What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2021-04-26 compared with 2020-05-14 · 87 added, 91 removed, 37 unchanged (83% of the section changed)

1 unchanged sentence

is a limited public market for our common stock.

Our common stock trades on the OTCQB marketplace (“OTCQB”) under

the symbol “FVTI”.

The OTCQB is a quotation service that displays real-time quotes, last-sale prices, and volume information

in over-the-counter equity securities.

securities are not listed or traded on the floor of an organized national or regional stock exchange.

Instead, OTCQB securities

transactions are conducted through a telephone and computer network connecting dealers in stocks.

OTCQB issuers are traditionally

smaller companies that do not meet the financial and other listing requirements of a regional or national stock exchange.

of May 13, 2020, there were 382 stockholders of all of our issued and outstanding shares of common stock.

have not declared any cash dividends with respect to our common stock and does not intend to declare dividends in the foreseeable

Prior to trading on the OTC Pink Market quotation system under the symbol

“FVTI,”

our common stock traded on the OTCQB marketplace (“OTCQB”) under the symbol “FVTI.”

Pink Market securities are not listed or traded on the floor

of an organized national or regional stock exchange.

Instead, OTC Pink Market securities transactions are conducted through

a telephone and computer network connecting dealers in stocks.

OTC Pink Market issuers are traditionally smaller companies

that do not meet the financial and other listing requirements of a regional or national stock exchange.

of April 26, 2021, there were 396 stockholders of all of our issued and outstanding shares of common stock.

have not declared any cash dividends with respect to our common stock and do not intend to declare dividends in the foreseeable

There are no material restrictions limiting, or that are likely to limit, our ability to pay dividends on our common stock.

Authorized for Issuance under Equity Compensation Plans

have not adopted or approved an equity compensation plan.

No options, warrants or other convertible securities have been granted

outside of an approved equity compensation plan .

transfer agent for our capital stock is TranShare Securities Transfer and Registrar, with an address at 12849 Executive

Drive, Suite 200 Clearwater, Fl.

33762, telephone number is (303)

Sales of Unregistered Securities

12 unchanged sentences

Dollars and are prepared in accordance with United States Generally Accepted Accounting

(COVID-19) Update

there is an ongoing outbreak of a novel strain of coronavirus (COVID-19) first identified in China and has since spread rapidly

The pandemic has resulted in quarantines, travel restrictions, and the temporary closure of stores and business facilities

globally for the past few months.

In March 2020, the World Health Organization declared the COVID-19 as a pandemic.

rapidly expanding nature of the COVID-19 pandemic, and because substantially all of our business operations and our workforce

are concentrated in China, our business, results of operations and financial condition have been and will continue to be adversely

Potential impact to our results of operations will also depend on future developments and new information that may emerge

regarding the duration and severity of the COVID-19 and the actions taken by government authorities and other entities to contain

the COVID-19 or mitigate its impact, almost all of which are beyond our control.

impacts of COVID-19 on our business, financial condition, and results of operations include, but are not limited to, the following:

We temporally

closed our offices to adhere to the policy for approximately one month from late January 2020, as required by relevant PRC regulatory authorities.

Our offices are slowly reopening pursuant to local guidelines.

In the first quarter of 2020, the COVID-19 outbreak has caused

disruptions in our operations and supply chains, which have resulted in delays in the shipment of products to certain of our

A large number

of our employees have been or are in mandatory self-quarantine and the entire business operations of the Company has been

restricted since January 2020.

Our customers

have been negatively impacted by the outbreak, which reduced the demand of our products.

As a result, our revenue and income

may be negatively impacted in 2020.

The situation

may worsen if the COVID-19 pandemic continues.

We will continue to closely monitor our collections throughout 2020.

prolonged disruption or any further unforeseen delay in our operations and supply chains could continue to result in delays in

the shipment of products to our customers, increased costs and reduced revenue.

cannot foresee whether the outbreak of COVID-19 will be effectively contained, nor can we predict the severity and duration of

If the outbreak of COVID-19 is not effectively and timely controlled, our business operations and financial condition

may be materially and adversely affected as a result of the deteriorating market outlook, the slowdown in regional and national

economic growth, weakened liquidity and financial condition of our customers or other factors that we cannot foresee.

factors and other factors beyond our control could have an adverse effect on the overall business environment, cause uncertainties

in the regions where we conduct business, cause our business to suffer in ways that we cannot predict and materially and adversely

impact our business, financial condition and results of operations.

Valley Treasures, Inc.

(the “Company”

or “FVTI”), was incorporated in the State of Nevada on M arch

We engage in the food supply chain through a service platform.

Through various acquisitions of high-quality upstream

and downstream companies in the industry, the Company creates a complete industrial chain to reduce costs and enhance competitiveness.

The company mainly focuses on online and offline sales targeting regional wholesalers, retailers, supermarkets and major food

and beverage (“F&B”) chains.

the year 2020, the Company conducted its business in generally one revenue stream:

product sales –

wine, water and oil and

other F&B products.

of Operations

Years Ended December 31,

Cost of revenue

Operating expense

Other income(expense)

totaled $275,219 for the year ended December 31, 2019, an increase of $179,370, or 187.1%, as compared to that of 2018.

for the increase was our adoption of new sales and marketing strategies, including price reduction and online marketing, which

increased our sales volume.

of revenue totaled $216,222 for the year ended December 31, 2019, an increase of $169,725, or 365.02%, as compared to that of

Ended December 31,

operating income

$ (3,647,353 )

$ (3,269,597 )

loss attributable to noncontrolling interests

loss attributable to Fortune Valley Treasures, Inc.

$ (3,255,564 )

$ (2,877,808 )

totaled $5,005,694 for the year ended December 31, 2020, an increase of $4,730,475, or 1,719%, as compared

to that for the year ended December 31, 2019.

The reason for the increase was the Company increased its water and

oil business department, which increased our sales volume.

of revenue totaled $1,673,367 for the year ended December 31, 2020, an increase of $1,457,145, or 674%, as

compared to that of 2019.

The increase in cost of revenue was due to the increase of our revenue.

The Company has not yet achieved economies of

scale in its business, so it is not able to procure products at higher discount level from purchasing at higher volumes.

profit was $3,332,327 and $58,997 for the years ended December 31, 2020 and 2019, respectively.

Gross profit margin decreased to

21.44% for the year ended December 31, 2019 from 51.5% for the corresponding period in 2018 primarily due to the decrease in the

sales price of our products, as part of our strategies to promote more sales.

Gross profit margin increased

to 67% for the year ended December 31, 2020 from 21% for the corresponding period in 2019 primarily due to the increase

in our water and oil business department, where gross profit is higher.

and administrative expenses totaled $6,522,200 for the year ended December 31, 2020, an increase of $6,082,860, or 1,385%,

as compared to that of 2018.

The increase was primarily due to an increase in professional service fees.

loss totaled $377,756 for the year ended December 31, 2019, an increase of $115,332, of 43.95%, as compared to that of 2018, primarily

as a result of the increase in cost of revenue and operating expenses.

as compared to year ended December 31, 2019.

The increase was primarily due to the impairment of goodwill and

increase in marketing and professional service fees.

loss totaled $3,647,353 for the year ended December 31, 2020, an increase of $3,269,597, of 866%, as compared

to that for the year ended December 31, 2019, primarily as a result of the increase in impairment of goodwill and amortization

of intangible asset.

and Capital Resources

Total current assets

Total current liabilities

Working capital deficit

As of December 31, 2019, we had cash and

cash equivalents in the amount of $38,137.

We financed our operations primarily though borrowings from related parties.

The Company’s

current assets decreased significantly as a result of continued operating losses and net cash used in operating activities.

Accordingly, the corresponding working capital deficit increased as a result of the decrease in current assets and the increase

in current liabilities.

Years Ended December 31,

Cash Flows (used in) generated in Operating Activities

Cash Flows used in Investing Activities

Cash Flows provided by (used in) Financing

Net (decrease) increase in Cash During Period

Cash Flow from Operating Activities

flow used in operating activities for the year ended December 31, 2019 was $173,646 as compared to that of $230,379 in 2018,

reflecting an increase of $56,733.

The change is a result of the Company liquidating its inventory in the amount of

The Company decreased its inventory position during the end of 2019 in order to generate and conserve cash, and did

not commit additional cash to inventory which would mitigate the risk of impaired inventory as result of expected limited

demand during the time when the COVID-19 pandemic was growing globally.

current assets

current liabilities

capital (deficit)

of December 31, 2020, we had working capital of $2,234,608 as compared to working capital deficit of $781,382 as of December

We had total current assets of $4,231,054 consisting of cash on hand of $249,837, Inventory –

and water of $144,565 and accounts receivables of $2,468,038 compared to total current assets of $73,970 as of December

The increase was due to the prepayment to the vendors, advance to related parties and accounts receivable

from customers.

We had current liabilities of $1,996,446 consisting of accounts payable of $251,541, customer

advances $580,151, income tax payable $321,670 and accrued liabilities of $277,531.

The Company’s net loss was $3,647,353

and $377,756 for the years ended December 31, 2020 and 2019, respectively.

The increase in net loss was due to a significant

increase in the impairment of goodwill and amortization of intangible asset acquired in business combination in

Ended December 31,

Flows provided by (used in) generated in Operating Activities

Flows used in Investing Activities

Flows (used in) provided by Financing Activities

of change rate changes in cash and cash equivalents

Increase in Cash During the Year

Flow from Operating Activities

flow provided by operating activities for the year ended December 31, 2020 was $1,236,265 as compared to the amount of $173,646

used in operating activities for the year ended December 31, 2019, reflecting an increase of $1,409,911.

in net cash provided by operating activities was mainly due to an increase impairment loss on goodwill, changes

in accrued liabilities and customer advances, offset by the increase in net loss, changes in accounts receivable and

deposits paid.

Flow from Investing Activities

flow used in investing activities was $948,031 for the year ended December 31, 2020, compared to that of $0 for the

year ended December 31, 2019.

The increase in net cash used in investing activities was mainly due to an increase in

advances to related parties and the purchase of property and equipment.

Flow from Financing Activities

flow provided by financing activities was $182,306 for the year ended December 31, 2019, compared to that of $182,417 in 2018.

The decrease in net cash provided by financing activities was mainly due to decrease in the amount of loans from related parties.

flow used in financing activities was $108,368 for the year ended December 31, 2020, compared to cash flow provided

by financing activities of $182,306 for the year ended December 31, 2019.

The increase in net cash used in

financing activities was mainly due to an increase in repayments to related parties.

Accounting Policy and Estimates

11 unchanged sentences

a smaller reporting company, we are not required to provide the information required by this item.

Financial Statements and Supplementary Data

consolidated financial statements of the Company are included in this Annual Report on Form 10-K beginning on page F-1, which

are incorporated herein by reference.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity