets and liabilities denominated in currencies other than the
functional currency are translated into the functional currency at rates of
exchange prevailing at the balance sheet dates. Transactions denominated in
currencies other than the functional currency are translated into the functional
currency at the exchange rates prevailing at the dates of the transaction.
Exchange gains or losses arising from foreign currency transactions are included
in the determination of net income (loss) for the respective periods.
For financial reporting purposes, the financial statements of
the subsidiary are translated into the Companys reporting currency, United
States Dollars (USD). Asset and liability accounts are translated using the
closing exchange rate in effect at the balance sheet date, equity account and
dividend are translated using historical exchange rates and income and expense
accounts are translated using the average exchange rate prevailing during the
reporting period.
Adjustments resulting from the translation, if any, are
included in accumulated other comprehensive income (loss) in stockholders
equity (deficit).
Revenue Recognition
The Company recognizes revenue only when all of the following
criteria have been met:
. Persuasive evidence of an
arrangement exists; |
. Delivery has occurred or
services have been rendered; |
. The fee for the arrangement
is fixed or determinable; and |
. Collectibility is
reasonably assured. |
Persuasive Evidence of an Arrangement -The Company documents
all terms of an arrangement in a written contract signed by the customer prior
to recognizing revenue.
Delivery Has Occurred or Services Have Been Performed - The
Company performs all services or delivers all products prior to recognizing
revenue. Monthly services are considered to be performed ratably over the term
of the arrangement. Professional consulting services are considered to be
performed when the services are complete. Equipment is considered delivered upon
delivery to a customers designated location.
The Fee for the Arrangement Is Fixed or Determinable - Prior to
recognizing revenue, a customers fee is either fixed or determinable under the
terms of the written contract. Fees for most monthly services, professional
consulting services, and equipment sales and rentals are fixed under the terms
of the written contract. Fees for certain monthly services, including certain
portions of networking, storage, and content distribution and caching services,
are variable based on an objectively determinable factor such as usage. Those
factors are included in the written contract such that the customers fee is
determinable. The customers fee is negotiated at the outset of the arrangement
and is not subject to refund or adjustment during the initial term of the
arrangement.
Collectibility Is Reasonably Assured - The Company determines
that collectibility is reasonably assured prior to recognizing revenue.
Collectibility is assessed on a customer by customer basis based on criteria
outlined by management. New customers are subject to a credit review process,
which evaluates the customers financial position and ultimately its ability to
pay. The Company does not enter into arrangements unless collectibility is
reasonably assured at the outset. Existing customers are subject to ongoing
credit evaluations based on payment history and other factors. If it is
determined during the arrangement that collectibility is not reasonably assured,
revenue is recognized on a cash basis.
11
Franchise Fee Revenue
Revenues from licensees include a royalty based on a percent of
sales, and may include initial fees. Continuing royalties are recognized in the
period earned. Initial fees are recognized upon granting of a new franchise
term, which is when the Company has performed substantially all initial services
required by the franchise arrangement. Additionally, the first twelve months of
operations are royalty free for the franchisee.
Item 3. Quantitative and Qualitative Disclosures About
Market Risk.
Not applicable.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are designed to ensure that
information required to be disclosed in the reports filed or submitted under the
Securities Exchange Act of 1934, as amended, is recorded, processed, summarized
and reported, within the time period specified in the Securities and Exchange
Commissions rules and forms. Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information
required to be disclosed in the reports filed under the Exchange Act is
accumulated and communicated to our management, including our Chief Executive
Officer (our principal executive officer) and our Chief Financial Officer (our
principal financial officer and principal accounting officer) to allow for
timely decisions regarding required disclosure.
As of the quarterly period ended June 30, 2015, we carried out
an evaluation, under the supervision and with the participation of our principal
executive officer and our principal financial officer, of the effectiveness of
the design and operation of our disclosure controls and procedures. Based on the
foregoing, our principal executive officer and our principal financial officer
concluded that our disclosure controls and procedures were not effective as of
the quarterly period ended June 30, 2015 in ensuring that information required
to be disclosed by us in reports that we file or submit under the Exchange Act
is recorded, processed, summarized, and reported within the time periods
specified in the Securities and Exchange Commissions (the SEC) rules and
forms. This conclusion is based on findings that constituted material
weaknesses. A material weakness is a deficiency, or a combination of control
deficiencies, in internal control over financial reporting such that there is a
reasonable possibility that a material misstatement of the Companys interim
financial statements will not be prevented or detected on a timely basis.
In performing the above-referenced assessment, our management
identified the following material weaknesses:
|
i) |
We have insufficient quantity of dedicated resources and
experienced personnel involved in reviewing and designing internal
controls. As a result, a material misstatement of the interim and annual
financial statements could occur and not be prevented or detected on a
timely basis. |
|
|
|
|
ii) |
We do not have an audit committee. While not being
legally obligated to have an audit committee, it is the managements view
that to have an audit committee, comprised of independent board members,
is an important entity-level control over our financial
statements. |
|
|
|
|
iii) |
We did not perform an entity level risk assessment to
evaluate the implication of relevant risks on financial reporting,
including the impact of potential fraud-related risks and the risks
related to non-routine transactions, if any, on our internal control over
financial reporting. Lack of an entity-level risk assessment constituted
an internal control design deficiency which resulted in more than a remote
likelihood that a material error would not have been prevented or
detected, and constituted a material weakness. |
Limitations on the Effectiveness of Controls
Our management, including our Chief Executive Officer and a
functioning Chief Financial Officer, does not expect that our disclosure
controls and internal controls will prevent all errors and all fraud. A control
system, no matter how well conceived and operated, can provide only reasonable,
not absolute, assurance that the objectives of the control system are met.
Further, the design of a control system must reflect the fact that there are
resource constraints, and the benefits of controls must be considered relative
to their costs. Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within the Company have been detected. These
inherent limitations include the realities that judgments in decision-making can
be faulty, and that breakdowns can occur because of a simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some
persons, by collusion of two or more people, or by management or board override
of the control.
12
The design of any system of controls also is based in part upon
certain assumptions about the likelihood of future events, and there can be no
assurance that any design will succeed in achieving its stated goals under all
potential future conditions; over time, controls may become inadequate because
of changes in conditions, or the degree of compliance with the policies or
procedures may deteriorate. Because of the inherent limitations in a
cost-effective control system, misstatements due to error or fraud may occur and
not be detected.
Changes in Internal Controls Over Financial Reporting
There were no changes in our internal controls over financial
reporting that occurred during the quarterly period ended June 30, 2015 that
have materially affected, or are reasonably likely to materially affect, our
internal controls over financial reporting.
13
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 1A. Risk Factors.
Not applicable.
Item 2. Unregistered Sales of Equity Securities and Use of
Proceeds
On July 10, 2015, we entered into a convertible note for an aggregate principal amount of $69,000 with $4,000 in deferred financing costs for broker fees. The note is convertible any time after 180 days from issuance at 62% of the average of the lowest three (3) trading prices of the Company’s common stock during the thirty (30) trading days prior to the conversion date. The note earns an interest rate equal to 8% per annum and matures on April 30, 2016.
The issuance of the convertible note was exempt from the registration requirements of the Securities Act pursuant to the exemption for transactions by an issuer not involved in any public offering under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D.
On July 27, 2015, we entered into a convertible note for an aggregate principal amount of $45,000 with $2,250 in deferred financing costs for broker fees. The note is convertible at 62% of the lowest trading price of the Company’s common stock during the fifteen (15) trading days prior to the conversion date. The note earns an interest rate equal to 8% per annum and matures on July 27, 2016.
The issuance of the convertible note was exempt from the registration requirements of the Securities Act pursuant to the exemption for transactions by an issuer not involved in any public offering under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
None.
14
Item 6. Exhibits.
Exhibit |
|
No. |
Description |
3.1 |
Articles of Incorporation (incorporated by reference to
our Annual Report on Form 10-K filed on April 16, 2015). |
3.2 |
By-laws (incorporated by reference to our Registration
Statement on Form S-1, as filed with the SEC on June 25, 2010). |
10.1 |
Amendment No. 1, dated May 19, 2015, to the Securities
Purchase Agreement dated March 5, 2015, between the Company and Redwood
Management, LLC (incorporated by reference to our Amendment No. 2 to the
Registration Statement on Form S-1 filed on May 27, 2015). |
10.2 |
Amendment No. 2, dated June 30, 2015, to the Securities
Purchase Agreement dated March 5, 2015, between the Company and Redwood
Management, LLC (incorporated by reference to our Registration Statement
on Form S-1 filed on July 1, 2015). |
10.3 |
Debenture, dated June 30, 2015, with Redwood Management,
LLC (incorporated by reference to our Registration Statement on Form S-1
filed on July 1, 2015). |
31.1* |
Certification of Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2* |
Certification of Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
32.1* |
Certification of Chief Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002. |
32.2* |
Certification of Chief Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002. |
101 * |
Interactive Data Files |
* Filed herewith.
15
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
WORLD MOTO, INC.
Dated: August 14, 2015 |
By: |
/s/ Paul Giles |
|
|
Paul Giles |
|
|
Chief Executive Officer (Principal Executive Officer) |
Dated: August 14, 2015 |
By: |
/s/ Lisa Ziomkowski-Boten |
|
|
Lisa Ziomkowski-Boten |
|
|
Treasurer (Principal Financial
Officer and Principal |
|
|
Accounting Officer) |
Exhibit 31.1
OFFICERS CERTIFICATE
PURSUANT TO SECTION 302
I, Paul Giles, certify that:
1. |
I have reviewed this Quarterly Report on Form 10-Q of
World Moto, Inc. for the period ended June 30, 2015; |
|
|
|
2. |
Based on my knowledge, this report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period
covered by this report; |
|
|
|
3. |
Based on my knowledge, the financial statements, and
other financial information included in this report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the Registrant as of, and for, the periods presented in this
report; |
|
|
|
4. |
The Registrants other certifying officer and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: |
|
|
|
|
a. |
Designed such disclosure controls and procedures, or
caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
Registrant, including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the period in which
this report is being prepared; |
|
|
|
|
b. |
Designed such internal control over financial reporting,
or caused such internal control over financial reporting to be designed
under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles; |
|
|
|
|
c. |
Evaluated the effectiveness of the Registrants
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures as of the end of the period covered by this report based on
such evaluation; and |
|
|
|
|
d. |
Disclosed in this report any change in the Registrants
internal control over financial reporting that occurred during the
Registrants most recent fiscal quarter (the Registrants fourth fiscal
quarter in the case of an annual report) that has materially affected, or
is reasonably likely to materially affect, the Registrants internal
control over financial reporting; and |
|
|
|
5. |
The Registrants other certifying officer and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the Registrants auditors and the audit committee
of the Registrants board of directors (or persons performing the
equivalent functions): |
|
|
|
|
a. |
All significant deficiencies and material weaknesses in
the design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the Registrants ability to
record, process, summarize and report financial information; and |
|
|
|
|
b. |
Any fraud, whether or not material, that involves
management or other employees who have a significant role in the
Registrants internal control over financial
reporting. |
Date: August 14, 2015
By: /s/ Paul
Giles
Name: Paul Giles
Title: Chief Executive Officer (Principal Executive
Officer)
Exhibit 31.2
OFFICERS CERTIFICATE
PURSUANT TO SECTION 302
I, Lisa Ziomkowski-Boten, certify that:
1. |
I have reviewed this Quarterly Report on Form 10-Q of
World Moto, Inc. for the period ended June 30, 2015; |
|
|
|
2. |
Based on my knowledge, this report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period
covered by this report; |
|
|
|
3. |
Based on my knowledge, the financial statements, and
other financial information included in this report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the Registrant as of, and for, the periods presented in this
report; |
|
|
|
4. |
The Registrants other certifying officer and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: |
|
|
|
|
a. |
Designed such disclosure controls and procedures, or
caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
Registrant, including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the period in which
this report is being prepared; |
|
|
|
|
b. |
Designed such internal control over financial reporting,
or caused such internal control over financial reporting to be designed
under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles; |
|
|
|
|
c. |
Evaluated the effectiveness of the Registrants
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures as of the end of the period covered by this report based on
such evaluation; and |
|
|
|
|
d. |
Disclosed in this report any change in the Registrants
internal control over financial reporting that occurred during the
Registrants most recent fiscal quarter (the Registrants fourth fiscal
quarter in the case of an annual report) that has materially affected, or
is reasonably likely to materially affect, the Registrants internal
control over financial reporting; and |
|
|
|
5. |
The Registrants other certifying officer and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the Registrants auditors and the audit committee
of the Registrants board of directors (or persons performing the
equivalent functions): |
|
|
|
|
a. |
All significant deficiencies and material weaknesses in
the design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the Registrants ability to
record, process, summarize and report financial information; and |
|
|
|
|
b. |
Any fraud, whether or not material, that involves
management or other employees who have a significant role in the
Registrants internal control over financial
reporting. |
Date: August 14, 2015
By: /s/ Lisa
Ziomkowski-Boten
Name: Lisa Ziomkowski-Boten
Title: Treasurer (Principal Financial
Officer and Principal Accounting Officer)
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002
In connection with this Quarterly
Report on Form 10-Q of World Moto, Inc. (the Company) for the period ended
June 30, 2015 as filed with the Securities and Exchange Commission on the date
hereof (the Report), the undersigned, in the capacity and on the date
indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his
knowledge:
|
1. |
The Report fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and |
|
|
|
|
2. |
The information contained in the Report fairly presents,
in all material respects, the financial condition and results of operation
of the Company. |
Date: August 14, 2015
By: /s/ Paul Giles
Name: Paul Giles
Title: Chief Executive Officer (Principal Executive Officer)
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with this Quarterly
Report on Form 10-Q of World Moto, Inc. (the Company) for the period ended
June 30, 2015 as filed with the Securities and Exchange Commission on the date
hereof (the Report), the undersigned, in the capacity and on the date
indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to her
knowledge:
|
1. |
The Report fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and |
|
|
|
|
2. |
The information contained in the Report fairly presents,
in all material respects, the financial condition and results of operation
of the Company. |
Date: August 14, 2015
By: /s/ Lisa Ziomkowski-Boten
Name: Lisa
Ziomkowski-Boten
Title: Treasurer (Principal Financial Officer and
Principal Accounting Officer)