Tingo Group Completes Comprehensive Review: Addressing Scrutiny While Showcasing Operational Momentum Across All Business Divisions

Tingo Group, Inc. (NASDAQ: TIO), the rapidly expanding fintech and agri-fintech enterprise headquartered in Montvale, New Jersey, has finalized its thorough examination of concerns raised by short-seller Hindenburg Research. Following an investigation directed by the company’s independent board members and conducted through independent legal counsel and external advisors, Tingo Group has released a detailed clarification addressing the key points of contention.

Tingo Foods: Establishing Meaningful Revenue and Processing Infrastructure

The company’s Tingo Foods division has demonstrated tangible progress in its agricultural value chain operations. During the period spanning September 2022 through March 31, 2023, the business generated Q1 2023 revenue with a documented operating margin of 24.8%, figures that have been independently verified.

Tingo Foods sources raw agricultural commodities from established Nigerian entities, principally the All Farmers Association of Nigeria (AFAN), which facilitates delivery to third-party processing partners. The processed goods are subsequently distributed to major regional wholesalers throughout Nigeria. When the company acquired Tingo Foods’ existing inventory in February 2023, this stock was successfully liquidated to a customer on March 20, 2023, with payment settlement occurring on June 29, 2023.

Construction of Tingo Foods’ dedicated processing facility in Nigeria is advancing substantially, with full food and beverage operations projected to commence during Q2 2024. While preliminary promotional materials from February 2023 utilized stock imagery sourced through an external marketing firm, current project renderings reflect the actual facility specifications. The company maintains active construction contracts and has secured agreements with Evtec Energy Plc (established as a project-specific entity) and TAE Power Solutions Limited (part of a multinational enterprise with over 25 years of operational history) for solar infrastructure development to support the facility’s energy requirements.

Tingo Mobile: Expanding Agricultural Finance Across Cooperative Networks

Tingo Mobile’s device-as-a-service model continues to mature through strategic partnerships with farming cooperatives and agricultural organizations. The company currently leases mobile devices to four cooperative entities: the Kebbi (Dala) Multi-Purpose Cooperative Society (4.5 million units), Ailoje Royal Farms Multi-Purpose Cooperative (4.844 million units), All Farmers Association of Nigeria (AFAN), and Ashanti Investment Trust. These relationships have been formally documented and verified.

Regarding its operational structure, Tingo Mobile does not directly provision airtime and data connectivity services. Instead, the company partners with a third-party telecom vendor, enabling customers to select from Nigeria’s leading network operators—Airtel, MTN, 9Mobile, and Globacom—based on local service quality. Tingo Mobile generates revenue through commissions on subscriber airtime and data purchases, previously sourced through Airtel and currently processed through its designated vendor. This arrangement eliminates the need for a Mobile License from the Nigerian Communications Commission.

The company sources mobile devices from two established suppliers: UGC Technologies Limited (contractual relationship since December 2020) and Bullitt Mobile (distribution agreement since February 2022). UGC Technologies Limited maintains operations across Africa and China, and represents Tingo Mobile’s primary supplier, with only a limited 1,000-unit purchase of Caterpillar-branded devices from Bullitt Mobile occurring in 2022.

On April 7, 2023, Tingo Mobile successfully remitted its complete corporate income tax and Tertiary Education Tax obligations to Nigeria’s Federal Inland Revenue Service (FIRS) for fiscal year 2022.

Nwassa Platform and Payment Integration

The Nwassa USSD platform, pre-installed on Tingo Mobile devices distributed to cooperative members, enables farmer access to agricultural inputs, insurance products, micro-lending facilities, and mobile credit top-ups. Individual users with their own devices can also register independently on the platform. Transaction processing occurs through a third-party payment processor operated by an American multinational fintech corporation, which manages commission collection on behalf of Tingo Mobile and remits revenues to the company’s designated banking accounts. Q1 2023 revenue attributable to the Nwassa platform has been substantiated.

TingoPay: Strategic Evolution with Visa Partnership

Tingo Mobile established its formal partnership with Visa on September 27, 2021, subsequently co-hosting multiple joint initiatives. The companies launched a beta version of TingoPay on February 14, 2023. This partnership followed an earlier strategic collaboration with Stanbic Bank (initiated November 17, 2020), which focused on developing an integrated e-wallet solution. The Stanbic arrangement concluded following internal disagreements regarding communication strategy in April 2021, leading Tingo Mobile to pursue its Visa partnership and integrated payment solution instead.

Tingo DMCC: Agricultural Commodities Export Expansion

Tingo DMCC, the company’s newly established agricultural export division, has commenced operations as an agri-commodities trading platform. As of June 30, 2023, the division completed three export transactions totaling $348 million with customers throughout neighboring African markets. Business development currently proceeds through direct client relationships and sales channels, with future expansion plans involving dedicated digital infrastructure.

Ghana Market Entry and Expansion Strategy

Tingo’s newly established operations in Ghana operate exclusively through a trade partnership with Ashanti Investment Trust. The company leases mobile devices to individuals identified through this partnership, with customers receiving simultaneous access to the Nwassa platform. Telecom services are provisioned via third-party vendor arrangements, obviating the requirement for a National Communications Authority license. Current operations are limited to Ashanti-identified customers, though the company is actively recruiting personnel and developing web infrastructure to facilitate broader market expansion.

Financial and Operational Disclosures

The company addressed certain typographical errors identified in its 2022 Form 10-K and Q1 2023 Form 10-Q filings, noting these represented obvious clerical mistakes evident from contextual financial information. All required disclosures regarding related-party transactions (including the Tingo Mobile acquisition on November 30, 2022) and director independence determinations were properly included in Form 10-K submissions.

Regarding cash flow statement presentation, the company clarified that while trade receivables increases were inadvertently labeled as decreases, the underlying numerical values remained accurate. Apparent discrepancies between balance sheet receivables changes and cash flow statement presentations resulted from non-cash adjustments stemming primarily from the Tingo Mobile acquisition in Q4 2022 and the Tingo Foods acquisition in Q1 2023, both conforming to U.S. GAAP accounting standards.

The company’s audit engagement with Brightman Almagor Zohar & Co. (operating within the Deloitte Global Network) reflects deliberate consideration of operational factors, including the absence of U.S.-based operations and the location of the consolidation and SEC filing preparation functions within the company’s Israeli finance division.

Bank account balances were verified through direct communication with financial institutions serving Tingo Mobile and Tingo Foods, supplemented by video conference interviews with banking representatives. Account balances were confirmed at multiple dates—March 31, 2023, June 30, 2023, and as recently as August 3, 2023—demonstrating reconciliation with corporate accounting records and audited financial statements. Tingo Mobile generates interest income exclusively through fixed-deposit arrangements; operational cash requirements necessitate maintaining most liquid reserves outside fixed-income vehicles.

Leadership and Shareholder Communication

Regarding concerns about Agri-Fintech Holdings’ leadership transition, Christophe Charlier, former co-Chairman of the OTC-listed entity that facilitated Tingo Mobile’s acquisition on November 30, 2022, has never served as a director or participated in company management. His resignation letter, filed with the SEC, referenced solely communication and collaboration concerns within the source entity.

With the investigation into company-specific allegations now complete, Tingo Group and its external counsel will proceed to examine Hindenburg’s assertions regarding founder Dozy Mmobuosi.

About Tingo Group

Tingo Group, Inc. (Nasdaq: TIO) operates as a multinational Fintech and Agri-Fintech portfolio spanning Africa, Southeast Asia, and Middle Eastern markets. Tingo Mobile, the company’s wholly owned subsidiary, functions as Africa’s prominent agri-fintech platform, delivering comprehensive services including device-as-a-service smartphones and value-added digital ecosystems. The organization has contracted partnerships designed to scale subscribed farmer numbers from 9.3 million in 2022 toward 32 million users, offering integrated access to the Nwassa seed-to-sale marketplace, insurance underwriting, microfinance services, and telecommunications. TingoPay, operating as a Visa-partnership SuperApp currently in beta, delivers B2C and B2B financial services encompassing payments, e-wallet functionality, foreign exchange, and merchant processing. Tingo Foods processes raw agricultural commodities into refined products including rice, groundnut oil, nut derivatives, wheat, millet, and maize. Tingo DMCC operates as an agricultural commodity trading and export platform headquartered within Dubai’s Multi Commodities Center. Additional corporate holdings include an insurance brokerage platform serving the Chinese market and Magpie Securities, a regulated fintech services provider operating from Hong Kong and Singapore. For comprehensive information, visit tingogroup.com.

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