UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
☒
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended: December 31, 2021
☐
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the transition period from _____________ to _________________
Commission
File No. 333-206097
ADDENTAX
GROUP CORP.
(Exact
name of registrant as specified in its charter)
Nevada
35-2521028
(State
or other jurisdiction of
(I.R.S.
Employer
incorporation
or formation)
Identification
Number)
Kingkey
100, Block A , Room 4805 ,
Luohu
District , Shenzhen City , China 518000
(Address
of principal executive offices)
+ (86) 755
8233 0336
(Registrant’s
telephone number )
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock
ATXG
OTC
Markets
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 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.
☒
Yes ☐ No
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).
☒
Yes ☐ No
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”
and “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ☐
Accelerated
filer ☐
Non-accelerated
filer ☒
Smaller
reporting company ☒
Emerging
growth ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
As
of, February 14, 2022, there were 26,693,004
shares outstanding of the registrant’s
common stock.
TABLE
OF CONTENTS
PART I – FINANCIAL INFORMATION
Item
1.
Financial Statements (Unaudited)
F-1
Item
2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
3
Item
3.
Quantitative and Qualitative Disclosures About Market Risk
17
Item
4.
Controls and Procedures
17
PART II – OTHER INFORMATION
Item
1.
Legal Proceedings
18
Item
1A.
Risk Factors
18
Item
2.
Unregistered Sales of Equity Securities and Use of Proceeds
18
Item
3.
Defaults Upon Senior Securities
18
Item
4.
Mine Safety Disclosures
18
Item
5.
Other Information
18
Item
6.
Exhibits
18
2
PART
I – FINANCIAL INFORMATION
Item
1. Financial Statements and Supplementary Data
ADDENTAX
GROUP CORP.
FINANCIAL
STATEMENTS
For
the nine months ended December 31, 2021 and 2020
TABLE
OF CONTENTS
Condensed Consolidated Balance sheets as of December 31, 2021 and March 31, 2021 (unaudited)
F-2
Condensed Consolidated Statements of Income and Comprehensive Income for the Nine months ended December 31, 2021 and 2020 (unaudited)
F-3
Condensed Consolidated Statements of Changes in Equity for the nine months ended December 31, 2021 and 2020 (unaudited)
F-4
Condensed Consolidated Statements of Cash Flows for the nine months ended December 31, 2021 and 2020 (unaudited)
F-5
Notes to Condensed Consolidated Financial Statements for the nine months ended December 31, 2021 and 2020 (unaudited)
F-6
– F-14
F- 1
ADDENTAX
GROUP CORP. AND SUBSIDIARIES
UNAUDITED
CONDENSED CONSOLIDATED BALANCE SHEETS
(In
U.S. Dollars, except share data or otherwise stated)
(UNAUDITED)
December
31, 2021
March
31, 2021
ASSETS
CURRENT ASSETS
Cash and cash equivalents
$ 506,342
$ 1,845,077
Accounts receivables, net
1,718,991
4,757,518
Inventories
298,196
270,434
Prepayments and other receivables
610,621
684,161
Advances to suppliers
1,522,370
355,454
Amount due from related
party
171,364
84,838
Total current assets
4,827,884
7,997,482
NON-CURRENT ASSETS
Plant and equipment, net
869,603
793,977
Long-term prepayments
9,348
-
Operating lease right
of use asset
7,307,883
9,632,625
Total non-current assets
8,186,834
10,426,602
TOTAL
ASSETS
$ 13,014,718
$ 18,424,084
LIABILITIES
AND EQUITY
CURRENT LIABILITIES
Short-term loan
$ 157,354
$ 152,607
Accounts payable
1,221,731
3,121,373
Amount due to related parties
3,536,615
4,913,964
Advances from customers
34,683
3,029
Accrued expenses and other payables
778,260
681,984
Operating lease liability
current portion
3,701,925
3,555,458
Total current liabilities
9,430,568
12,428,415
NON-CURRENT LIABILITIES
Operating lease liability
3,605,958
6,077,167
TOTAL
LIABILITIES
$ 13,036,526
$ 18,505,582
EQUITY
(deficit)
Common stock ($ 0.001 par value, 50,000,000 shares authorized, 26,693,004
shares issued and outstanding at December 31, 2021 and March 31, 2021)
$ 26,693
$ 26,693
Additional paid-in capital
6,815,333
6,815,333
Accumulated Deficit
( 6,711,641 )
( 6,834,228 )
Statutory reserve
13,821
13,821
Accumulated other comprehensive
loss
( 166,014 )
( 103,117 )
Total deficit
( 21,808 )
( 81,498 )
TOTAL
LIABILITIES AND EQUITY
$ 13,014,718
$ 18,424,084
See
accompany notes to the unaudited condensed consolidated financial statements.
F- 2
ADDENTAX
GROUP CORP. AND SUBSIDIARIES
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(In
U.S. Dollars, except share data or otherwise stated)
Three
months ended
December 31,
Nine
months ended
December 31,
2021
2020
2021
2020
REVENUES
$ 2,791,470
$ 3,411,552
$ 9,835,733
$ 21,014,064
COST OF REVENUES
( 2,323,716 )
( 2,950,124 )
( 8,314,149 )
( 22,776,087 )
GROSS PROFIT (LOSS)
467,754
461,428
1,521,584
( 1,762,023 )
OPERATING EXPENSES
Selling and marketing
( 43,118 )
( 217,942 )
( 135,310 )
( 376,975 )
General
and administrative
( 452,312 )
( 532,012 )
( 1,375,513 )
( 1,454,017 )
Total
operating expenses
( 495,430 )
( 749,954 )
( 1,510,823 )
( 1,830,992 )
(LOSS)
INCOME FROM OPERATIONS
( 27,676 )
( 288,526 )
10,761
( 3,593,015 )
Interest income
72
102
2,135
102
Interest expenses
( 2,526 )
( 646 )
( 5,375 )
( 6,586 )
Other income (expense),
net
43,958
1,273
132,959
62,489
INCOME (LOSS) BEFORE INCOME
TAX EXPENSE
13,828
( 287,797 )
140,480
( 3,537,010 )
INCOME TAX EXPENSE
( 2,209 )
( 15,784 )
( 17,893 )
( 23,196 )
NET INCOME (LOSS)
11,619
( 303,581 )
122,587
( 3,560,206 )
Foreign
currency translation loss
( 28,755 )
( 85,728 )
( 62,897 )
( 173,879 )
TOTAL
COMPREHENSIVE INCOME (LOSS)
$ ( 17,136 )
$ ( 389,309 )
$ 59,690
$ ( 3,734,085 )
EARNINGS (LOSS) PER SHARE
Basic
and diluted
0.00
( 0.01 )
0.00
( 0.14 )
Weighted average number
of shares outstanding – Basic and diluted
26,556,566
25,712,713
26,556,566
25,712,713
See
accompany notes to the unaudited condensed consolidated financial statements.
F- 3
ADDENTAX
GROUP CORP. AND SUBSIDIARIES
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(In
U.S. Dollars, except share data or otherwise stated)
Shares
Amount
paid-in
capital
Unrestricted
Statutory
reserve
comprehensive
loss
Total
Equity
Common
Stock
Additional
Retained
earnings
(accumulated deficit)
Accumulated
other
Shares
Amount
paid-in
capital
Unrestricted
Statutory
reserve
comprehensive
loss
Total
Equity
BALANCE AT OCTOBER 31, 2020
25,346,004
$ 26,093
$ 3,795,303
$ ( 6,489,747 )
$ 23,514
$ ( 31,663 )
$ ( 2,676,500 )
Paid in capital
Paid
in capital , shares
Movement of Statutory reserve
-
-
20,630
( 10,779 )
( 9,851 )
-
-
Foreign currency translation
-
-
-
-
-
( 85,728 )
( 85,728 )
Net income for the period
-
-
-
( 303,581 )
-
-
( 303,581 )
BALANCE AT DECEMBER 31, 2020
26,093,004
$ 26,093
$ 3,815,933
$ ( 6,804,107 )
$ 13,663
$ ( 117,391 )
$ ( 3,065,809 )
BALANCE AT OCTOBER 31, 2021
26,693,004
$ 26,093
$ 6,815,333
$ ( 6,723,260 )
$ 13,821
$ ( 137,259 )
$ ( 4,672 )
Foreign currency translation
( 28,755 )
( 28,755 )
Net income for the period
-
-
-
11,619
-
-
11,619
BALANCE AT DECEMBER 31, 2021
26,693,004
$ 26,693
$ 6,815,333
$ ( 6,711,641 )
$ 13,821
$ ( 166,014 )
$ ( 21,808 )
BALANCE AT MARCH 31, 2020
25,346,004
$ 25,346
$ 61,050
( 3,233,122 )
23,514
56,488
( 3,066,724 )
Paid in capital
747,000
747
3,734,253
-
-
-
3,735,000
Movement of Statutory reserve
-
-
20,630
( 10,779 )
( 9,851 )
-
-
Foreign currency translation
-
-
-
-
-
( 173,879 )
( 173,879 )
Net income for the period
-
-
-
( 3,560,206 )
-
-
( 3,560,206 )
BALANCE AT DECEMBER 31, 2020
26,093,004
26,093
3,815,933
( 6,804,107 )
13,663
( 117,391 )
( 3,065,809 )
BALANCE AT MARCH 31, 2021
26,693,004
$ 26,693
$ 6,815,333
$ ( 6,834,228 )
$ 13,821
$ ( 103,117 )
$ ( 81,498 )
Foreign currency translation
-
-
-
-
-
( 62,897 )
( 62,897 )
Net income for the period
-
-
-
122,587
-
-
122,587
BALANCE AT DECEMBER 31, 2021
26,693,004
$ 26,693
$ 6,815,333
$ ( 6,711,641 )
$ 13,821
$ ( 166,014 )
$ ( 21,808 )
See
accompany notes to the unaudited condensed consolidated financial statements.
F- 4
ADDENTAX
GROUP CORP. AND SUBSIDIARIES
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In
U.S. Dollars, except share data or otherwise stated)
2021
2020
Nine
Months Ended December 31
2021
2020
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income (loss)
$ 122,587
$ ( 3,560,206 )
Adjustments to reconcile net income (loss)
to net cash used in operating activities:
Depreciation
115,561
83,210
Loss on disposal of plant
and equipment
-
1,472
Changes in operating assets and liabilities
Accounts receivable
3,038,527
1,367,371
Inventories
( 27,762 )
174,487
Advances to suppliers
( 1,166,916 )
( 320,771 )
Other receivables
73,540
( 65,150 )
Accounts payables
( 1,899,642 )
( 1,688,272 )
Accrued expenses and other
payables
96,276
173,582
Advances
from customers
31,654
52,161
Net cash provided by (used in) operating activities
$ 383,825
$ ( 3,782,116 )
CASH FLOWS FROM INVESTING
ACTIVITIES:
Purchase of plant and equipment and other assets
( 176,268 )
( 392,108 )
Proceeds from sale of property and equipment
-
2,243
Cash decreased in disposal
of subsidiaries
-
( 704,479 )
Net cash used in investing activities
$ ( 176,268 )
$ ( 1,094,344 )
CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of common stocks
-
3,735,000
Proceeds from related party borrowings
3,797,473
7,697,827
Repayment of related party borrowings
( 5,341,046 )
( 6,605,044 )
Proceeds from bank borrowings
-
86,886
Repayment of bank borrowings
-
( 196,456 )
Net cash (used in) provided by financing activities
$ ( 1,543,573 )
$ 4,718,213
NET (DECREASE) INCREASE
IN CASH AND CASH EQUIVALENTS
( 1,336,016 )
( 158,247 )
Effect of exchange rate changes on cash and
cash equivalents
( 2,719 )
( 16,706 )
Cash and cash equivalents,
beginning of the period
1,845,077
531,681
CASH
AND CASH EQUIVALENTS, END OF THE PERIOD
$ 506,342
$ 356,728
Supplemental disclosure
of cash flow information:
Cash paid during the year for interest
$ -
$ 4,523
Cash paid during the year for income tax
$ 17,893
$ 23,196
Supplemental disclosure
of non-cash investing and financing activities:
Right-of-use assets obtained in exchange for
operating lease obligations
$ 342,457
$ 10,404,962
Net assets of subsidiaries
disposed of recorded as Other Receivables
$ -
$ 118,454
See
accompany notes to the unaudited condensed consolidated financial statements.
F- 5
ADDENTAX
GROUP CORP. AND SUBSIDIARIES
NOTES
TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1.
ORGANIZATION
AND BUSINESS ACQUISITIONS
ATXG
and its subsidiaries (the “Company”) are engaged in the business of garments manufacturing, providing logistic services,
property leasing and management service in the People’s Republic of China (“PRC” or “China”) and epidemic
prevention supplies manufacturing and distribution both in China and overseas markets.
2.
BASIS
OF PRESENTATION
In
the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments of a normal recurring nature
that are necessary for a fair presentation of the results for the interim periods presented. All significant intercompany transactions
and balances are eliminated in consolidation. However, the results of operations included in such financial statements may not necessary
be indicative of annual results.
The
Company uses the same accounting policies in preparing quarterly and annual financial statements. Certain information and footnote disclosures
normally included in the annual consolidated financial statements prepared in accordance with accounting principles generally accepted
in the United States of America (“U.S. GAAP”) have been condensed or omitted. These unaudited condensed consolidated financial
statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included
in the Company’s Annual Report on Form 10-K for the year ended March 31, 2021 filed with the Securities and Exchange Commission
(“SEC”) on June 29, 2021 (“2020 Form 10-K.”).
GOING
CONCERN UNCERTAINTY
The
accompanying unaudited condensed consolidated financial statements are presented on the basis that the Company is a going concern. The
going concern assumption contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.
F- 6
The
Company incurred net income of $ 11,619 and net loss of $ 303,581 for the three months ended December 31, 2021 and 2020, respectively,
and net income of $ 122,587 and net loss of $ 3,560,206 for the nine months ended December 31, 2021 and 2020, respectively. As of December
31, 2021 and March 31, 2021, the Company had net current liability of $ 4,602,684 and $ 4,430,933 , respectively, and a deficit on total
equity of $ 21,808 and $ 81,498 , respectively. These conditions raise substantial doubt about the Company’s ability to continue as
a going concern.
The
ability to continue as a going concern is dependent upon the Company’s profit generating operations in the future and/or obtaining
the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they become due.
These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts
and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
The
Company expects to finance operations primarily through cash flow from revenue and capital contributions from the CEO. During the year,
the CEO has provided financial support for the operations of the Company. In the event that the Company requires additional funding to
finance the growth of the Company’s current and expected future operations as well as to achieve our strategic objectives, the
CEO has indicated the intent and ability to provide additional equity financing.
3.
SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
Use
of Estimates
The
preparation of the consolidated financial statements in conformity with US 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 consolidated
financial statements and the reported amounts of revenues and expenses during the reporting periods. Management makes these estimates
using the best information available at the time the estimates are made; however actual results could differ materially from those estimates.
There
is no change on the accounting policies for the three months ended December 31, 2021.
Recently
issued accounting pronouncements
In
June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on
Financial Instruments. This standard requires a financial asset (or group of financial assets) measured at amortized cost basis to be
presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the
amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial
asset. This standard will be effective for the Company on April 1, 2023. The Company is currently evaluating the impact the adoption
of this ASU will have on its consolidated financial statements.
The
Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have
a significant impact on the Company’s consolidated financial statements.
F- 7
4.
RELATED
PARTY TRANSACTIONS
SCHEDULE OF RELATED PARTIES RELATIONSHIP WITH THE COMPANY
Name
of Related Parties
Relationship
with the Company
Zhida
Hong
President,
CEO, and a director of the Company
Zhongpeng
Chen
A
legal representative of HPF, became not a related party when HPF was disposed of in November, 2020
Bihua
Yang
A
legal representative of XKJ
Zhiyong
Zhou
General
Manager of XKJ
Dewu
Huang
A
legal representative of YBY
Jinlong
Huang
A
spouse of legal representative of HSW
The
Company leases Shenzhen XKJ office rent-free from Bihua Yang.
The
Company had the following related party balances as of December 31, 2021 and March 31, 2021:
SCHEDULE OF RELATED PARTY TRANSACTION
Amount due
from related party
December
31, 2021
March
31, 2021
Hongye Financial
Consulting (Shenzhen) Co., Ltd.
$ 154,210
$ 84,838
Zhiyong Zhou (1)
17,154
-
$ 171,364
$ 84,838
Related
party borrowings
December
31, 2021
March
31, 2021
Zhida Hong (2)
$ 3,208,463
$ 3,727,371
Bihua Yang (3)
-
370,523
Dewu Huang (4)
177,755
712,064
Jinlong Huang
150,397
104,006
$ 3,536,615
$ 4,913,964
(1)
Being
cash advance to Zhiyong Zhou to pay for daily operating expenditures of XKJ.
(2)
The
decrease was due to net repayment of debt due to Zhida Hong. During the three and nine months ended December 31, 2021, the Company
received financial support of $ 0.03 million and 0.27 million from Zhida Hong and repaid $ 0.3 million and $ 0.9 million of debts due
to him.
(3)
Being
financial support from Bihua Yang for XKJ’s daily operation.
(4)
The
decrease was due to net repayment of debt due to Dewu Huang. During the nine months ended December 31, 2021, the company received
interest free advanced loan as financial support of approximately $ 1.5 million from Dewu Huang and repaid approximately $ 2.0 million
of debts due to him. The related party debt was additional financial support provided by Dewu Huang for YBY’s daily operation.
The
borrowing balances with related parties are unsecured, non-interest bearing and repayable on demand.
5.
INVENTORIES
Inventories
consist of the following as of December 31, 2021 and March 31, 2021:
SCHEDULE OF INVENTORIES
December
31, 2021
March
31, 2021
Raw materials
$ 242,644
$ 234,870
Work in progress
3,916
-
Finished goods
51,636
35,564
Total inventories
$ 298,196
$ 270,434
There
is no inventory write-off for the three and nine months ended December 31, 2021 and 2020.
F- 8
6.
ADVANCES
TO SUPPLIERS
The
Company has made advances to third-party suppliers in advance of receiving inventory parts. These advances are generally made to expedite
the delivery of required inventory when needed and to help to ensure priority and preferential pricing on such inventory. The amounts
advanced to suppliers are fully refundable on demand.
The
Company reviews a supplier’s credit history and background information before advancing a payment. If the financial condition of
its suppliers were to deteriorate, resulting in an impairment of their ability to deliver goods or provide services, the Company would
recognize bad debt expense in the period they are considered unlikely to be collected.
7.
PREPAYMENTS
AND OTHER RECEIVABLES
Prepayments
and other receivables consist of the following as of December 31, 2021 and March 31, 2021:
SCHEDULE OF PREPAYMENTS AND OTHER RECEIVABLES
December
31, 2021
March
31, 2021
Prepayment
34,248
-
Deposit
79,447
155,830
Receivable of consideration on disposal
of subsidiaries
269,057
258,929
Other receivables
227,869
269,402
Total
Prepayment
$ 610,621
$ 684,161
8.
PROPERTY,
PLANT AND EQUIPMENT
Property,
plant and equipment consists of the following as of December 31, 2021 and March 31, 2021:
SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT
December
31, 2021
March
31, 2021
Production plant
$ 73,871
$ 71,642
Motor vehicles
1,189,673
1,020,893
Office equipment
28,129
14,073
1,291,673
1,106,608
Less: accumulated depreciation
( 422,070 )
( 312,631 )
Plant and equipment,
net
$ 869,603
$ 793,977
F- 9
Depreciation
expense for the three and nine months ended December 31, 2021 and 2020 was $ 44,164 and $ 32,051 , $ 115,561 and $ 83,210 , respectively.
9.
SHORT-TERM
BANK LOAN
In
August 2019, HSW entered into a facility agreement with Agricultural Bank of China and obtained a line of credit, which allows the Company
to borrow up to approximately $ 153,172 (RMB 1,000,000 ) for daily operations. The loans are guaranteed at no cost by the legal representative
of HSW. As of December 31, 2021, the Company has borrowed $ 157,354 (RMB 1,000,000 ) (March 31, 2021: $ 152,607 ) under this line of credit
with various annual interest rates from 4.84 % to 4.9 % . The outstanding loan balance was due on September 30, 2021. The Company was not
able to renew the loan facility with the bank. The Company is negotiating with the bank on repayment schedule of the loan balance and
interest payable. In January 2022, Ding Yinping, underwriter of the loan, partly repaid $ 6,596 (RMB 41,921 ) on behalf of the Company.
10.
INCOME
TAXES
(a)
Enterprise
Income Tax (“EIT”)
The
Company operates in the PRC and files tax returns in the PRC jurisdictions.
Yingxi
Industrial Chain Group Co., Ltd was incorporated in the Republic of Seychelles and, under the current laws of the British Virgin Islands,
is not subject to income taxes.
Yingxi
HK was incorporated in Hong Kong and is subject to Hong Kong income tax at a progressive rate of 16.5 % . No provision for income taxes
in Hong Kong has been made as Yingxi HK had no taxable income for the three and nine months ended December 31, 2021 and 2020.
YX
were incorporated in the PRC and is subject to the EIT tax rate of 25 % . No provision for income taxes in the PRC has been made as YX
had no taxable income for the three and nine months ended December 31, 2021 and 2020.
The
Company is governed by the Income Tax Laws of the PRC. All Yingxi’s operating companies were subject to progressive EIT rates from
5 % to 15 % in 2021 and 2020. The preferential tax rate will be expired at end of year 2022 and the EIT rate will be 25% from year 2023 .
The
Company’s parent entity, Addentax Group Corp. is a U.S entity and is subject to the United States federal income tax. No provision
for income taxes in the United States has been made as Addentax Group Corp. had no United States taxable income for the three and nine
months ended December 31, 2021 and 2020.
F- 10
The
reconciliation of income taxes computed at the PRC statutory tax rate applicable to the PRC, to income tax expenses are as follows:
SCHEDULE OF EFFECTIVE INCOME TAX RATE RECONCILIATION
Three months ended
Nine months ended
December
31,
December
31,
2021
2020
2021
2020
PRC statutory tax rate
25 %
25 %
25 %
25 %
Computed expected benefits (expense)
3,457
( 71,949 )
35,120
( 884,253 )
Temporary differences
( 30,951 )
29,440
( 87,797 )
629,954
Permanent difference
1,444
6,640
1,691
131,595
Changes in valuation
allowance
28,259
51,654
68,879
145,900
Income tax expense
$ 2,209
$ ( 15,784 )
17,893
23,196
(b)
Value
Added Tax (“VAT”)
In
accordance with the relevant taxation laws in the PRC, the normal VAT rate for domestic sales is 13 % , which is levied on the invoiced
value of sales and is payable by the purchaser. The subsidiaries HSW, DT and YS enjoyed preferential VAT rate of 13 % . The Companies are
required to remit the VAT they collect to the tax authority. A credit is available whereby VAT paid on purchases can be used to offset
the VAT due on sales.
For
services, the applicable VAT rate is 9 % under the relevant tax category for logistic company, except the branch of HPF enjoyed the preferential
VAT rate of 3 % in 2021 and 2020. The Company is required to pay the full amount of VAT calculated at the applicable VAT rate of the invoiced
value of sales as required. A credit is available whereby VAT paid on gasoline and toll charges can be used to offset the VAT due on
service income.
11.
CONSOLIDATED
SEGMENT DATA
Segment
information is consistent with how chief operating decision maker reviews the businesses, makes investing and resource allocation decisions
and assesses operating performance. The segment data presented reflects this segment structure. The Company reports financial and operating
information in the following four segments:
(a)
Garment
manufacturing . Including manufacturing and distribution of garments;
(b)
Logistics
services . Providing logistic services; and
(c)
Epidemic
prevention supplies . Including manufacturing, distribution and trading of epidemic prevention supplies.
(d)
Property
management and subleasing. Providing shops subleasing and property management services for garment wholesalers and retailers
in garment market.
The
Company also provides general corporate services to its segments and these costs are reported as “Corporate and others”.
Selected
information for period ended December 31, 2021 in the segment structure is presented in the following tables:
SCHEDULE OF SEGMENT REPORTING
F- 11
Garment
Logistics
Services
Property
management and leasing
Epidemic
prevention supplies
Corporate
and other
Totals
Revenue from external customers
2,488,173
4,144,604
3,202,956
-
-
9,835,733
Intersegment revenue
-
-
-
-
-
-
Interest income
1,925
63
140
-
6
2,135
Interest expense
4,181
506
456
-
232
5,375
Depreciation and amortization
1,981
90,655
18,443
4,482
-
115,561
Operating income (loss)
96,275
210,878
47,935
-
( 344,327 )
10,761
Segment assets
1,833,807
2,433,062
7,770,529
87,597
947,253
13,072,248
Expenditures for segment assets
-
148,604
27,664
-
-
176,268
Geographical
Information
The
Company operates predominantly in China. In presenting information on the basis of geographical location, revenue is based on the geographical
location of customers and long-lived assets are based on the geographical location of the assets.
SCHEDULE OF GEOGRAPHICAL INFORMATION
Geographic
Information
Three
months ended
December 31,
Nine
months ended
December 31,
2021
2020
2021
2020
Revenues
United States
-
4,787
-
11,868,854
China
2,791,470
3,406,766
9,835,733
9,145,210
Total
2,791,470
3,411,552
9,835,733
21,014,064
December
31, 2021
March
31, 2020
Long-Lived Assets
China
8,186,834
10,426,602
F- 12
12.
LEASE
RIGHT-OF-USE ASSET AND LEASE LIABILITIES
The
Company recognized right-of-use asset as well as lease liability according to the ASC 842, Leases (with the exception of short-term leases).
Lease liabilities are measured at present value of the sum of remaining rental payments as of December 31, 2021, with discounted rate
of 4.75 % . A single lease cost is recognized over the lease term on a generally straight-line basis. All cash payments of operating lease
cost are classified within operating activities in the statement of cash flows.
The
Company leases its head office. The lease period is 5 years with an option to extend the lease. The Company leases its plant and dormitory
for 4.5 years with an option to extend the lease. The Company leased several floors in a commercial building for its sublease business
for 3 years with an option to extend the lease.
The
Following table summarizes the components of lease expense:
SCHEDULE OF LEASE COST
2021
2020
2021
2020
Three
months ended
December 31,
Nine
months ended
December 31,
2021
2020
2021
2020
Operating lease cost
968,170
444,162
2,878,730
668,883
Short-term lease
cost
20,955
-
62,799
-
Lease
Cost
$ 989,125
$ 444,162
2,941,529
668,883
The
following table summarizes supplemental information related to leases:
SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES
2021
2020
2021
2020
Three
months ended
December 31,
Nine
months ended
December 31,
2021
2020
2021
2020
Cash paid for amounts included in the measurement
of lease liabilities
Operating cash flow from operating
leases
$ 989,170
$ 444,162
2,941,529
668,883
Right-of-use assets obtained in exchange for
new operating leases liabilities
( 3,390 )
10,378,042
3,42,457
10,404,962
Weighted average remaining lease term - Operating
leases (years)
2.0
3.1
2.0
3.1
Weighted average discount rate - Operating
leases
4.75 %
4.35 %
4.75 %
4.35 %
The
following table summarizes the maturity of operating lease liabilities:
SCHEDULE OF OPERATING LEASE LIABILITY
Years
ending December 31
Lease
cost
2022
$ 3,877,767
2023
3,857,516
2024
103,853
Total lease payments
7,839,136
Less:
Interest
( 531,253 )
Total
$ 7,307,883
13.
RISKS AND UNCERTAINTIES
(a)
Economic
and Political Risks
The
Company’s operations are conducted in the PRC. Accordingly, the Company’s business, financial condition and results of operations
may be influenced by the political, economic and legal environment in the PRC, and by the general state of the PRC economy.
The
Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies
in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment
and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions
in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion,
remittances abroad, and rates and methods of taxation.
(b)
Foreign
Currency Translation
The
Company’s reporting currency is the U.S. dollar. The functional currency of the parent company is the U.S. dollar and the functional
currency of the Company’s operating subsidiaries is the Chinese Renminbi (“RMB”). For the subsidiaries whose functional
currencies are the RMB, all assets and liabilities are translated at exchange rates at the balance sheet date, which was 6.355 and 6.553
as of December 31, 2021 and March 31, 2021, respectively. Revenue and expenses are translated at the average yearly exchange rates, which
was 6.442 and 6.779 for the nine months ended December 31, 2021 and 2020, respectively. Equity is translated at historical exchange rates.
Any translation adjustments resulting are not included in determining net income but are included in foreign exchange adjustments to
other comprehensive loss, a component of equity.
(c)
Concentration
Risks
The
followings are the percentages of accounts receivable balance of the top customers over accounts receivable for each segment as of December
31, 2021 and March 31, 2021.
SCHEDULE OF CONCENTRATION RISKS
F- 13
Garment
manufacturing segment
December
31, 2021
March
31, 2021
Customer A
87.0 %
98.4 %
Customer B
13.0 %
1.6 %
The
high concentration as of December 31, 2021 was mainly due to business development of a large distributor of garments.
Logistics
services segment
December
31, 2021
March
31, 2021
Customer
A
12.2
%
16.6
%
Customer
B
11.0
%
Nil
%
Customer
C
10.0
%
30.2
%
Customer
D
7.3
%
Nil
%
Customer
E
6.5
%
12.7
%
Property
management and subleasing
No
accounts receivables in this segment.
Epidemic
prevention supplies segment
No
accounts receivables in this segment.
For
the three months ended December 31, 2021, there was no single customer provided more than 10 % of total revenue of the Company. For nine
months ended December 31, 2021, one customer from garment segment provided more than 10 % of total revenue of the Company, represented
24.8 % for the nine months. For the three months ended December 31, 2020, there was no customer provided more than 10 % of total revenue
of the Company. For nine months ended December 31, 2020, one customer from garment segment and one customer from epidemic prevention
supplies segment provided more than 10 % of total revenue of the Company.
The
high concentration in nine months ended December 31, 2021 was mainly due to concentration of distributors in garment segment. Management
believes that should the Company lose any one of its major customers, it was able to sell similar products to other customers.
The
following tables summarized the purchases from five largest suppliers of each of the reportable segment for the three and nine months
ended December 31, 2021 and 2020.
SCHEDULE OF PURCHASES FROM SUPPLIERS
Three months ended
Nine months ended
December
31,
December
31,
2021
2020
2021
2020
Garment manufacturing segment
100.0 %
100.0 %
99.8 %
97.7 %
Logistics services segment
100.0 %
79.1 %
92.2 %
99.7 %
Property management and subleasing
100.0 %
100.0 %
100.0 %
100.0 %
Epidemic prevention supplies
Nil
%
100.0 %
Nil %
100 %
(d)
Interest
Rate Risk
The
Company’s exposure to interest rate risk primarily relates to the interest expenses on our outstanding bank borrowings and the
interest income generated by cash invested in cash deposits and liquid investments. As of December 31, 2021, the total outstanding borrowings
amounted to $ 157,354 (RMB 1,000,000 ) with various interest rate from 4.84 % to 6.96 % p.a. (Note 10)
(e)
COVID-19
The
Coronavirus Disease (COVID-19) outbreak and the measures taken to contain the spread of the pandemic have created a high level of uncertainty
to global economic prospects and this has impacted the Company’s operations and its financial performance in the last three quarters
of the financial year and subsequent to the financial year end.
As
the situation continues to evolve with significant level of uncertainty, the Company is unable to reasonably estimate the full financial
impact of the COVID-19 outbreak. The Company is monitoring the situation closely and to mitigate the financial impact, it is conscientiously
managing its cost by adopting an operating cost reduction strategy and conserving liquidity by working with major creditors to align
repayment obligations with receivable collections.
F- 14
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The
following discussion and analysis of our financial condition and results of operations for the three and nine months ended December 31,
2021 and 2020 should be read in conjunction with the Financial Statements and corresponding notes included in this Report on Form 10-Q.
Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our
plans, objectives, expectations, and intentions. Actual results and the timing of events could differ materially from those anticipated
in these forward-looking statements as a result of a number of factors, including those set forth under the Risk Factors and Special
Note Regarding Forward-Looking Statements in this report. We use words such as “anticipate,” “estimate,” “plan,”
“project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,”
“may,” “will,” “should,” “could,” “target”, “forecast” and similar
expressions to identify forward-looking statements.
Overview
Our
Business
We
are a garment manufacturer and logistics services provider based in China. We are listed on the OTCQB under the symbol of “ATXG”.
We classify our businesses into four segments: Garment manufacturing, Logistics services, Property management and subleasing, and Epidemic
prevention supplies.
Our
garment manufacturing business consists of sales made principally to wholesaler located in the People’s Republic of China (“PRC”).
We have our own manufacturing facilities, with sufficient production capacity and skilled workers on production lines to ensure that
we meet our high quality control standards and timely delivery requirement for our customers. We conduct our garment manufacturing operations
through five wholly owned subsidiaries, namely Dongguan Heng Sheng Wei Garments Co., Ltd (“HSW”), Shantou Chenghai Dai Tou
Garments Co., Ltd (“DT”), Dongguan Yushang Clothing Co., Ltd (“YS”), and Shantou Yi Bai Yi Garments Co., Ltd
(“YBY”) which are located in the Guangdong province, China. In October 2020, the Company disposed of DT to a third party
at fair value, which was also its carrying value as of September 30, 2020.
Our
logistic business consists of delivery and courier services covering approximately 79 cities in approximately seven provinces and two
municipalities in China. Although we have our own motor vehicles and drivers, we currently outsource some of the business to our contractors.
We believe outsourcing allows us to maximize our capacity and maintain flexibility while reducing capital expenditures and the costs
of keeping drivers during slow seasons. We conduct our logistics services operations through four wholly owned subsidiaries, namely Shenzhen
Xin Kuai Jie Transportation Co., Ltd (“XKJ”), Shenzhen Yingxi Peng Fa Logistic Co., Ltd., which was incorporated in November
2020, and Shenzhen Hua Peng Fa Logistic Co., Ltd (“HPF”), Shenzhen Yingxi Tongda Logistic Co., Ltd (“TD”), which
are located in the Guangdong province, China. In November 2020, the Company disposed of HPF to a third party at fair value, which was
also its carrying value as of November 30, 2020.
The
business operations, customers and suppliers of DT and HPF were retained by the Company; therefore, the disposition of the two subsidiaries
did not qualify as discontinued operations.
Our
property management and subleasing provides shops subleasing and property management services for garment wholesalers and retailers in
garment market. We conduct our property management and subleasing operation through a wholly owned subsidiary, namely Dongguan Yingxi
Daying Commercial Co., Ltd (“DY”).
Our
epidemic prevention supplies business consists of manufacturing and distribution of epidemic prevention products and resale of epidemic
prevention supplies purchased from third party in both domestic and overseas markets. We conduct our manufacturing of the epidemic prevention
products in Dongguan Yushang Clothing Co., Ltd (“YS”). We conduct the trading of epidemic prevention suppliers through Addentax
Group Corp. (“ATXG”) and Shenzhen Qianhai Yingxi Industrial Chain Services Co., Ltd (“YX”), a wholly owned subsidiary
of the Company.
3
Business
Objectives
Garment
Manufacturing Business
We
believe the strength of our garment manufacturing business is mainly due to our consistent emphasis on exceptional quality and timely
delivery of our products. The primary business objective for our garment manufacturing segment is to expand our customer base and improve
our profit.
Logistics
Services Business
The
business objective and future plan for our logistics services segment is to establish an efficient logistic system and to build a nationwide
delivery and courier network in China. As of December 31, 2021, we provide logistics services to over 79 cities in approximately seven
provinces and two municipalities. We expect to develop an additional 20 logistics points in existing serving cities and improve the Company’s
profit in the year end of 2022.
Property
Management and Subleasing Business
The
business objective of our property management and subleasing segment is to integrate resources in shopping mall, develop e-commerce bases
and the Internet celebrity economy together to drive to increase the value of the stores in the area. The short-term goal for the year
is to increase the occupancy rate of stores in the mall to more than 70%.
Epidemic
Prevention Supplies Business
The
primary objective of our epidemic prevention supplies business is to take the advantage of our resource in supply chain from the garment
manufacturing business segment to facilitate and maximize the production, distribution and resale of epidemic prevention supplies, in
order to increase our revenue base and improve our net profit.
Seasonality
of Business
Our
business is affected by seasonal trends, with higher levels of garment sales in our second and third quarters and higher logistics services
revenue in our third and fourth quarters. These trends primarily result from the timing of seasonal garment manufacturing shipments and
holiday periods in the logistics services segment.
Collection
Policy
Garment
manufacturing business
For
our new customers, we generally require orders placed to be backed by advances or deposits. For our long-term and established customers
with good payment track records, we generally provide payment terms between 30 to 180 days following their acknowledgement of receipt
of goods.
Logistics
services business
For
logistics services, we generally receive payments from the customers between 30 to 90 days following the date of the registration of
our receipt of packages.
Property
management and subleasing business
For
property management and subleasing business, we generally collect rental and management fees of the following month each month in advance.
Epidemic
prevention supplies business
For
Epidemic prevention supplies business, we generally receive payment from the customers within 30 days following the delivery of finished
goods. We would also give our long-term customers with a 12 months long credit term policy to maintain a good business relationship.
4
Economic
Uncertainty
Our
business is dependent on consumer demand for our products and services. We believe that the significant uncertainty in the economy in
China has increased our clients’ sensitivity to the cost of our products and services. We have experienced continued pricing pressure.
If the economic environment becomes weak, the economic conditions could have a negative impact on our sales growth and operating margins,
cash position and collection of accounts receivable. Additionally, business credit and liquidity have tightened in China. Some of our
suppliers and customers may face credit issues and could experience cash flow problems and other financial hardships. These factors currently
have not had an impact on the timeliness of receivable collections from our customers. We cannot predict at this time how this situation
will develop and whether accounts receivable may need to be allowed for or written off in the coming quarters.
Despite
the various risks and uncertainties associated with the current economy in China, we believe our core strengths will continue to allow
us to execute our strategy for long-term sustainable growth in revenue, net income and operating cash flow.
Summary
of Critical Accounting Policies
We
have identified critical accounting policies that, as a result of judgments, uncertainties, uniqueness and complexities of the underlying
accounting standards and operation involved could result in material changes to our financial position or results of operations under
different conditions or using different assumptions.
Estimates
and Assumptions
We
regularly evaluate the accounting estimates that we use to prepare our financial statements. In general, management’s estimates
are based on historical experience, on information from third party professionals, and on various other assumptions that are believed
to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.
Revenue
Recognition
Revenue
is generated through sale of goods and delivery services. Revenue is recognized when a customer obtains control of promised goods or
services and is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those goods
or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising
from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive
in exchange for those goods and services. The Company applies the following five-step model in order to determine this amount:
(i)
identification
of the promised goods and services in the contract;
(ii)
determination
of whether the promised goods and services are performance obligations, including whether they are distinct in the context of the
contract;
(iii)
measurement
of the transaction price, including the constraint on variable consideration;
(iv)
allocation
of the transaction price to the performance obligations; and
(v)
recognition
of revenue when (or as) the Company satisfies each performance obligation.
5
The
Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled
to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606
at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which
of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated
to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company’s
performance obligations are transferred to customers at a point in time, typically upon delivery.
For all reporting
periods, the Company has not disclosed the value of unsatisfied performance obligations for all product and service revenue contracts
with an original expected length of one year or less, which is an optional exemption that is permitted under the adopted rules.
Leases
Lessee
The Company
determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”)
assets, other current liabilities, and operating lease liabilities in our consolidated balance sheets. Finance leases are included in
property and equipment, other current liabilities, and other long-term liabilities in the consolidated balance sheets.
ROU assets represent
the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising
from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments
over the lease term. As most of the leases do not provide an implicit rate, The Company generally use the incremental borrowing rate based
on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating
lease ROU asset also includes any lease payments made and excludes lease incentives. Lease expense for lease payments is recognized on
a straight-line basis over the lease term.
Lessor
As a lessor,
the Company’s leases are classified as operating leases under ASC 842. Leases, in which the Company is the lessor, are substantially
all accounted for as operating leases and the lease components and non-lease components are accounted for separately. Rental income from
operating leases is recognized on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating
and arranging an operating lease are added to the carrying amount of the leased asset and recognized on a straight line basis over the
lease term.
Recently
issued accounting pronouncements
In June 2016,
the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments.
This standard requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount
expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the
financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. This standard will
be effective for the Company on April 1, 2023. The Company is currently evaluating the impact the adoption of this ASU will have on its
consolidated financial statements.
The Company
reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have a significant
impact on the Company’s consolidated financial statements.
Results of
Operations for the three months ended December 31, 2021 and 2020
The following
tables summarize our results of operations for the three months ended December 31, 2021 and 2020. The table and the discussion below should
be read in conjunction with our consolidated financial statements and the notes thereto appearing elsewhere in this report.
Three Months Ended December 31,
Changes in 2021
2021
2020
compared to 2020
(In U.S. dollars, except for percentages)
Revenue
$
2,791,470
100.0
%
$
3,411,552
100
%
$
(620,082
)
(18.2
)%
Cost of revenues
(2,323,716
)
(83.2
)%
(2,950,124
)
(86.5
)%
626,408
21.2
%
Gross profit (loss)
467,754
16.8
%
461,428
13.5
%
6,326
1.4
%
Operating expenses
(495,430
)
(17.8
)%
(749,954
)
(22.0
)%
254,524
)
33.9
%
Loss from operations
(27,676
)
(1.0
)%
(288,526
)
(8.5
)%
260,850
90.4
%
Other income, net
43,958
1.6
%
1,273
0.0
%
42,685
3,353.4
%
Net finance cost
(2,454
)
(0.1
)%
(544
)
(0.0
)%
1,910
262.0
%
Income tax expense
(2,209
)
(0.1
)%
(15,784
)
(0.4
)%
13,575
86.0
%
Net income (loss)
$
11,619
0.4
%
$
(303,581
)
(8.9
)%
$
315,200
103.8
%
Revenue
Total revenue
for the three months ended December 31, 2021 decreased by approximately $0.6 million, or 18.2%, as compared with the three months ended
December 31, 2020. The significant decrease was mainly because of the decrease in garment manufacturing business offset by increases in
logistics services business and property management and leasing business.
Revenue generated
from our garment manufacturing business contributed approximately $0.03 million (0.9%) and $2.3 million (67.1%) of total revenue for the
three months ended December 31, 2021 and 2021, respectively. The decrease of $2.3 million was mainly due to factory re-decoration, remaining
factories cannot provide as much capacity as before, we estimate the capacity will recover in early 2022.
6
Revenue generated
from our logistics services business contributed approximately $1.7 million or 61.6% of our total revenue for the three months ended December
31, 2021. Revenue generated from our logistic business contributed approximately $0.8 million or 24.2% of our total revenue for the three
months ended December 31, 2020. YXPF, the new subsidiary has developed the business to replace the business of HPF, which was disposed
of in September 2020.
Revenue generated
from our property management and subleasing business contributed approximately $1.0 million or 37.5% of our total revenue for the three
months ended December 31, 2021. This is a new business segment developed in current period. Revenue of the segment contributed approximately
$0.3 million, or 8.6% of our total revenue for the three months ended December 31, 2020.
There was no
revenue generated from our epidemic prevention supplies business for the three months ended December 31, 2021 because no orders were obtained
in the quarter. The Company accepted sales orders very cautiously to make sure the sales orders can be matched with stable suppliers to
secure profitability of each order. Revenue generated from our epidemic prevention supplies business contributed approximately $0.01 million,
or 0.1% of our total revenue for the three months ended December 31, 2020.
Cost of
revenue
Three months ended December 31,
Increase
(decrease) in
2021
2020
2021 compared
to 2020
(In U.S. dollars, except for percentages)
Net revenue for garment manufacturing
$
25,641
100.0
%
$
2,287,981
100
%
$
(2,262,340
)
(98.9
)%
Raw materials
8,829
34.4
%
1,620,775
70.8
%
(1,611,946
)
(99.5
)%
Labor
12,783
49.9
%
467,478
20.5
%
(454,695
)
(97.3
)%
Other and Overhead
6,306
24.6
%
16,747
0.7
%
(10,441
)
(62.3
)%
Total cost of revenue for garment manufacturing
27,918
108.9
%
2,105,000
92.0
%
(2,077,082
)
(98.7
)%
Gross profit for garment manufacturing
(2,277
)
(8.9
)%
182,981
8.0
%
(185,258
)
(101.2
)%
Net revenue for logistics services
1,719,202
100.0
%
824,025
100.0
%
895,177
108.6
%
Fuel, toll and other cost of logistics services
568,726
33.1
%
482,568
58.6
%
86,158
)
17.9
%
Subcontracting fees
842,510
49.0
%
85,766
10.4
%
756,744
882.3
%
Total cost of revenue for logistics services
1,411,236
82.1
%
568,334
69.0
%
842,902
148.3
%
Gross Profit for logistics services
307,967
17.9
%
255,691
31.0
%
52,276
20.4
%
Net revenue for property management and subleasing
1,046,627
100.0
%
294,759
100.0
%
751,868
255.1
%
Total cost of revenue for property management and subleasing
884,556
84.5
%
272,759
92.5
%
611,797
224.3
%
Gross Profit for property management and subleasing
162,071
15.5
%
22,000
7.5
%
140,071
636.7
%
Net revenue for epidemic prevention supplies
$
-
$
4,786
100.0
%
(4,786
)
(100.0
)%
Merchandise/Finished goods/Raw materials
6
4,030
84.2
%
(4,024
)
(99.9
)%
Total cost of revenue for epidemic prevention supplies
6
4,030
84.2
%
(4,024
)
(99.9
)%
Gross (loss) income for epidemic prevention supplies
(6
)
756
15.8
%
(762
)
(100.8
)%
Total cost of revenue
$
2,323,716
83.2
%
$
2,950,123
86.5
%
$
(626,407
)
(21.2
)%
Gross profit
$
467,754
16.8
%
$
461,428
13.5
%
$
6,326
1.4
%
7
For our garment
manufacturing business, we purchase the majority of our raw materials directly from numerous local fabric and accessories suppliers.
Raw material
costs for our garment manufacturing business were 34.4% of our total garment manufacturing business revenue in the three months ended
December 31, 2021, compared with 70.8% in the three months ended December 31, 2020. The decreased in percentages was mainly due to the
purchase cost of the raw materials dropped.
Labor costs
for our garment manufacturing business were 49.9% of our total garment manufacturing business revenue in the three months ended December
31, 2021, compared with 20.5% in the three months ended December 31, 2020. The increase in percentages was mainly due to the rising wages
in the PRC.
Overhead and
other expenses for our garment manufacturing business accounted for 24.6% of our total garment business revenue for the three months ended
December 31, 2021, compared with 0.7% of total garment business revenue for the three months ended December 31, 2020.
For our logistic
business, we outsource some of the business to our contractors. The Company relied on a few subcontractors, in which the subcontracting
fees to our largest contractor represented approximately 29.9% and 10.4% of total cost of revenues for our service segment for the three
months ended December 31, 2021 and 2020, respectively. The percentage increased as we used more subcontractors than our own logistics
when COVID-19 epidemic was under controlled and aggregated subcontracting service to the largest supplier. We have not experienced any
disputes with our subcontractor and we believe we maintain good relationships with our contract logistics services provider.
Fuel, toll and
other costs for our service business for the three months ended December 31, 2021 were approximately $0.6 million compared with $0.5 million
for the three months ended December 31, 2020. Fuel, toll and other costs for our service business accounted for 33.1% of our total service
revenue for the three months ended December 31, 2021, compared with 58.6% for the three months ended December 31, 2020. The decrease in
percentages was primarily attributable to decrease of use of our own logistics.
Subcontracting
fees for our service business for the three months ended December 31, 2021 increased 8.8 times to approximately $0.8 million from $0.1
million for the three months ended December 31, 2020. Subcontracting fees accounted for 49.0% and 10.4% of our total service business
revenue in the three months ended December 31, 2021 and 2020, respectively. The significant increase in percentages was primarily because
the Company used more subcontractors when the epidemic was getting controlled.
8
For property
management and subleasing business, the cost of revenue was mainly the amortization of operating lease assets for the subleasing business.
For epidemic
prevention supplies business, we have trading and own production. The cost of revenue included cost of merchandise and cost of our own
products. The other cost of the quarter represented depreciation of machinery.
Gross
profit
Garment manufacturing
business gross loss for the three months ended December 31, 2021 was approximately $0.002 million, or -8.9% of our total Garment manufacturing
business revenue, as compared with gross profit of approximately $0.2 million, or 8.0% of our total Garment manufacturing business revenue
for the three months ended December 31, 2020. The gross margin was 16.9% lower due to higher raw material cost in the quarter ended December
31, 2021.
Gross profit
in our logistics services business for the three months ended December 31, 2021 was approximately $0.3 million and gross margin was 17.9%.
Gross profit in our logistics services business for the three months ended December 31, 2020 was approximately $0.3 million and gross
margin was 31.0%. The decrease of gross profit ratio was mainly because of the increased cost of subcontractors in recent period.
Gross profit
in our property management and subleasing business for the three months ended December 31, 2021 was approximately $0.2 million, or 15.5%
of our total property management and subleasing business revenue. Gross profit of the segment for the three months ended December 31,
2020 was approximately $0.02 million, or 7.5% of the revenue of the segment.
Three months ended December 31,
Increase
(decrease)
in
2021
2020
2021 compared
to 2020
(In U.S. dollars, except for percentages)
Gross profit
$
467,754
100
%
$
461,428
100
%
6,326
1.4
%
Operating expenses:
Selling expenses
(43,118
)
(9.2
)%
(217,942
)
(47.2
)%
174,824
80.2
%
General and administrative expenses
(452,312
)
(96.7
)%
(532,012
)
(115.3
)%
79,700
15.0
%
Total
$
(495,430
)
(105.9
)%
$
(749,954
)
(162.5
)%
254,524
33.9
%
Loss from operations
$
(27,676
)
(5.9
)%
$
(288,526
)
(62.5
)%
260,850
90.4
%
Selling,
General and administrative expenses
Our selling
expenses in our Garment manufacturing business segment for the three months ended December 31, 2021 and 2020 was approximately $0.001
million and $0.001 million, respectively. Our selling expenses in our logistics services segment was nil for the three months ended December
31, 2021 and 2020, respectively. Selling expenses in our property management and subleasing business was approximately $0.04 million and
$0.02 million for the three months ended December 31, 2021 and 2020, respectively. Selling expenses in our epidemic prevention supplies
segment was nil and approximately $0.2 million for the three months ended December 31, 2021 and 2020, respectively. Selling expenses consist
primarily of advertisement, local transportation, unloading charges and product inspection charges. Total selling expenses for the three
months ended December 31, 2021 decreased 80.2% to approximately $0.04 million from $0.2 million for the three months ended December 31,
2020. It was mainly due to decrease of marketing expenses of epidemic prevention supplies business.
Our general
and administrative expenses in our Garment manufacturing business segment for the three months ended December 31, 2021 and 2020 was approximately
$0.03 million and $0.08 million, respectively. Our general and administrative expenses in our logistics services segment, for the three
months ended December 31, 2021 and 2020 was both approximately $0.2 million. The general and administrative expenses in our property management
and subleasing business was approximately $0.1 million and $0.001 million for the three months ended December 31, 2021 and 2020, respectively.
Our general and administrative expenses in our epidemic prevention supplies segment was nil and approximately $0.001 million for the three
months ended December 31, 2021 and 2020, respectively. Our general and administrative expenses in our corporate office for the three months
ended December 31, 2021 and 2020 was approximately $0.1 million and $0.2 million, respectively. General and administrative expenses consist
primarily of administrative salaries, office expense, certain depreciation and amortization charges, repairs and maintenance, legal and
professional fees, warehousing costs and other expenses that are not directly attributable to our revenues.
9
Total general
and administrative expenses for the three months ended December 31, 2021 decreased by 15.0% to approximately $0.45 million from $0.53
million for the three months ended December 31, 2020.
Loss from
operations
Loss from operations
for the three months ended December 31, 2021 and 2020 was approximately $0.03 million and $0.3 million, respectively. Loss from operations
of approximately $0.03 million and income of $0.1 million was attributed from our garment manufacturing segment for the three months ended
December 31, 2021 and 2020, respectively. Income from operations of approximately $0.1 million and $0.06 million was attributed from our
logistics services segment for the three months ended December 31, 2021 and 2020, respectively. Income from operations of approximately
$0.01 million and $0.006 million was attributed from our newly developed property management and subleasing business for the three months
ended December 31, 2021 and 2020, respectively. Income (loss) from operations of nil and approximately ($0.2) million was attributed from
our epidemic prevention supplies segment for the three months ended December 31, 2021 and 2020, respectively. We incurred a loss from
operations in corporate office of approximately $0.1 million and $0.2 million for the three months ended December 31, 2021 and 2020, respectively.
The loss from our corporate office was mainly due to increase in legal and professional fees to comply with the SEC accounting, disclosure
and reporting requirements.
Income
Tax Expenses
Income tax expense
for the three months ended December 31, 2021 and 2020 was approximately $0.002 million and $0.016 million, respectively, 86.0% decrease
compared to 2020. The Company operates in the PRC and files tax returns in the PRC jurisdictions.
Yingxi Industrial
Chain Group Co., Ltd was incorporated in the Republic of Seychelles and, under the current laws of the British Virgin Islands, is not
subject to income taxes.
Yingxi HK was
incorporated in Hong Kong and is subject to Hong Kong income tax at a progressive tax rate of 16.5%. No provision for income taxes in
Hong Kong has been made as Yingxi HK had no taxable income for the three months ended December 31, 2021 and 2020.
QYTG and YX
were incorporated in the PRC and is subject to the PRC Enterprise Income Tax (EIT) rate is 25%. No provision for income taxes in the PRC
has been made as QYTG and YX had no taxable income for the three months ended December 31, 2021 and 2020.
The Company
is governed by the Income Tax Laws of the PRC. All Yingxi’s operating companies are subject to progressive EIT rates from 5% to
15% in 2021. The preferential tax rates will be expired at end of year 2022 and the EIT rate will be 25% from year 2023.
The Company’s
parent entity, Addentax Group Corp. is a U.S entity and is subject to the United States federal income tax. No provision for income taxes
in the United States has been made as Addentax Group Corp. had no United States taxable income for the three months ended December 31,
2021 and 2020.
Net Income
(Loss)
We incurred
a net income of approximately $0.01 million and a net loss of $0.3 million for the three months ended December 31, 2021 and 2020, respectively.
Our basic and diluted earnings per share were $0.00 and ($0.01) for the three months ended December 31, 2021 and 2020, respectively.
10
Results of
Operations for the nine months ended December 31, 2021 and 2020
The following
tables summarize our results of operations for the nine months ended December 31, 2021 and 2020. The table and the discussion below should
be read in conjunction with our consolidated financial statements and the notes thereto appearing elsewhere in this report.
Nine months Ended December 31,
Changes in 2021
2021
2020
compared to 2020
(In U.S. dollars, except for percentages)
Revenue
$
9,835,733
100.0
%
$
21,014,064
100.0
%
$
(11,178,331
)
(53.2
)%
Cost of revenues
(8,314,149
)
(84.5
)%
(22,776,087
)
(108.4
)%
14,461,938
63.5
%
Gross profit (loss)
1,521,584
15.5
%
(1,762,023
)
(8.4
)%
3,283,607
(186.4
)%
Operating expenses
(1,510,823
)
(15.4
)%
(1,830,992
)
(8.7
)%
320,169
17.5
%
Income (loss) from operations
10,761
0.1
%
(3,593,015
)
(17.1
)%
3,603,776
100.3
%
Other income, net
132,959
1.3
%
62,489
0.3
%
70,470
112.8
%
Net finance cost
(3,240
)
(0.0
)%
(6,484
)
0.0
%
3,244
50.0
%
Income tax expense
(17,893
)
(0.2
)%
(23,196
)
(0.1
)%
5,303
)
22.9
%
Net income (loss)
$
122,587
1.2
%
$
(3,560,206
)
(16.9
)%
$
3,682,793
103.4
%
Revenue
Total revenue
for the nine months ended December 31, 2021 decreased by approximately $11.2 million, or 53.2%, as compared with the nine months ended
December 31, 2020. The significant decrease was mainly because of the decrease of epidemic supply business and garment manufacturing business
offset by increases in logistics services business and property management and leasing business.
Revenue generated
from our garment manufacturing business contributed approximately $2.5 million (25.3%) and $5.2 million (24.7%) of total revenue for the
nine months ended December 31, 2021 and 2020, respectively. The decrease of approximately $2.7 million mainly due to factory re-decoration
which caused a capacity decrease. We estimate the capacity will recover in the first quarter of 2022.
11
Revenue generated
from our logistics services business contributed approximately $4.1 million or 42.1% of our total revenue for the nine months ended December
31, 2021. Revenue generated from our logistic business contributed approximately $3.7 million or 17.4% of our total revenue for the nine
months ended December 31, 2020. The increase of $0.4 million was because YXPF, the new subsidiary was developing the business to replace
the business of HPF, which was disposed of in September 2020.
Revenue generated
from our property management and subleasing business contributed approximately $3.2 million or 32.6% of our total revenue for the nine
months ended December 31, 2021.
There was no
revenue generated from our epidemic prevention supplies business for the nine months ended December 31, 2021 because no profitable orders
were obtained in the period. The Company accepted sales orders very cautiously to make sure the sales orders can be matched with stable
suppliers to secure profitability of each order. Revenue generated from our epidemic prevention supplies business contributed approximately
$11.9 million, or 56.5% of our total revenue for the nine months ended December 31, 2020.
Cost of
revenue
Nine months ended December 31,
Increase
(decrease) in
2021
2020
2021 compared
to 2020
(In U.S. dollars, except for percentages)
Net revenue for garment manufacturing
$
2,488,173
100.0
%
$
5,186,042
100.0
%
$
(2,697,869
)
(52.0
)%
Raw materials
1,719,420
69.1
%
3,709,275
71.5
%
(1,989,855
)
(53.6
)%
Labor
542,118
21.8
%
1,030,350
19.9
%
(488,232
)
(47.4
)%
Other and Overhead
23,124
0.9
%
30,918
0.6
%
(7,794
)
(25.2
)%
Total cost of revenue for garment manufacturing
2,284,662
91.8
%
4,770,543
92.0
%
(2,485,881
)
(52.1
)%
Gross profit for garment manufacturing
203,511
8.2
%
415,499
8.0
%
(211,988
)
(51.0
)%
Net revenue for logistics services
4,144,604
100.0
%
3,664,409
100.0
%
480,195
13.1
%
Fuel, toll and other cost of logistics services
1,410,231
34.0
%
1,367,753
37.3
%
42,478
3.1
%
Subcontracting fees
1,868,648
45.1
%
1,576,228
43.0
%
292,420
18.6
%
Total cost of revenue for logistics services
3,278,879
79.1
%
2,943,981
80.3
%
334,898
11.4
%
Gross Profit for logistics services
865,725
20.9
%
720,428
19.7
%
145,297
20.2
%
Net revenue for property management and subleasing
3,202,956
100.0
%
294,759
100
%
2,908,197
986.6
%
Total cost of revenue for property management and subleasing
2,749,114
85.8
%
272,759
92.5
%
2,476,355
907.9
%
Gross Profit for property management and subleasing
453,842
14.2
%
22,000
7.5
%
431,842
1,962.9
%
Net revenue for epidemic prevention supplies
$
-
$
11,868,854
100.0
%
(11,868,854
)
(100.0
)%
Merchandise/Finished goods/Raw materials
-
14,684,284
123.7
%
(14,684,284
)
(100.0
)%
Labor
-
64,946
0.5
%
(64,946
)
(100.0
)%
Other and Overhead
1,494
39,574
0.3
%
(38,080
)
(96.2
)%
Total cost of revenue for epidemic prevention supplies
1,494
14,788,804
124.6
%
(14,787,310
)
(100.0
)%
Gross loss for epidemic prevention supplies
(1,494
)
(2,919,950
)
(24.6
)%
2,918,456
(99.9
)%
Total cost of revenue
$
8,314,149
84.5
%
$
22,776,087
108.4
%
$
(14,461,938
)
(63.5
)%
Gross profit
$
1,521,584
15.5
%
$
(1,762,023
)
(8.4
)%
$
3,283,607
186.4
%
12
For our garment
manufacturing business, we purchase the majority of our raw materials directly from numerous local fabric and accessories suppliers.
Raw material
costs for our garment manufacturing business were 69.1% of our total garment manufacturing business revenue in the nine months ended December
31, 2021, compared with 71.5% in the nine months ended December 31, 2020. The decreased in percentages was mainly due to the purchase
cost of the raw materials dropped.
Labor costs
for our garment manufacturing business were 21.8% of our total garment manufacturing business revenue in the nine months ended December
31, 2021, compared with 19.9% in the nine months ended December 31, 2020. The increase in percentages was mainly due to the rising wages
in the PRC.
Overhead and
other expenses for our garment manufacturing business accounted for 8.2% of our total garment business revenue for the nine months ended
December 31, 2021, compared with 8.0% of total garment business revenue for the nine months ended December 31, 2020.
For our logistic
business, we outsource some of the business to our contractors. The Company relied on a few subcontractors, in which the subcontracting
fees to our largest contractor represented approximately 30.3% and 43.0% of total cost of revenues for our service segment for the nine
months ended December 31, 2021 and 2020, respectively. The percentage decreased as we used our own logistics more than the subcontractors
under COVID-19 epidemic. We have not experienced any disputes with our subcontractor and we believe we maintain good relationships with
our contract logistics services provider.
Fuel, toll and
other costs for our service business for the nine months ended December 31, 2021 were approximately $1.4 million compared with $1.4 million
for the nine months ended December 31, 2020. Fuel, toll and other costs for our service business accounted for 34.0% of our total service
revenue for the nine months ended December 31, 2021, compared with 37.3% for the nine months ended December 31, 2020.
Subcontracting
fees for our service business for the nine months ended December 31, 2021 increased 18.6% to approximately $1.9 million from $1.6 million
for the nine months ended December 31, 2020. Subcontracting fees accounted for 45.1% and 43.0% of our total service business revenue in
the nine months ended December 31, 2021 and 2020, respectively.
13
For property
management and subleasing business, the cost of revenue was mainly the amortization of operating lease assets for the subleasing business.
For epidemic
prevention supplies business, we have trading and own production. The cost of revenue included cost of merchandise and cost of our own
products. The other cost of the quarter represented depreciation of machinery.
Gross
profit
Garment manufacturing
business gross profit was approximately $0.2 million, accounted for 8.2% of our total Garment manufacturing business revenue for the nine
months ended December 31, 2021 and approximately $0.4 million, accounted for 8.0% of our total Garment manufacturing business revenue
for the nine months ended December 31, 2020. The gross margin was 0.2% higher due to lower raw material cost in the months ended December
31, 2021.
Gross profit
in our logistics services business for the nine months ended December 31, 2021 was approximately $0.9 million and accounted for 20.9%
of our total Logistics services business revenue. Gross profit in our logistics services business for the nine months ended December 31,
2020 was approximately $0.7 million and accounted for 19.7% of our total Logistics services business revenue. The increase of gross profit
ratio was mainly because of a decrease of operating expenses due to replacement of old vehicles and shifting our strategic focus on high
margin customers.
Gross profit
in our property management and subleasing business for the nine months ended December 31, 2021 was approximately $0.5 million, or 14.2%
of our total property management and subleasing business revenue. Gross profit in our property management and subleasing business for
the nine months ended December 31, 2020 was $0.02 million, or 7.5% of our total property management and subleasing business revenue.
Nine months ended December 31,
Increase
(decrease) in
2021
2020
2021 compared
to 2020
(In U.S. dollars, except for percentages)
Gross profit
$
1,521,584
100
%
$
(1,762,023
)
(100
)%
3,283,607
186.4
%
Operating expenses:
Selling expenses
(135,310
)
(8.9
)%
(376,975
)
(21.4
)%
241,665
64.1
%
General and administrative expenses
(1,375,513
)
(90.4
)%
(1,454,017
)
(82.5
)%
78,504
)
5.4
%
Total
$
(1,510,823
)
(99.3
)%
$
(1,830,992
)
(103.9
)%
320,169
17.5
%
Income from operations
$
10,761
(0.7
)%
$
(3,593,015
)
(203.9
)%
3,603,776
100.3
%
Selling,
General and administrative expenses
Our selling
expenses in our Garment manufacturing business segment for the nine months ended December 31, 2021 and 2020 was $0.0003 million and approximately
$0.003 million, respectively. Our selling expenses in our logistics services segment was nil for the nine months ended December 31, 2021
and 2020, respectively. Selling expenses in our property management and subleasing business was $0.1 million for the nine months ended
December 31, 2021. Selling expenses in our epidemic prevention supplies segment was nil and approximately $0.4 million for the nine months
ended December 31, 2021 and 2020, respectively. Selling expenses consist primarily of advertisement, local transportation, unloading charges
and product inspection charges. Total selling expenses for the nine months ended December 31, 2021 decreased 64.1% to $0.1 million from
$0.4 million for the nine months ended December 31, 2020. It was mainly due to decrease of marketing expenses of epidemic prevention supplies
business.
Our general
and administrative expenses in our Garment manufacturing business segment for the nine months ended December 31, 2021 and 2020 was approximately
$0.1 million and $0.2 million, respectively. Our general and administrative expenses in our logistics services segment, for the nine months
ended December 31, 2021 and 2020 was approximately $0.7 million and $0.6 million. The general and administrative expenses in our property
management and subleasing business was approximately $0.3 million and $0.001 million for the nine months ended December 31, 2021 and 2020,
respectively. Our general and administrative expenses in our epidemic prevention supplies segment was nil and approximately $0.02 million
for the nine months ended December 31, 2021 and 2020, respectively. Our general and administrative expenses in our corporate office for
the nine months ended December 31, 2021 and 2020 was approximately $0.3 million and $0.6 million, respectively. General and administrative
expenses consist primarily of administrative salaries, office expense, certain depreciation and amortization charges, repairs and maintenance,
legal and professional fees, warehousing costs and other expenses that are not directly attributable to our revenues.
14
Total general
and administrative expenses for the nine months ended December 31, 2021 and 2020 was approximately $1.4 million and $1.5 million, respectively.
Income
(loss) from operations
Income from
operations for the nine months ended December 31, 2021 was approximately $0.01 million and loss from operations for the nine months ended
December 31, 2020 was approximately $3.6 million. Income from operations of approximately $0.1 million and $0.2 million was attributed
from our garment manufacturing segment for the nine months ended December 31, 2021 and 2020, respectively. Income from operations of approximately
$0.2 million and $0.1 million was attributed from our logistics services segment for the nine months ended December 31, 2021 and 2020,
respectively. Income from operations of approximately $0.05 million and $0.006 million was attributed from our property management and
subleasing business for the nine months ended December 31, 2021 and 2020, respectively. Income (loss) from operations of nil and approximately
($3.3) million was attributed from our epidemic prevention supplies segment for the nine months ended December 31, 2021 and 2020, respectively.
We incurred a loss from operations in corporate office of approximately $0.3 million and $0.6 million for the nine months ended December
31, 2021 and 2020, respectively. The loss from our corporate office was mainly due to increase in legal and professional fees to comply
with the SEC accounting, disclosure and reporting requirements.
Income
Tax Expenses
Income tax expense
for the nine months ended December 10, 2021 and 2020 was approximately $0.018 million and $0.023 million, respectively, 22.9% decrease
compared to 2020. The Company operates in the PRC and files tax returns in the PRC jurisdictions.
Yingxi Industrial
Chain Group Co., Ltd was incorporated in the Republic of Seychelles and, under the current laws of the British Virgin Islands, is not
subject to income taxes.
Yingxi HK was
incorporated in Hong Kong and is subject to Hong Kong income tax at a progressive tax rate of 16.5%. No provision for income taxes in
Hong Kong has been made as Yingxi HK had no taxable income for the nine months ended December 31, 2021 and 2020.
QYTG and YX
were incorporated in the PRC and is subject to the PRC Enterprise Income Tax (EIT) rate is 25%. No provision for income taxes in the PRC
has been made as QYTG and YX had no taxable income for the nine months ended December 31, 2021 and 2020.
The Company
is governed by the Income Tax Laws of the PRC. All Yingxi’s operating companies are subject to progressive EIT rates from 5% to
15% in 2021. The preferential tax rates will be expired at end of year 2022 and the EIT rate will be 25% from year 2023.
The Company’s
parent entity, Addentax Group Corp. is a U.S entity and is subject to the United States federal income tax. No provision for income taxes
in the United States has been made as Addentax Group Corp. had no United States taxable income for the nine months ended December 31,
2021 and 2020.
Net Income
(Loss)
We incurred
a net income of approximately $0.1 million and a net loss of $3.6 million for the nine months ended December 31, 2021 and 2020, respectively.
Our basic and diluted earnings per share were $0.00 and ($0.14) for the nine months ended December 31, 2021 and 2020, respectively.
Summary of
cash flows
Summary cash
flows information for the nine months ended December 31, 2021 and 2020 is as follow:
Nine months ended December 31,
2021
2020
(In U.S. dollars)
Net cash provided by (used in) operating activities
$
383,825
$
(3,782,116
)
Net cash used in investing activities
$
(176,268
)
$
(1,094,344
)
Net cash (used in) provided by financing activities
$
(1,543,573
)
$
4,718,213
Net cash used
in operating activities in the nine months ended December 31, 2021 was approximately $4.2 million more than that of the nine months ended
December 31, 2020. It was mainly because the net income of the nine months ended December 31, 2021 was approximately $0.1 million while
it was a net loss of approximately $3.6 million for the nine months ended December 31, 2020. The movement of operating assets and liabilities
of the nine months ended December 31, 2021 resulted in cash inflow of approximately $0.1 million, while the movement of operating assets
and liabilities of the nine months ended December 31, 2020 resulted in cash outflow of approximately $0.3 million. We will continue to
improve our operating cash flow by closely monitoring the timely collection of accounts and other receivables. We generally do not hold
any significant inventory for more than ninety days, as we typically manufacture upon customers’ order.
15
Net cash used
in investing activities for the nine months ended December 31, 2021 was approximately $0.9 million less than that of the nine months ended
December 31, 2020. It was mainly because the purchase of plant and equipment and other assets in the nine months ended December 31, 2021
was approximately $0.2 million less than the purchase of plant and equipment in the nine months ended December 31, 2020. Moreover, there
was a cash decrease of approximately $0.7 million due to disposal of two subsidiaries in the nine months ended December 31, 2020.
Net cash of
financing activities for the nine months ended December 31, 2021 was approximately $6.2 million less than the nine months ended December
31, 2020. It was mainly because there was proceeds of $3.7 million from issue of ordinary shares in the nine months ended December 31,
2020; the net repayment of related party borrowings in current period was approximately $2.6 million more than that of the nine months
ended December 31, 2020; and there was repayment of bank borrowing of $0.1 million in the nine months ended December 31, 2020.
Financial
Condition, Liquidity and Capital Resources
As of December
31, 2021, we had cash on hand of approximately $0.5 million, total current assets of approximately $4.8 million and current liabilities
of approximately $9.5 million. We presently finance our operations by using the cash flows borrowed from related parties and third parties.
We aim to improve our operating cash flows and anticipate that cash flows from our operations and borrowings from related parties and
third parties will continue to be our primary source of funds to finance our short-term cash needs. The Company’s financial conditions
raise substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is
dependent upon the Company’s profit generating operations in the future and/or obtaining the necessary financing to meet its obligations
and repay its liabilities arising from normal business operations when they become due. The Company expects to finance operations primarily
through cash flow from revenue and capital contributions from the CEO. During the year, the CEO has provided financial support for the
operations of the Company. In the event that the Company requires additional funding to finance the growth of the Company’s current
and expected future operations as well as to achieve our strategic objectives, the CEO has indicated the intent and ability to provide
additional equity financing.
The
growth and development of our business will require a significant amount of additional working capital. We currently have limited financial
resources and based on our current operating plan, we will need to raise additional capital in order to continue as a going concern. We
currently do not have adequate cash to meet our short or long-term objectives. In the event additional capital is raised, it may have
a dilutive effect on our existing stockholders.
We
are subject to all the substantial risks inherent in the development of a new business enterprise within an extremely competitive industry.
Due to the absence of a long standing operating history and the emerging nature of the markets in which we compete, we anticipate operating
losses until we can successfully implement our business strategy, which includes all associated revenue streams. Our revenue model is
new and evolving, and we cannot be certain that it will be successful. The potential profitability of this business model is unproven.
We may never ever achieve profitable operations. Our future operating results depend on many factors, including demand for our services,
the level of competition, and the ability of our officers to manage our business and growth. As a result of the emerging nature of the
market in which we compete, we may incur operating losses until such time as we can develop a substantial and stable revenue base. Additional
development expenses may delay or negatively impact the ability of the Company to generate profits. Accordingly, we cannot assure you
that our business model will be successful or that we can sustain revenue growth, achieve or sustain profitability, or continue as a going
concern.
Foreign Currency
Translation Risk
Our operations
are located in China, which may give rise to significant foreign currency risks from fluctuations and the degree of volatility in foreign
exchange rates between the U.S. dollar and the Chinese Renminbi (“RMB”). All of our sales are in RMB. In the past years, RMB
continued to appreciate against the U.S. dollar. As of December 31, 2021, the market foreign exchange rate was RMB 6.355 to one U.S. dollar.
Our financial statements are translated into U.S. dollars using the closing rate method. The balance sheet items are translated into U.S.
dollars using the exchange rates at the respective balance sheet dates. The capital and various reserves are translated at historical
exchange rates prevailing at the time of the transactions while income and expenses items are translated at the average exchange rate
for the period. All translation adjustments are included in accumulated other comprehensive income in the statement of equity. The foreign
currency translation loss for the nine months ended December 31, 2021 and 2020 was approximately $0.06 million and $0.2 million respectively.
Off-Balance
Sheet Arrangements
We have no off-balance
sheet arrangements (as that term is defined in Item 303(a)(4)(ii) of Regulation S-K) as of December 31, 2021 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.
16
Item 3. Quantitative
and Qualitative Disclosures About Market Risk
Not applicable
to smaller reporting companies.
Item 4. Controls
and Procedures
Disclosure
Controls and Procedures
We maintain
disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the “Exchange
Act”), that are designed to ensure that information required to be disclosed by us in the 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 Commission’s
rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and
Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
We carried out
an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial
Officer, of the effectiveness of our disclosure controls and procedures as of December 31, 2021. Based on the evaluation of these disclosure
controls and procedures, and in light of the material weaknesses found in our internal controls over financial reporting, our Chief Executive
Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective.
Changes
in Internal Controls over Financial Reporting
There was no
change in the Company’s internal control over financial reporting period covered by this report that has materially affected, or
is reasonably likely to materially affect, the Company’s internal control over financial reporting.
17
PART II -
OTHER INFORMATION
Item 1. Legal
Proceedings
From
time to time, we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. We are
not presently a party to any legal proceedings that in the opinion of our management, if determined adversely to us, would individually
or taken together have a material adverse effect on our business, operating results, financial condition, or cash flows.
Item 1A.
Risk Factors
As a smaller
reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item
1A.
Item 2. Unregistered
Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults
Upon Senior Securities
None.
Item 4. Mine
Safety Disclosures
Not Applicable.
Item 5. Other
Information
There is no
other information required to be disclosed under this item, which was not previously disclosed.
Item 6. Exhibits
Exhibit
Number
Description
(31)
Rule 13a-14 (d)/15d-14d) Certifications
31.1*
Section 302 Certification by the Principal Executive Officer
31.2*
Section 302 Certification by the Principal Financial Officer and Principal Accounting Officer
(32)
Section 1350 Certifications
32.1*
Section 906 Certification by the Principal Executive Officer
32.2*
Section 906 Certification by the Principal Financial Officer and Principal Accounting Officer
101 *
Interactive Data File
101.INS
XBRL Instance Document
101.SCH
XBRL Taxonomy Extension Schema Document
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
*Filed herewith.
18
SIGNATURES
Pursuant to
the requirements of Section 13 or 15(d) 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.
Addentax Group Corp.
Date: February 14, 2022
By:
/s/ Hong Zhida
Hong Zhida
President, Chief Executive Officer and Director,
(Principal Executive Officer)
Date: February 14, 2022
By:
/s/ Huang Chao
Huang Chao
Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
19
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.