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FINGERMOTION, INC. – 10-Q – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FINGERMOTION, INC. - 10-Q - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Written by Publishing Team

The terms “Registrar”, “we”, “us”, “our”, “FingerMotion” and “the Company”
Means FingerMotion, Inc. Or as the context requires, collectively with
Consolidated subsidiaries and companies under contractual control.

Cautionary note regarding forward-looking statements



The following management's discussion and analysis of the Company's financial
condition and results of operations (the "MD&A") contains forward-looking
statements that involve risks, uncertainties and assumptions including, among
others, statements regarding our capital needs, business plans and expectations.
In evaluating these statements, you should consider various factors, including
the risks, uncertainties and assumptions set forth in reports and other
documents we have filed with or furnished to the SEC and, including, without
limitation, this Quarterly Report on Form 10-Q for the nine months ended
November 30, 2021, and our Annual Report on Form 10-K for the fiscal year ended
February 28, 2021, including the consolidated financial statements and related
notes contained therein. These factors, or any one of them, may cause our actual
results or actions in the future to differ materially from any forward-looking
statement made in this document. Refer to "Cautionary Note Regarding
Forward-looking Statements" as disclosed in our Annual Report on Form 10-K for
the fiscal year ended February 28, 2021, and Item 1A, Risk Factors, under Part
II - Other Information of this Quarterly Report.



Introduction



This MD&A is focused on material changes in our financial condition from
February 28, 2021, our most recently completed year end, to November 30, 2021,
and our results of operations for the three months and nine months ended
November 30, 2021, and should be read in conjunction with Item 7, Management's
Discussion and Analysis of Financial Condition and Results of Operations as
contained in our Annual Report on Form 10-K for the fiscal year ended February
28, 2021.



Corporate Information


The company was initially established as property management company
America
employment Jan 23 2014 In the Delaware.



On June 21, 2017, the Company amended its certificate of incorporation to effect
a 1-for-4 reverse stock split of the Company's outstanding common stock, to
increase the authorized shares of common stock to 200,000,000 shares and to
change the name of the Company from "Property Management Corporation of America"
to "FingerMotion, Inc." (the "Corporate Actions"). The Corporate Actions and the
amended certificate of incorporation became effective on June 21, 2017.



Our main executive offices are located in 1460 BroadwayAnd New York, New York
10036 and our phone number at this address is (347) 349-5339.


Share Exchange Agreement



Effective July 13, 2017, the Company entered into that certain Share Exchange
Agreement (the "Share Exchange Agreement") by and among the Company, Finger
Motion Company Limited, a Hong Kong corporation ("FMCL") and certain
shareholders of FMCL (the "FMCL Shareholders"). FMCL, a Hong Kong corporation,
was formed on April 6, 2016 and is an information technology company that
specializes in operating and publishing mobile games. Pursuant to the Share
Exchange Agreement, the Company agreed to exchange the outstanding equity stock
of FMCL held by the FMCL Shareholders for shares of common stock of the Company.
On the closing date of the Share Exchange Agreement, the Company issued
12,000,000 shares of common stock to the FMCL shareholders. In addition, the
Company issued 600,000 shares to consultants in connection with the transactions
contemplated by the Share Exchange Agreement, and 2,562,500 additional shares to
accredited investors, which was a concurrent financing but not a condition of
closing the Share Exchange Agreement.



As a result of the Share Exchange Agreement and the other transactions
contemplated thereunder, FMCL became a wholly owned subsidiary of the Company.
The Company operates its video game division through FMCL. However, in June
2018, the Company decided to pause the operation of the game division as it saw
the opportunity in the telecommunication business and have since refocused
into
this business.



This description of the Share Exchange Agreement does not purport to be complete
and is qualified in its entirety by reference to the terms of the Share Exchange
Agreement, which was filed as an exhibit to our Current Report on Form 8-K filed
with the SEC on July 20, 2017 and incorporated by reference herein.

                                      -24-

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VIE Agreements



On October 16, 2018, the Company, through its indirect wholly owned subsidiary,
Shanghai JiuGe Business Management Co., Ltd. ("JiuGe Management"), entered into
a series of agreements known as variable interest agreements (the "VIE
Agreements") pursuant to which Shanghai JiuGe Information Technology Co., Ltd.
("JiuGe Technology") became our contractually controlled affiliate. The use of
VIE agreements is a common structure used to acquire PRC corporations,
particularly in certain industries in which foreign investment is restricted or
forbidden by the PRC government. The VIE Agreements include a Consulting
Services Agreement, a Loan Agreement, a Power of Attorney Agreement, a Call
Option Agreement, and a Share Pledge Agreement in order to secure the connection
and commitments of the JiuGe Technology. We operate our mobile payment platform
business through JiuGe Technology.



The VIE Agreements included:



      ?     a consulting services agreement through which JiuGe Management is
            mainly engaged in data marketing, technical services, technical
            consulting and business consultancy to JiuGe Technology (the "JiuGe
            Technology Consulting Services Agreement");



      ?     a loan agreement through which JiuGe Management grants a loan to the
            Legal Representative of JiuGe Technology for the purpose of capital
            contribution (the "JiuGe Technology Loan Agreement");



      ?     a power of attorney agreement under which the owner of JiuGe
            Technology has vested their collective voting control over JiuGe
            Technology to JiuGe Management and will only transfer their equity
            interests in JiuGe Technology to JiuGe Management or its

who represents him(s)

Ads

            (the "JiuGe Technology Power of Attorney Agreement");


? A call option agreement under which the owner of JiuGe Technology

            granted to JiuGe Management the irrevocable and unconditional right
            and option to acquire all of their equity interests in JiuGe
            Technology or transfer these rights to a third party (the "JiuGe
            Technology Call Option Agreement"); and


? Share pledge agreement under which the owner of JiuGe Technology owns

            pledged all of their rights, titles and interests in JiuGe 

technology

            to JiuGe Management to guarantee JiuGe Technology's performance 

from her

            obligations under the JiuGe Technology Consulting Services 

an agreement

            (the "JiuGe Technology Share Pledge Agreement").




In the first half of 2018, JiuGe Technology secured contracts with China Unicom
and China Mobile to distribute mobile data for businesses and corporations in 9
provinces/municipalities, namely Chengdu, Jiangxi, Jiangsu, Chongqing, Shanghai,
Zhuhai, Zhejiang, Shaanxi and Inner Mongolia.



In September 2018, JiuGe Technology launched and commercialized mobile payment
and recharge services to businesses for China Unicom. The JiuGe Technology
mobile payment and recharge platform enables the seamless delivery of real-time
payment and recharge services to third-party channels and businesses. We earn a
negotiated rebate amount from each of China Unicom and China Mobile for all
monies paid by consumers to China Unicom and China Mobile that we process. To
encourage consumers to utilize our portal instead of using our competitors'
platforms or paying China Unicom or China Mobile directly, we offer mobile data
and talk time at a rate discounted from these companies' stated rates, which are
also the rates we must pay to them to purchase the mobile data and talk time
provided to consumers through the use of our platform. Accordingly, we earn
income on the rebates we receive from the telecommunications companies, reduced
by the amounts by which we discount the mobile data and talk time sold through
our platform.



In October 2018, China Unicom and China Mobile awarded JiuGe Technology with
contracts that established partnerships for data analysis, that could unlock
potential value-added services.



This description of the VIE Agreements discussed above do not purport to be
complete and are qualified in their entirety by reference to the terms of the
VIE Agreements, which were filed as exhibits to our Current Report on Form 8-K
filed with the SEC on December 27, 2018 and are incorporated by reference
herein.



Beijing technology acquisition



On March 7, 2019, the Company through JiuGe Technology acquired Beijing XunLian
TianXia Technology Co., Ltd. ("Beijing Technology"), a company in the business
of providing mass SMS text services to businesses looking to communicate with
large numbers of their customers and prospective customers. Through Beijing
Technology, the Company entered into the business of mass SMS text message
service as a compliment to its mobile payment and recharge business. The mass
SMS text message service offers bulk SMS services to end consumers with
competitive pricing. Currently, the Company's SMS integrated platform is
processing more than 150 million SMS text messages per month. Beijing Technology
retains a license from the Ministry of Industry and Information Technology to
operate SMS and MMS business in the PRC. Similar to the mobile recharge
business, Beijing Technology is required to make a deposit or bulk purchase in
advance and has secured business customers that will utilize Beijing
Technology's SMS integrated platform to send bulk SMS text messages monthly.
Beijing Technology has the capability to manage and track the entire process,
including to assist the Company's clients to fulfill the government guidelines,
until the SMS messages have been delivered successfully.

                                      -25-

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China Unicom cooperation agreement



On July 7, 2019, JiuGe Technology entered into that certain Yunnan Unicom
Electronic Sales Platform Construction and Operation Cooperation Agreement (the
"Cooperation Agreement") with China United Network Communications Limited Yunnan
Branch ("China Unicom Yunnan"). Under the Cooperation Agreement, JiuGe
Technology is responsible for constructing and operating China Unicom Yunnan's
electronic sales platform through which consumers can purchase various goods and
services from China Unicom Yunnan, including mobile telephones, mobile telephone
service, broadband data services, terminals, "smart" devices and related
financial insurance. The Cooperation Agreement provides that JiuGe Technology is
required to construct and operate the platform's webpage in accordance with
China Unicom Yunnan's specifications and policies, and applicable law, and bear
all expenses in connection therewith. As consideration for the services it
provides under the Cooperation Agreement, JiuGe Technology receives a percentage
of the revenue received from all sales it processes for China Unicom Yunnan
on
the platform.



The Cooperation Agreement expires three years from the date of its signature,
but it may be terminated by (i) JiuGe Technology upon three months' written
notice or (ii) by China Unicom Yunnan unilaterally. The Cooperation Agreement
contains customary representations from each party regarding such party's
authority to enter into and perform under the Cooperation Agreement, and
provides customary events of default, including for various types of failure to
perform. Any disputes arising between the parties under the Cooperation
Agreement will be adjudicated in Chinese courts.



This description of the Cooperation Agreement does not purport to be complete
and is qualified in its entirety by reference to the terms of the Cooperation
Agreement, which was filed as an exhibit to our Current Report on Form 8-K filed
with the SEC on August 9, 2019 and is incorporated by reference herein.



China Mobile Cooperation Agreement

in a December 2020JiuGe Technology has entered into a strategic cooperation
Agreement (“China Mobile Cooperation Agreement”) with China Mobile
Company, China Mobile Financial Technology Co., Ltd. (“China Mobile
Finance”) to explore and create a new future-oriented business model
Combines traditional loyalty point redemption business and e-commerce
A platform designed to create a higher evolution in brand loyalty.



From the beginning of 2020, JiuGe Technology began actively seeking cooperation
with China Mobile Financial, given China Mobile's years of experience in the
financial services industry. Currently, of China Mobile's estimated 900 million
subscribers, only an estimated 600 million currently participate and accumulate
points within the loyalty reward program, often referred to as "Points Mall",
meaning there is still plenty of room for growth. These estimated 600 million
subscribers have accumulated an aggregate of points worth an estimated 20
billion yuan (approximately US$2.86 billion) (Source: China Securities Journal,
"China Mobile will open "points" ecological stock, customer points worth over 20
billion yuan", Yang Jie, November 15, 2019).



The "Points Mall" business is the US equivalent of a loyalty rewards program.
The program uses "points" as a form of currency that allows users to exchange
them for products and services. The loyalty program strives to keep its content
fresh and is on the lookout for partnerships with other unique brands to expand
the universe of redemption products and services offered.



Intercorporate Relationships



The following is a list of all of our subsidiaries and the corresponding date of
jurisdiction of incorporation or organization and the ownership interest of each
entity. All of our subsidiaries are directly or indirectly owned or controlled
by us:



                                           Place of Incorporation /
            Name of Entity                        Formation             Ownership Interest
Finger Motion Company Limited (1)                 Hong Kong                

100%

Finger Motion (CN) Global Limited (2)               Samoa                  

100%

Finger Motion (CN) Limited (3)                    Hong Kong                

100%

Shanghai JiuGe Business Management
Co., Ltd.(4)                                         PRC                   

100%

Shanghai JiuGe Information Technology                                     

contractually

Co., Ltd.(5)                                         PRC                  controlled (5)
Beijing XunLian TianXia Technology                                        Contractually
Co., Ltd.(6)                                         PRC                    controlled
Finger Motion Financial Group
Limited(7)                                          Samoa                      100%
Finger Motion Financial Company
Limited(8)                                        Hong Kong                

100%

Shanghai TengLian JiuJiu Information                                      

contractually

Communication Technology Co., Ltd.(9)                PRC                    controlled


                                      -26-

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Notes:



      (1)   Finger Motion Company Limited is a wholly-owned subsidiary of
            FingerMotion, Inc.

      (2)   Finger Motion (CN) Global Limited is a wholly-owned subsidiary of
            FingerMotion, Inc.

(3) Finger Motion (CN) Limited It is a wholly owned subsidiary of Finger

            Motion (CN) Global Limited.

      (4)   Shanghai JiuGe Business Management Co., Ltd. is a wholly-owned
            subsidiary of Finger Motion (CN) Limited.

(5) Shanghai JiuGe Information Technology Co., Ltd. It is a variable benefit

            entity that is contractually controlled by Shanghai JiuGe 

Business

            Management Co., Ltd.

(6) Beijing XunLian TianXia Technology Co., Ltd. It is a 99% owned subsidiary.

            of Shanghai JiuGe Information Technology Co., Ltd.

(7) Finger Motion Financial Group Limited It is a wholly owned subsidiary of

            FingerMotion, Inc.

(8) Finger Motion Financial Co., Ltd. It is a wholly owned subsidiary

            of Finger Motion Financial Group Limited.

      (9)   Shanghai TengLian JiuJiu Information Communication Technology Co.,
            Ltd. is a 99% owned subsidiary of Shanghai JiuGe Information
            Technology Co., Ltd.




Overview



The Company operates the following lines of business: (i) telecommunications
products and services; (ii) SMS and MMS service; (iii) a rich communication
services (RCS) platform; (iv) big data insights; and (v) a video game division
(inactive).


Communication products and services



The Company's current product mix consisting of payment and recharge services,
data plans, subscription plans, mobile phones, loyalty points redemption and
other products bundles (i.e. mobile protection plans). Chinese mobile phone
consumers often utilize third-party e-marketing websites to pay their phone
bills. If the consumer connected directly to the telecommunications provider to
pay his or her bill, the consumer would miss out on any benefits or marketing
discounts that e-marketers provide. Thus, consumers log on to these e-marketer's
websites, click into their respective phone provider's store, and "top up," or
pay, their telecommunications provider for additional mobile data and talk time.



To connect to the respective mobile telecommunications providers, these
e-marketers must utilize a portal licensed by the applicable telecommunication
company that processes the payment. We have been granted one of these licenses
by China United Network Communications Group Co., Ltd. ("China Unicom") and
China Mobile Communications Corporation ("China Mobile"), each of which is a
major telecommunications provider in China. We principally earn revenue by
providing mobile payment and recharge services to customers of China Unicom
and
China Mobile.



We conduct our mobile payment business through Shanghai JiuGe Technology Co.,
Ltd. ("JiuGe Techology"), our contractually controlled affiliate through the
entry into a series of agreements known as variable interest agreements (the
"VIE Agreements") in October 2018. In the first half of 2018, JiuGe Technology
secured contracts with China Unicom and China Mobile to distribute mobile data
for businesses and corporations in nine provinces/municipalities, namely
Chengdu, Jiangxi, Jiangsu, Chongqing, Shanghai, Zhuhai, Zhejiang, Shaanxi, Inner
Mongolia, Henan and Fujian. In September 2018, JiuGe Technology launched and
commercialized mobile payment and recharge services to businesses for China
Unicom. In May 2021, JiuGe Technology signed a volume-based agreement with China
Mobile Fujian to offer recharge services to the Fujian province which we have
launched and commercialized in November 2021.



The JiuGe Technology mobile payment and recharge platform enables the seamless
delivery of real-time payment and recharge services to third-party channels and
businesses. We earn a rebate from each telecommunications company on the funds
paid by consumers to the telecommunications companies we process. To encourage
consumers to utilize our portal instead of using our competitors' platforms or
paying China Unicom or China Mobile directly, we offer mobile data and talk time
at a rate discounted from these companies' stated rates, which are also the
rates we must pay to them to purchase the mobile data and talk time provided to
consumers through the use of our platform. Accordingly, we earn income on the
rebates we receive from China Unicom and China Mobile, reduced by the amounts by
which we discount the mobile data and talk time sold through our platform.



FingerMotion started and commercialized its "Business to Business" ("B2B") model
by integrating with various e-commerce platforms to provide its mobile payment
and recharge services to subscribers or end consumers. In the first quarter of
2019 FingerMotion expanded its business by commercializing its first "Business
to Consumer" ("B2C") model, offering the telecommunication providers' products
and services, including data plans, subscription plans, mobile phones, and
loyalty points redemption, directly to subscribers or customers of the
e-commerce companies, such as PinDuoDuo ("PDD"), TMall ("TMALL") and JD.Com
("JD"). The Company is planning to further expand its universal exchange
platform by setting up B2C stores on several other major e-commerce platforms in
China. In addition to that, we have been assigned as one of China's Mobile's
loyalty redemption partner where we will be providing the services for their
customers via our platform.

                                      -27-

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Additionally, as previously disclosed, on July 7, 2019, JiuGe Technology, our
contractually controlled affiliate, entered into that certain Yunnan Unicom
Electronic Sales Platform Construction and Operation Cooperation Agreement (the
"Cooperation Agreement") with China Unicom's Yunnan subsidiary. Under the
Cooperation Agreement, JiuGe Technology is responsible for constructing and
operating China Unicom's electronic sales platform through which consumers can
purchase various goods and services from China Unicom, including mobile
telephones, mobile telephone service, broadband data services, terminals,
"smart" devices and related financial insurance. The Cooperation Agreement
provides that JiuGe Technology is required to construct and operate the
platform's webpage in accordance with China Unicom's specifications and
policies, and applicable law, and bear all expenses in connection therewith. As
consideration for the service it provides under the Cooperation Agreement, JiuGe
Technology receives a percentage of the revenue received from all sales it
processes for China Unicom on the platform. The Cooperation Agreement expires
three years from the date of its signature, but it may be terminated by (i)
JiuGe Technology upon three months' written notice or (ii) by China Unicom
unilaterally.



During the recent fiscal year, the Company expanded its offering under their
telecommunication product and services by increasing their product line revenue
streams. In March 2020, FingerMotion secure a contract with both China Mobile
and China Unicom to acquire new users to take up the respective subscription
plans. On December 2, 2020, our contractually controlled subsidiary, Shanghai
JiuGe Information Technology Co., Ltd., and China Mobile Financial Technology
Co., Ltd., a subsidiary of China Mobile, signed a strategic cooperation
agreement to explore and create a new forward-leaning business model that
combines the traditional loyalty point redemption business with an e-commerce
platform designed to create a higher evolution of brand loyalty. Recently, in
February 2021, we increased the mobile phones sales to end users using all of
our platforms. This business will continue to contribute to the overall revenue
for the group as part of our offering to our customers.



SMS and MMS Services



On March 7, 2019, the Company through JiuGe Technology acquired Beijing XunLian
TianXia Technology Co., Ltd. ("Beijing Technology"), a company in the business
of providing mass SMS text services to businesses looking to communicate with
large numbers of their customers and prospective customers. With this
acquisition, the Company expanded into a second partnership with the telecom
companies by acquiring bulk Short Message Service ("SMS") and Multimedia
Messaging Service ("MMS") bundles at reduced prices and offering bulk SMS
services to end consumers with competitive pricing. FingerMotion's subsidiary,
Beijing Technology, retains a license from the Ministry of Industry and
Information Technology ("MIIT") to operate the SMS and MMS business in the PRC.
Similar to the mobile payment and recharge business, Beijing Technology is
required to make a deposit or bulk purchase in advance and has secured business
customers, including premium car manufacturers, hotel chains, airlines and
e-commerce companies, that utilize Beijing Technology's SMS integrated platform
to send bulk SMS text messages monthly. Beijing Technology has the capability to
manage and track the entire process, including guiding the Company's customer to
meet MIIT's guidelines on messages composed, until the SMS messages have been
delivered successfully.



Rich Communication Services


In March 2020, the Company began development of an RCS platform, also known as
MaaP (Messaging as a Platform). This RCS platform will be a proprietary business
messaging platform that enables businesses and brands to communicate and service
their customers on the 5G infrastructure, delivering a better and more efficient
user experience at a lower cost. For example, with the new 5G RCS message
service, consumers will have the ability to list available flights by sending a
message regarding a holiday and will also be able to book and buy flights by
sending messages. This will allow telecommunication providers like China Unicom
and China Mobile to retain users on their systems, without having to utilize
third party apps or log onto the internet, which will increase their user
retention. We expect this to open up a new marketing channel for the Company's
current and prospective business partners.



Big Data Insights



In July 2020, the Company launched its proprietary technology platform
"Sapientus" as its big data insights arm to deliver data-driven solutions and
insights for businesses within the insurance, healthcare, and financial services
industries. The Company applies its vast experience in the insurance and
financial services industry and capabilities in technology and data analytics to
develop revolutionary solutions targeted towards insurance and financial
consumers. Integrating diverse publicly available information, insurance and
financial based data with technology and finally registering them into the
FingerMotion telecommunications and insurance ecosystem, the Company would be
able to provide functional insights and facilitate the transformation of key
components of the insurance value chain, including driving more effective and
efficient underwriting, enabling fraud evaluation and management, empowering
channel expansion and market penetration through novel product innovation, and
more. The ultimate objective is to promote, enhance and deliver better value to
our partners and customers.

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The Company's proprietary risk assessment engine offers standard and customized
scoring and appraisal services based on multi-dimensional factors. The Company
has the ability to provide potential customers and partners with insights-driven
and technology-enabled solutions and applications including preferred risk
selection, precision marketing, product customization, and claims management
(e.g., fraud detection). The Company's mission is to deliver the next generation
of data-driven solutions in the financial services, healthcare, and insurance
industries that result in more accurate risk assessments, more efficient
processes, and a more delightful user experience.



On or around January 25, 2021, the Company's wholly owned subsidiary, Finger
Motion Financial Company Limited's, big data analytic arm branded "Sapientus,"
entered into a services agreement with Pacific Life Re, a global life reinsurer
serving the insurance industry with a comprehensive suite of products and
services.



Our Video Game Division



The video game industry covers multiple sectors and is currently experiencing a
move away from physical games towards digital software. Advances in technology
and streaming now allow users to download games rather than visiting retailers.
Video game publishers are expanding their direct-to-consumer channels with
mobile gaming, the current growth leader, and eSports and virtual reality
gaining momentum as the next big sectors.



In June 2018, we temporarily paused its publishing and operating plans for
existing games, and the Company's board of directors decided to re-focus the
company's resources into new business opportunities in China, particularly the
mobile phone payment and data business.



Results of Operations


Three months are up November 30, 2021 Compared to three months ago November 30
2020



The following table sets forth our results of operations for the periods
indicated:



                                                                        For the three months ended
                                                                November 30, 2021        November 30, 2020
Revenue                                                        $         5,901,899      $         4,881,601
Cost of revenue                                                $        (4,934,824 )    $        (4,261,058 )
Total operating expenses                                       $        (2,031,080 )    $        (1,301,974 )
Total other income (expenses)                                  $            26,833      $           (24,215 )
Net Loss attributable to the Company's shareholders            $        (1,036,619 )    $          (708,153 )
Foreign currency translation adjustment                        $            85,965      $            94,707
Comprehensive loss attributable to the Company                 $          (950,825 )    $          (613,761 )
Basic Loss Per Share attributable to the Company               $             (0.02 )    $             (0.02 )
Diluted Loss Per Share attributable to the Company             $           
 (0.02 )    $             (0.02 )


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 Revenue


The following table shows the company’s revenues from its three lines
Business for the periods indicated:


                                                             For the three months ended
                                                     November 30, 2021         November 30, 2020        Change (%)
 Telecommunication Products & Services              $         3,281,733    
  $           482,575               580 %
 SMS & MMS Business                                 $         2,620,166       $         4,399,026               -40 %
 Big Data                                           $                 -       $                 -                 - %
 Total Revenue                                      $         5,901,899       $         4,881,601                21 %




We recorded $5,901,899 in revenue for the three months ended November 30, 2021,
an increase of $1,020,298 or 21%, compared to the three months ended November
30, 2020. This increase resulted from an increase in revenue of $2,799,158 from
our Telecommunication Products & Services, offset in part by a decrease of
$1,778,860 from our SMS & MMS business. We principally earn revenue by providing
mobile payment and recharge services to customers of telecommunications
companies in China. Specifically, we earn a negotiated rebate amount from the
telecommunications companies for all monies paid by consumers to those companies
that we process. As we continue to develop our mobile recharge business, we
expect that revenues will continue to grow especially on the new collaboration
with China Mobile on Fujian province. Our SMS texting service saw a drop in the
comparative quarter last year as we are redistributing our resources to expand
the Telecommunication Products & Services as opportunity arises. This trend will
continue to better manage our resources to enable a healthier overall profit
margin. We also earned revenue during the most recently completed fiscal year
from our new venture on subscription plan acquisition and mobile phone sales.
The Company expects and hopes that these new product offerings will continue to
provide additional revenue for the Company in the future. During the last
quarter of the fiscal year, our Big Data division secured a contract with
Pacific Life Re, a global life reinsurance serving the insurance industry with
comprehensive suite of products and services, to develop a holistic
multi-faceted risk rating concept, leveraging the Company's proprietary approach
to analytics by drawing data from novel sources and filtering them through
advance algorithms with the ultimate goal to apply new insights generated from
our FingerMotion's predictive model to the traditional insurance industry. This
division has since recorded revenue and we expect additional revenue from this
division in the future.



Cost of Revenue



The following table sets forth the Company's cost of revenue for the periods
indicated:



                                                  For the three months ended
                                          November 30, 2021        November 30, 2020

Communication products and services $2,315,308 $

  159,592
 SMS & MMS Business                      $         2,529,516      $         4,101,466
 Big Data                                $            90,000      $                 -
 Total Cost of Revenue                   $         4,934,824      $         4,261,058




We recorded $4,934,824 in costs of revenue for the three months ended November
30, 2021, an increase of $673,766 or 16%, compared to the three months ended
November 30, 2020. As previously mentioned, we principally earn revenue by
providing mobile payment and recharge services to customers of
telecommunications companies, subscription plans and mobile phone sales in
China. To earn this revenue, we incur cost of the product, certain customer
acquisition costs, including discounts to our customers and promotional
expenses, which is reflected in our cost of revenue.



Gross profit


Our gross profit for the three months ended November 30, 2021 was $967,075, an
increase of $346,532 or 56%, compared to the three months ended November 30,
2020. This increase in gross profit resulted from higher revenue for the period.



Amortization & Depreciation



We recorded depreciation of $14,721 for fixed assets for the three months ended
November 30, 2021, a decrease of $31,013 or 68%, compared to the three months
ended November 30, 2020. This decrease resulted as a portion of our intangible
assets have been fully amortized.

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General and administrative expenses

The following table shows the company’s general and administrative expenses
For the periods indicated:


                               For the three months ended
                       November 30, 2021         November 30, 2020
 Accounting           $            47,041       $            15,650
 Consulting           $           556,071       $           304,277
 Entertainment        $            53,091       $            37,602
 IT                   $            38,005       $            16,826
 Rent                 $            27,915       $            14,320
 Salaries & Wages     $           655,589       $           338,156
 Technical Fee        $            41,328       $                 -
 Travelling           $            18,712       $            29,436
 Others               $            83,362       $            37,283
 Total G&A Expenses   $         1,521,114       $           793,550



we registered $1,521,114 In general and administrative expenses for the three
months ending November 30, 2021, increase b $727.564 or 92% compared to
Three months are up November 30, 2020. Increase consulting and staff
Salaries are basically the result of building our three lines
Business.



Marketing Cost



The following table sets forth the Company's marketing cost for the periods
indicated:



                           For the three months ended
                  November 30, 2021          November 30, 2020
Marketing Cost   $           240,299        $           136,960



We recorded $240,299 in marketing cost for the three months ended November 30,
2021 for our telecommunication products and services business. Marketing costs
represent the costs of promoting our product offerings through all our platforms
including other digital marketing expenses.



Research & Development



The following table sets forth the Company's research & development for the
periods indicated:



                                   For the three months ended
                          November 30, 2021          November 30, 2020
Research & Development   $           158,055        $           124,723


We have incurred fees $158,055 In research and development for three months
I finish November 30, 2021 compared to $124,723 For the three months ending
November 30, 2020. more $33,332 or 27% was due to increased data access
and usage fees charged by telecom companies.



The Insurtech division of FingerMotion focuses on consumer behavioral insights
extraction for the purpose of risk assessment. Insights are mined from a
multitude of data sources, harmonized with the objectives of our various
business partners. The initial phase of business application is to focus on
insurance industry particularly in the area of underwriting risk rating,
complementary claims adjudication and assessment, and risk segmentation & market
penetration.


This department consists of actuaries, data scientists and computer experts
programmers.

Research and development expenditures include wages and related salaries,
Data access fees and IT infrastructure.

Phase 1 Modeling in Phase 1 – Analytical Framework and Business
Applications and target for marketing have been completed by mid
2022 calendar.

                                      -31-

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Share Compensation Expenses



The following table sets forth the Company's share compensation expenses for the
periods indicated:



                                            For the three months ended
                                   November 30, 2021          November 30, 2020
  Share compensation expenses     $            96,891        $          
201,007




We incurred fees of $96,891 in share issuance for consultants in consideration
of the services which have been provided to the company for the three months
ended November 30, 2021, a decrease of $104,116 or 52% as compared to $201,007
for the three months ended November 30, 2020. The decrease was due to some of
the expired advisory and consultation services.



Operating Expenses



We recorded $2,031,080 in operating expenses for the three months ended November
30, 2021, as compared to $1,301,974 in operating expenses for the three months
ended November 30, 2020. The increase of $729,106 or 56% for the three months
ended November 30, 2021 is as set forth above.



Net loss to the company’s shareholders

The net loss attributable to the Company's shareholders was $1,036,619 for the
three months ended November 30, 2021 and $708,153 for the three months ended
November 30, 2020. The increase in net loss attributable to the Company's
shareholders of $328,466 or 46% resulted primarily from the increase in total
operating expenses as discussed above.



Nine months are up November 30, 2021 Compared to nine months ago November 30
2020



The following table sets forth our results of operations for the periods
indicated:



                                                                        For the nine months ended
                                                                November 30, 2021        November 30, 2020
Revenue                                                        $        17,285,302      $        11,245,589
Cost of revenue                                                $       (15,001,674 )    $       (10,072,216 )
Total operating expenses                                       $        (5,591,170 )    $        (3,324,717 )
Total other income (expenses)                                  $           (93,753 )    $           (93,069 )
Net Loss attributable to the Company's shareholders            $        (3,404,273 )    $        (2,247,253 )
Foreign currency translation adjustment                        $            58,611      $           106,446
Comprehensive loss attributable to the Company                 $        (3,345,830 )    $        (2,141,218 )
Basic Loss Per Share attributable to the Company               $             (0.08 )    $             (0.07 )
Diluted Loss Per Share attributable to the Company             $           
 (0.08 )    $             (0.07 )




Revenue


The following table shows the company’s revenues from its three lines
Business for the periods indicated:


                                                             For the nine months ended
                                                     November 30, 2021        November 30 2020        Change (%)
 Telecommunication Products & Services              $         6,730,108    
 $        1,583,461               325 %
 SMS & MMS Business                                 $        10,423,776      $        9,662,128                 8 %
 Big Data                                           $           131,418      $                -               100 %
 Total Revenue                                      $        17,285,302      $       11,245,589                54 %




We recorded $17,285,302 in revenue for the nine months ended November 30, 2021,
an increase of $6,039,713 or 54%, compared to the nine months ended November 30,
2020. This increase resulted from an increase in revenue of $5,146,647, $761,648
and $131,418 from our Telecommunication Products & Services, SMS & MMS business
and Big Data business, respectively. We principally earn revenue by providing
mobile payment and recharge services to customers of telecommunications
companies in China. Specifically, we earn a negotiated rebate amount from the
telecommunications companies for all monies paid by consumers to those companies
that we process. As we continue to develop our mobile recharge business, we
expect that revenues will continue to grow. Our SMS texting service has
experienced a small growth only compared to last year. We are redistributing our
resources to our other products when the opportunity arises to secure a better
overall gross margin mix for the Company. We also earned revenue during the most
recently completed fiscal year from our new venture on subscription plan
acquisition and mobile phone sales. The Company expects and hopes that these new
product offerings will continue to provide additional revenue for the Company in
the future. During the last quarter of the fiscal year, our Big Data division
secured a contract with Pacific Life Re, a global life reinsurance serving the
insurance industry with comprehensive suite of products and services, to develop
a holistic multi-faceted risk rating concept, leveraging the Company's
proprietary approach to analytics by drawing data from novel sources and
filtering them through advance algorithms with the ultimate goal to apply new
insights generated from our FingerMotion's predictive model to the traditional
insurance industry. This division has since recorded revenue and we expect
additional revenue from this division in the future.

                                      -32-

  Table of Contents

Cost of Revenue



The following table sets forth the Company's cost of revenue for the periods
indicated:



                                                  For the nine months ended
                                          November 30, 2021       November 30, 2020

Communication Products and Services $5,005,278 $

 928,451
 SMS & MMS Business                      $         9,726,396     $         9,143,765
 Big Data                                $           270,000     $                 -
 Total Cost of Revenue                   $        15,001,674     $        10,072,216




We recorded $15,001,674 in costs of revenue for the nine months ended November
30, 2021, an increase of $4,929,458 or 49%, compared to the nine months ended
November 30, 2020. As previously mentioned, we principally earn revenue by
providing mobile payment and recharge services to customers of
telecommunications companies, subscription plans and mobile phone sales in
China. To earn this revenue, we incur cost of the product, certain customer
acquisition costs, including discounts to our customers and promotional
expenses, which is reflected in our cost of revenue.



Gross profit



Our gross profit for the nine months ended November 30, 2021 was $2,283,628, an
increase of $1,110,255 or 95%, compared to the nine months ended November 30,
2020. This increase in gross profit resulted from higher revenue for the period.



Amortization & Depreciation


We recorded a decrease in value $43,544 For fixed assets for the nine months ended
November 30, 2021, down 9807 dollars or 18% compared to the nine months
I finish November 30, 2020. The decrease is attributable to some fully depreciated assets.

General and administrative expenses

The following table shows the company’s general and administrative expenses
For the periods indicated:


                               For the nine months ended
                       November 30, 2021       November 30, 2020
 Accounting           $           143,918     $            41,995
 Consulting           $         1,469,484     $           844,805
 Entertainment        $           134,159     $            98,264
 IT                   $            74,684     $            62,408
 Rent                 $            80,060     $            86,431
 Salaries & Wages     $         1,870,805     $           982,735
 Technical Fee        $            96,964     $            25,197
 Travelling           $            69,604     $            57,538
 Others               $           206,097     $           179,193
 Total G&A Expenses   $         4,145,775     $         2,378,566



we registered $4,145,775 In general and administrative expenses for the nine
months ending November 30, 2021, increase b $176,209 or 74% compared to
Nine months are over November 30, 2020. Increase consulting and staff
Salaries are basically the result of building our three lines
Business.

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Marketing Cost



The following table sets forth the Company's marketing cost for the periods
indicated:



                           For the nine months ended
                  November 30, 2021          November 30, 2020
Marketing Cost   $           384,381        $           268,216




We recorded $384,381 in marketing cost for the nine months ended November 30,
2021 for our telecommunication products and services business. Marketing costs
represent the costs of promoting our product offerings through all our platforms
including other digital marketing expenses.



Research & Development



The following table sets forth the Company's research & development for the
periods indicated:



                                   For the nine months ended
                          November 30, 2021          November 30, 2020
Research & Development   $           438,033        $           351,867


We incurred fees of $438,033 in research & development for the nine months ended
November 30, 2021 as compared to $351,867 for the nine months ended November 30,
2020. The increase of $86,166 or 24% was due to higher data access and usage
fees charged by telecommunications companies.



The Insurtech division of FingerMotion focuses on consumer behavioral insights
extraction for the purpose of risk assessment. Insights are mined from a
multitude of data sources, harmonized with the objectives of our various
business partners. The initial phase of business application is to focus on
insurance industry particularly in the area of underwriting risk rating,
complementary claims adjudication and assessment, and risk segmentation & market
penetration.


This department consists of actuaries, data scientists and computer experts
programmers.

Research and development expenditures include wages and related salaries,
Data access fees and IT infrastructure.

Phase 1 Modeling in Phase 1 – Analytical Framework and Business
Applications and target for marketing have been completed by mid
2022 calendar.



Share Compensation Expenses



The following table sets forth the Company's share compensation expenses for the
periods indicated:



                                        For the nine months ended
                               November 30, 2021          November 30, 2020
Share compensation expenses   $           579,437        $           272,717




We incurred fees of $579,437 in share issuance for consultants in consideration
of the services which have been provided to the company for the nine months
ended November 30, 2021 as compared to $272,717 for the nine months ended
November 30, 2020. The increase of $306,720 or 112% was due to more consultants
being compensated with shares of the Company.



Operating Expenses



We recorded $5,591,170 in operating expenses for the nine months ended November
30, 2021, as compared to $3,324,717 in operating expenses for the nine months
ended November 30, 2020. The increase of $2,266,453 or 68%, for the nine months
ended November 30, 2021 is as set forth above.



Net loss to the company’s shareholders

The net loss attributable to the Company's shareholders was $3,404,273 for the
nine months ended November 30, 2021 and $2,247,253 for the nine months ended
November 30, 2020. The increase in net loss attributable to the Company's
shareholders of $1,157,020 or 51% resulted primarily from the increase in total
operating expenses as discussed above.

                                      -34-

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Liquidity and capital resources

The following table shows our cash and working capital as of November 30
2021
And February 28, 2021:


                                                                As at November 30, 2021        As at February 28, 2021
Cash reserves                                                  $               1,116,448      $                 850,717
Working capital (deficiency)                                   $           
   5,489,655      $               2,992,232




At November 30, 2021, we had cash and cash equivalents of $1,116,448 as compared
to cash and cash equivalents of $850,717 at February 28, 2021. In order for us
to continue to operate our mobile payment business, we must deposit funds with
our telecommunication companies from time to time in order to obtain access to
the mobile data and talk-time we make available to consumers on our portal.
Accordingly, the amount of cash we have on hand fluctuates significantly from
period to period. The Company otherwise does not have any planned capital
expenditures and has historically funded its operations from revenues and sales
of securities, including convertible debt securities. We believe that our cash
on hand, cash equivalents and short-term investments, along with our revenues
from operations, will fund our projected operating requirements, fund our
current operations and repay our outstanding indebtedness, in each case, for at
least the next 12 months. However, to grow our business substantially, we will
need to increase the amount of funds we have deposited with the
telecommunications companies for which we process mobile recharge payments.
Accordingly, we expect to seek additional capital through public or private
sales of our equity or debt securities, or both. We might also enter into
financing arrangements with commercial banks or non-traditional lenders. We
cannot provide investors with any assurance that we will be able to raise
additional funding from the sale of our equity or debt securities, or both, in
order to increase our deposits with our telecommunications company clients, or
if available, that such funding will be on terms acceptable to us.



We did, however, raise $4,674,498 through the sale of shares of our common stock
in private placement transactions exempt from the registration requirements of
the United States Securities Act of 1933, as amended, during the nine months
ended November 30, 2021.



Statement of Cashflows



The following table provides a summary of cash flows for the periods presented:



                                                                        For the nine months ended
                                                                November 30, 2021        November 30, 2020
Net cash used in operating activities                          $        (5,122,691 )    $        (4,133,370 )
Net cash used in investing activities                          $           (13,776 )    $          (320,629 )
Net cash provided by financing activities                      $         5,364,193      $         5,226,207
Effect of exchange rates on cash & cash equivalents            $            38,005      $           113,976
Net increase (decrease) in cash and cash equivalents           $          
265,731      $           886,184



Cash flow used in operating activities



Net cash used in operating activities increased by $989,321 in the nine months
ended November 30, 2021 compared to the nine months ended November 30, 2020,
primarily due to an increase in prepayment and deposit of ($2,798,735) (November
30, 2020: $814,310), increase in other receivable of ($646,529) (November 30,
2020: ($1,278,777)), increase in inventories of ($14,508) (November 30, 2020:
($1,380)), decrease in accounts payable of ($798,171) (November 30, 2020:
$386,507), decrease in lease liability of ($3,191) (November 30, 2020:
($17,797)); offset by a decrease in account receivable of $760,120 (November 30,
2020: ($1,382,141)), and an increase in accrual and other payable of $1,156,637
(November 30, 2020: ($66,702)).



cash flow used in investing activities

During the nine-month period ending November 30, 2021investment activities,
decreased by $306,853 Compared to the nine-month period ended November 30, 2020.

Cash flow provided by financing activities

During the nine-month period ending November 30, 2021Activities financing
increased rate 137,986 dollars Compared to the nine-month period ended November 30
2020
, which was primarily due to the proceeds of our stock issuance
Ordinary shares sold.

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  Table of Contents

Balance Sheet Arrangements



There are no off-balance sheet arrangements that have or are reasonably likely
to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.



Subsequent Events


On December 28, 2021, the Company's board of directors approved and granted in
aggregate 4,545,500 stock options, of which 1,169,500 stock options were granted
to certain directors and officers of the Company, having an exercise price of
$8.00 per share and an expiry date of five years from the date of grant. The
stock options have vesting provisions of 20% on the date of grant and 20% on
each of the first, second, third and fourth anniversary of the date of grant.



employment December 28, 2021, the company’s shares have been listed from the common stock for trading
On the Nasdaq Capital Market under the current trading symbol “FNGR”.

employment January 7 2022, the company issued a total of 55,000 shares of our stock
Ordinary shares of two entities in accordance with advisory agreements.

SIGNIFICANT ACCOUNTING POLICIES

For a complete summary of all of our significant accounting policies refer to
Note 2: Summary of Principal Accounting Policies of the Notes to the Condensed
Consolidated Financial Statements as presented under Item 8, Financial
Statements and Supplementary Data in our Annual Report on Form 10-K for our
fiscal year ended February 28, 2021.



See “Significant Accounting Policies” under Clause 7, Management Discussion
And analyze the financial position and results of operations in our annual website
Report on Form 10-K for our ending fiscal year February 28, 2021.

Recently released accounting data

The company does not believe that the accounting was issued recently but is not yet effective
The standards, if currently adopted, would have a material impact on
Consolidated financial position and statements of operations and cash flows.

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