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Hindenburg Report: Tingo Group Releases Report of Detailed Investigation, Maintains Innocence

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By Eric Elezuo

The Tingo Group, a conglomerate of several merchandise, including fin-tech, agri-fintech, and food, has finally released the reports of its investigation regarding the hinderberg research against its operations, insisting that it has done no wrong.

The Report of the investigation, which was conducted by independent directors and independent counsel, was made public on Wednesday via the company’s official website, noting that the next step will be on investigating allegations against its founder, Dozy Mmobuosi.

Read the detailed report:

Tingo Group, Inc. (NASDAQ: TIO) (“Tingo” or the “Company”), a profitable and fast growing fintech, agri-fintech and food company, today announced it has completed the investigation of the allegations made by short seller Hindenburg Research (“Hindenburg”), that relate directly to the Company and its businesses.

At the direction of the Company’s independent directors, independent counsel investigated certain of the Hindenburg allegations and provided the independent directors with an interim report summarizing evidence it had reviewed, along with items requiring further investigation. The Company’s outside counsel then conducted its own investigation into the allegations, which included following up on the items identified by independent counsel. Based on the Company’s outside counsel’s investigation and further investigative work of its own, the Company has concluded it can now provide the following response to the allegations in the Hindenburg report:

  • Agri-Fintech Holdings, Inc. Resignation of Director: Christophe Charlier was a co-Chairman of OTC-listed company, Agri-Fintech Holdings, Inc., which sold Tingo Mobile Limited to the Company on November 30, 2022. Mr. Charlier has never been a member of the Company’s Board of Directors, nor has he been involved in the management of the Company. In his resignation letter, which was filed with the SEC, Mr. Charlier complained only of a lack of communication and teamwork at Agri-Fintech Holdings.
  • Tingo Foods Revenue and Operating Margin: The revenue reported by Tingo Foods in Q1 2023 and its operating margin of 24.8 % has been confirmed.
  • Tingo Foods Business Relationships: During the period from September 2022 to March 31, 2023, Tingo Foods purchased its raw crops from two organizations in Nigeria, including the All Farmers Association of Nigeria (“AFAN”), which delivered the crops to third-party food processors. Tingo Foods then sold the processed food to several large wholesalers in Nigeria.
  • Food Processing Facility:   The construction of the Tingo Foods processing facility in Nigeria is well underway, with food and beverage processing operations expected to commence in Q2 2024. The images and renderings used for the Foods Processing Facility’s groundbreaking ceremony in February 2023 and in early presentational materials were stock images provided by an external marketing company, whereas specific renderings of the actual facility are currently being utilized. The Company has contracts in place with the construction company for the project and with Evtec Energy Plc and TAE Power Solutions Limited for the construction of a solar power plant to power the processing facility. Evtec Energy Plc is a special purpose vehicle for the project, whereas TAE Power Solutions Limited is a part of a multinational group that has been trading for more than 25 years.
  • Tingo Foods Sale of Inventory: The inventory held by Tingo Foods at the time it was purchased by the Company in February 2023 was sold to a customer on March 20, 2023, the proceeds for which were received on June 29, 2023.
  • Tingo Mobile Business Relationships with Farming Organizations: Tingo Mobile leases mobile phones to four co-operatives and farming organizations: the Kebbi (Dala) Multi-Purpose Cooperative Society (“Kebbi”), the Ailoje Royal Farms Multi-Purpose Cooperative (“Ailoje”), the All Farmers Association of Nigeria (“AFAN”), and the Ashanti Investment Trust (“Ashanti”). The two farming cooperatives referenced in the Hindenburg report were Kebbi and Ailoje, to which Tingo Mobile has leased 4.5 million and 4.844 million phones respectively. The relationships with all the co-operatives and farming organizations have been confirmed.
  • Mobile License: Tingo Mobile does not directly provide airtime and data services on the phones it leases to customers, or through its Nwassa platform. Such services are currently provided by a third-party vendor. Tingo Mobile therefore does not require a Mobile License from the Nigerian Communications Commission. This arrangement allows Tingo Mobile’s customers to choose the best network provider for their location from Airtel, MTN, 9 Mobile and Globacom. Tingo Mobile earns a commission on the airtime and data services purchased by its customers, which it receives from its vendor, and which were previously received from Airtel.
  • Tingo Mobile’s Phone Suppliers: Since 2020, Tingo Mobile has purchased mobile phones from two suppliers: UGC Technologies Limited, with which it has had a contractual relationship since December 2020, and Bullitt Mobile, with which it has had a distribution agreement since February 2022.Hindenburg contacted a company called UGC Mobile Technologies in the U.S., not Tingo Mobile’s supplier, UGC Technologies Limited, which has offices in Africa and China. Tingo Mobile has purchased almost all its mobile phones from UGC Technologies Limited to date, with only a small purchase of 1,000 units of Caterpillar branded phones from Bullitt Mobile in 2022.
  • Tingo Mobile’s Taxes: On April 7, 2023, Tingo Mobile paid in full to the Nigeria Federal Inland Revenue Service (“FIRS”) its corporate income tax (“CIT”) and Tertiary Education Tax (“EDT”) for the fiscal year 2022.
  • Tingo Mobile Ghana: The Company’s recently established operations in Ghana are currently conducted exclusively through its trade agreement with the Ashanti Investment Trust. The Company leases mobile telephones to individuals introduced through the Ashanti Investment Trust and such customers also have access to Nwassa. The sim cards, airtime and data are sold to customers through a third-party vendor, as a result of which Tingo Mobile is not required to have a license with the National Communications Authority in Ghana. Tingo Mobile does not currently deal with or accept any new customers other than through its relationship with the Ashanti Investment Trust, it is however preparing to further expand the company’s business in Ghana and is currently recruiting a workforce and building a website to assist in facilitating this.
    • Independent Auditors: The engagement with Brightman Almagor Zohar & Co., a firm in the Deloitte Global Network, was after consideration of the relevant factors regarding the location of auditors. Such factors included that the Company does not have any operations in the U.S., and the consolidation process and preparation for the group’s financial statement and SEC filings is performed by the Company’s finance function in Israel.
      • Bank Balances: Bank statements were obtained directly from the banks used by Tingo Mobile and Tingo Foods, and interviews with the banks were conducted over video conference calls. The bank balances of each company were confirmed at several dates, including at the Quarter End dates of March 31, 2023, June 30, 2023, and as late as August 3, 2023, which reconciled and agreed to each company’s accounting records and financial statements.Tingo Mobile earns interest only on funds held in a fixed deposit account. Due to its cash needs from time to time, Tingo Mobile is unable to encumber a large portion of its funds in a fixed-deposit account that would earn interest.
        • TingoPay: Tingo Mobile entered into a partnership with Visa on September 27, 2021, subsequent to which it has hosted several joint events with Visa, and it also launched a beta version of TingoPay with Visa on February 14, 2023. Prior to contracting with Visa, Tingo Mobile entered into a strategic partnership agreement with Stanbic Bank, dated November 17, 2020, and work was undertaken by the parties to develop an integrated e-wallet solution. After a disagreement over the Tingo Mobile press release in April 2021, the partnership with Stanbic Bank ceased and Tingo Mobile instead entered into the partnership and e-wallet integration with Visa.
        • Tingo Mobile’s NWASSA Platform: The Nwassa USSD platform is pre-loaded on the Tingo Mobile phones that are leased to the cooperatives and their farmers. Other individuals that have their own mobile phone can also register on the Nwassa USSD platform and conduct transactions on the platform. The Nwassa platform can be used by farmers to purchase items such as farming inputs, insurance, micro-loans, or additional airtime. The transactions made through Nwassa are processed by a third-party payment processing company owned by an American multi-national fintech company, which collects a commission payment on behalf of Tingo Mobile on each transaction and remits the commissions to its bank account. Tingo Mobile has confirmed its Q1 2023 reported revenue from the NWASSA platform.
        • Tingo DMCC: Tingo DMCC is the Company’s new agricultural export business. As of June 30, 2023, Tingo DMCC had conducted three export sales transactions totaling $348 million with customers located in neighboring countries within Africa. Tingo DMCC currently conducts its business through its direct contacts and sales leads. It is, however, in the process of developing a separate website for use in the future.
        • Financial Statement Errors: The “errors” identified by Hindenburg in Tingo Group’s financial statements and MD&A in its year-end 2022 Form 10-K and Q1 2023 Form 10-Q were typographical errors that were obvious to the reader from the remainder of the numbers and other information.
          All the information required to be disclosed relating to Certain Relationships and Related Transactions (including the acquisition of Tingo Mobile on November 30, 2022), and Director Independence, was included in the Form 10-K.While the Company’s cash-flow statement inadvertently labeled an increase in trade receivables as a decrease, the numbers themselves were correct. The discrepancies Hindenburg identified between the change in receivables reported on the balance sheet and change in receivables reported in the cash flow statement reflect Hindenburg’s misunderstanding of the numbers and the relevant U.S. GAAP accounting standards, including in relation to how the business combinations that closed during the relevant accounting periods impacted the numbers. In both cases, the “difference” resulted from non-cash adjustments related mainly to the Company’s acquisition of Tingo Mobile in Q4 2022 and its acquisition of Tingo Foods in Q1 2023, all of which were correct.

          • Independent Auditors: The engagement with Brightman Almagor Zohar & Co., a firm in the Deloitte Global Network, was after consideration of the relevant factors regarding the location of auditors. Such factors included that the Company does not have any operations in the U.S., and the consolidation process and preparation for the group’s financial statement and SEC filings is performed by the Company’s finance function in Israel.
          • Bank Balances: Bank statements were obtained directly from the banks used by Tingo Mobile and Tingo Foods, and interviews with the banks were conducted over video conference calls. The bank balances of each company were confirmed at several dates, including at the Quarter End dates of March 31, 2023, June 30, 2023, and as late as August 3, 2023, which reconciled and agreed to each company’s accounting records and financial statements.Tingo Mobile earns interest only on funds held in a fixed deposit account. Due to its cash needs from time to time, Tingo Mobile is unable to encumber a large portion of its funds in a fixed-deposit account that would earn interest.

Having concluded the investigation into the allegations made by Hindenburg against the Company and its businesses, which was deemed to be the highest priority, the Company and its outside counsel will now proceed to investigate Hindenburg’s allegations against the founder of Tingo Mobile and Tingo Foods, Dozy Mmobuosi.

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Naira Slumps to N1,399/$1 in Official Window, N1,430/$1 in Parallel Market

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The Naira continued its slump against the American dollar for the seventh consecutive day on Friday, in both the official and parallel windows.

The domestic currency traded at N1,399.23/$1 and N1,430/$1 respectively.

This is according to data sourced from the Nigerian Autonomous Foreign Exchange Market (NAFEM) window.

At the end of trading on Friday, the Naira lost N89.35 against the dollar when compared to the previous exchange rate of N1,309.88/$1 on Thursday, April 26, 2024.

The intra-day high and low recorded during the day were N1,410/$1 and N1,05/$1 respectively, representing a wide spread of N359/$1.

Similarly, the Naira slumped against the dollar at the parallel section of the market for the seventh consecutive day to trade at N1,430/$1 representing a loss of N10 when compared to the N1,420/$1 it traded the previous day.

However, the Naira gained against the pound. The domestic currency appreciated by N50 against the British Pound to trade at N1,650/£1 as against the previous trading price of N1,700/£1 representing a gain of N50 for the local currency,

The Canadian dollar however closed flat against the Naira to trade at N1,000/CA$1 same as the previous trading day rate.

The Euro also slumped against the Naira to trade at N1,450/€1 as against the rate of N1,500/€1 the previous trading rate indicating a gain of N50 for the Nigerian currency.

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Bureau De Change Operators Seek Unified FX Retail Market

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The Association of Bureau De Change Operators of Nigeria (ABCON) has announced plans to create a unified structure for the retail end of the country’s foreign exchange market.

The association disclosed on Friday that the move would tackle volatility and boost regulatory compliance within that segment of the market.

This move, according to the ABCON President Aminu Gwadabe, is aimed at tackling currency volatility and strengthening regulatory compliance within the sector.

Gwadabe outlined ABCON’s strategy, which involves unifying operators across various categories within the market. The association is establishing state chapters to achieve better market coordination, integration, and ultimately, a single, standardized market structure. This would, in theory, allow authorities to monitor all BDC operators throughout Nigeria more effectively.

He said: “Part of our vision for a united retail-end forex market includes activating geo-mapping and automated BDCs physical office verification exercise using the Remote Gravity Physical verification apps. This will enable forex buyers to easily locate BDCs offices for effective and seamless transactions.”

He reiterated the benefits of a vibrant retail end of the forex market to support the Central Bank of Nigeria’s goal of achieving true price discovery for the Naira, balancing international obligations and national objectives; ensuring ease of regulation, security agencies monitoring and supervision as well as entrenching market visibility for BDC players.

With the world going digital, BDC operators under the ABCON leadership are committed to staying ahead of the competition by deploying time-tested technology to deliver effective services to foreign exchange end-users.

“Finally, we also condemned in its entity, the seeming reappearance of illegal economic behaviours in forex conversion and peer-to-peer trading that pose another recent surprise in naira volatility and I therefore want to warn that while surprises are the new normal, resilience is also the new skills,” Gwadebe explained.

The benefits of a unified market are multifaceted, according to Gwadabe. It would not only address exchange rate fluctuations but also bolster regulatory compliance among BDCs.

This could have a positive impact on the Central Bank of Nigeria’s (CBN) efforts to achieve transparency in foreign exchange pricing. Additionally, a unified structure could enhance the overall image of BDCs and other stakeholders in the market, potentially leading to increased employment opportunities.

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FirstBank Appoints New MD/CEO, Alebiosu

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First Bank of Nigeria has appointed Olusegun Alebiosu as its new Managing Director with effect from April 2024.

The Bank stated this in a release signed by its acting company secretary Adewale Arogundade.

Alebiosu takes from Adesola Adeduntan, who resigned abruptly on Saturday with eight months left to complete his tenure in December 2024.

The release stated that “following the resignation of the managing director/CEO of FirstBank, Dr. Adesola Adeduntan, the Board of Directors has appointed Olusegun Alebiosu as the acting CEO of the 130-year-old institution.

“The appointment takes effect immediately and is subject to the approval of the Central Bank of Nigeria.”

The release stated that Alebiosu was until this appointment the executive director, chief risk officer and executive compliance officer since January 2022. Prior to that, he was the Group executive/ chief risk officer, a position he held since 2016.

“Alebiosu brings to the executive management of FirstBank over 28 years’ experience in the banking and financial services industry with cross-functional exposure to Credit risk management, Financial planning and control, Credit and marketing, Trade, Corporate and commercial banking, Agriculture financing, Oil and Gas, Transportation (including Aviation and Shipping) and Project financing.”

It added that the new acting MD/CEO commenced his professional career in 1991 with Oceanic Bank Plc (now EcoBank) and prior to joining FirstBank in 2016 served as Chief Risk Officer at Coronation Merchant Bank Limited, Chief Credit Risk Officer at African Development Bank Group and Group Head, Credit Policy & Deputy Chief Credit Risk Officer at United Bank for Africa Plc.

“He is an alumnus of Harvard School of Government and holds a Bachelor’s degree in Industrial Relations and Personnel Management. He also obtained a Master’s degree in International Law and Diplomacy from the University of Lagos and holds a Master’s degree in Development Studies from the London School of Economics and Political Science.

“He is a member of various professional bodies namely, Fellow, Institute of Chartered Accountants (FCA), Associate, Nigeria Institute of Management (ANIM), Chartered Institute of Bankers of Nigeria (CIBN) and Member, Nigeria Institute of International Affairs.”

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