IT TECH PACKAGING, INC. 10-Q

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations Cautionary Notice Regarding Forward-Looking Statements The following discussion of the financial condition and results of operations of the Company for the periods ended June 30, 2021 and 2020 should be read in conjunction with the financial statements and the notes to the financial statements that are included elsewhere in this quarterly report. In this quarterly report, references to “the Company,” “we,” “our” and “us” refer to IT Tech Packaging, Inc. and its PRC subsidiary and variable interest entity unless the context requires otherwise. We make certain forward-looking statements in this report. Statements concerning our future operations, prospects, strategies, financial condition, future economic performance (including growth and earnings), demand for our products, and other statements of our plans, beliefs, or expectations, including the statements contained under the captions “Management’s Discussion and Analysis of Financial Condition and Results of Operations” as well as captions elsewhere in this document, are forward-looking statements. In some cases these statements are identifiable through the use of words such as “anticipate”, “believe”, “estimate”, “expect”, “intend”, “plan”, “project”, “target”, “can”, “could”, “may”, “should”, “will”, “would”, and similar expressions. We intend such forward-looking statements to be covered by the safe harbor provisions contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and in Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The forward-looking statements we make are not guarantees of future performance and are subject to various assumptions, risks, and other factors that could cause actual results to differ materially from those suggested by these forward-looking statements. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by the forward-looking statements. Indeed, it is likely that some of our assumptions may prove to be incorrect. Our actual results and financial position may vary from those projected or implied in the forward-looking statements and the variances may be material. You are cautioned not to place undue reliance on such forward-looking statements. These risks and uncertainties, together with the other risks described from time to time in reports and documents that we file with the Securities and Exchange Commission (the “SEC”) should be considered in evaluating forward-looking statements. In evaluating the forward-looking statements contained in this report, you should consider various factors, including, without limitation, the following: (a) those risks and uncertainties related to general economic conditions, (b) whether we are able to manage our planned growth efficiently and operate profitably, (c) whether we are able to generate sufficient revenues or obtain financing to sustain and grow our operations, and (d) whether we are able to successfully fulfill our primary requirements for cash. We assume no obligation to update forward-looking statements, except as otherwise required under federal securities laws. Impact of COVID-19 on Our Operations and Financial Performance Outbreaks of epidemic, pandemic, or contagious diseases such as COVID-19, could have an adverse effect on our business, financial condition, and results of operations. The spread of COVID-19 has resulted in the World Health Organization declaring the outbreak of COVID-19 as a global pandemic. Substantially all of our revenues and workforce are concentrated in China. In response to the intensifying efforts to contain the spread of COVID-19, the Chinese government took a number of actions, which included extending the Chinese New Year holiday, quarantining individuals suspected of having COVID-19, asking residents in China to stay at home and to avoid public gathering, among other things. During the early part of 2020, COVID-19 caused temporary closure of our CMP production, and as a result, our revenue of CMP decreased by 49.89 % in the first quarter of 2020. It is, however, still unclear how the pandemic will evolve going forward, and we cannot assure you whether the COVID-19 pandemic will again bring about significant negative impact on our business operations, financial condition and operating results, including but not limited to negative impact to our total revenues. While we have resumed business operations, there remain significant uncertainties surrounding the COVID-19 outbreak and its further development as a global pandemic. Hence, the extent of the business disruption and the related impact on our financial results and outlook for the rest of 2021 cannot be reasonably estimated at this time. The extent to which the COVID-19 impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus and the actions taken globally to contain the coronavirus or treat its impact, among others. Existing insurance coverage may not provide protection for all costs that may arise from all such possible events. We are still assessing our business operations and the total impact COVID-19 may have on our results and financial condition, but there can be no assurance that this analysis will enable us to avoid part or all of any impact from the spread of COVID-19 or its consequences, including downturns in business sentiment generally. Recent Development In November 2020, we completed inviting bids for the 75 tonne per hour biomass boiler procurement for our biomass cogeneration project (the “Cogeneration Project”). Multiple well-known enterprises in the biomass industry participated in tendering opening bids. In February 2021, we completed evaluation on the bidding proposals and announced that Tai Shan Group Co., Ltd., a top manufacturer in the biomass industry in China, has won the bid. Installation of the boilers is expected to commence in the near future. We expect to participate in the bidding process for urban central heating projects. In April 2021, the Company obtained qualification to supply central heating in industrial parks for the Cogeneration Project. On April 2021, the Company announced it has completed fundamental constructions on its new tissue paper production line (the “PM10”) and is working on the installation of accessory equipment. 26 Results of Operations Comparison of the Three months ended June 30, 2021 and 2020 Revenue for the three months ended June 30, 2021 was $46,534,915, an increase of $20,172,642, or 76.52%, from $26,362,273 for the same period in the previous year. This was mainly due to the increase in sales volume of corrugating medium paper (“CMP”) and offset printing paper and the increase in Average Selling Prices (ASPs) of CMP and tissue paper products. Revenue of Offset Printing Paper, Corrugating Medium Paper and Tissue Paper Products Revenue from sales of offset printing paper, CMP and tissue paper products for the three months ended June 30, 2021 was $46,426,045, an increase of $20,909,326, or 81.94%, from $25,516,720 for the second quarter of 2020. Total offset printing paper, CMP and tissue paper products sold during the three months ended June 30, 2021 amounted to 86,609 tonnes, an increase of 21,951 tonnes, or 33.95%, compared to 64,658 tonnes sold in the comparable period in the previous year. The increase was mainly due to the production suspension of CMP and offset printing paper due to the impact of COVID-19 during mid-January 2020 to early March 2020. Full capacity of CMP production resumed in May 2020 and the production and sales of offset printing paper resumed in June2020. The changes in revenue dollar amount and in quantity sold for the three months ended June 30, 2021 and 2020 are summarized as follows: Three Months Ended Three Months Ended Percentage June 30, 2021 June 30, 2020 Change in Change Sales Revenue Quantity (Tonne) Amount Quantity (Tonne) Amount Quantity (Tonne) Amount Quantity Amount Regular CMP 60,507 $ 30,252,256 46,980 $ 17,372,097 13,527 $ 12,880,159 28.79 % 74.14 % Light-Weight CMP 13,491 $ 6,561,375 12,611 $ 4,502,628 880 $ 2,058,747 6.98 % 45.72 % Total CMP 73,998 $ 36,813,631 59,591 $ 21,874,725 14,4 07 $ 14,938,906 24.18 % 68.29 % Offset Printing Paper 10,415 $ 7,184,221 2,183 $ 1,262,188 8,232 $ 5,922,033 377.10 % 469.19 % Tissue Paper Products 2,196 $ 2,428,193 2,884 $ 2,379,807 (688 ) $ 48,387 -23.86 % 2.03 % Total CMP, Offset Printing Paper and Tissue Paper Revenue 86,609 $ 46,426,045 64,658 $ 25,516,720 21,951 $ 20,909,326 33.95 % 81.94 % Monthly sales revenue for the 24 months ended June 30, 2021, are summarized below: 27 The Average Selling Prices (ASPs) for our main products in the three months ended June 30, 2021 and 2020 are summarized as follows: Offset Printing Paper ASP Regular CMP ASP Light-Weight CMP ASP Tissue Paper Products ASP Three Months ended June 30, 2020 $ 578 $ 370 $ 357 $ 825 Three Months ended June 30, 2021 $ 690 $ 500 $ 486 $ 1,106 Increase from comparable period in the previous year $ 112 $ 130 $ 129 $ 281 Increase by percentage 19.38 % 35.14 % 36.13 % 34.06 % The following chart shows the month-by-month ASPs for the 24-month period ended June 30, 2021: Corrugating Medium Paper Revenue from CMP amounted to $36,813,631 (79.30% of the total offset printing paper, CMP and tissue paper products revenues) for the three months ended June 30, 2021, representing an increase of $14,938,906, or 68.29%, from $21,874,725 for the comparable period in 2020. We sold 73,998 tonnes of CMP in the three months ended June 30, 2021 as compared to 59,591 tonnes for the same period in 2020, representing a 24.18% increase in quantity sold. ASP for regular CMP increased from $370/tonne for the three months ended June 30, 2020 to $500/tonne for the three months ended June 30, 2021, representing a 35.14% increase. ASP in RMB for regular CMP for the second quarter of 2020 and 2021 was RMB2,610 and RMB3,224, respectively, representing a 23.52% increase. The quantity of regular CMP sold increased by 13,527 tonnes, from 46,980 tonnes in the second quarter of 2020 to 60,507 tonnes in the second quarter of 2021. ASP for light-weight CMP increased from $357/tonne for the three months ended June 30, 2020 to $486/tonne for the three months ended June 30, 2021, representing a 36.13% increase. ASP in RMB for light-weight CMP for the second quarter of 2020 and 2021 was RMB2,522 and RMB3,136, respectively, representing a 24.35% increase. The quantity of light-weight CMP sold increased by 880 tonnes, from 12,611 tonnes in the second quarter of 2020, to 13,491 tonnes in the second quarter of 2021. Our PM6 production line, which produces regular CMP, has a designated capacity of 360,000 tonnes /year. The utilization rates for the second quarter of 2021 and 2020 were 68.20% and 52.47%, respectively, representing an increase of 15.73%. 28 Quantities sold for regular CMP that was produced by the PM6 production line from July 2019 to June 2021 are as follows: Tissue Paper Products Revenue from tissue paper products was $2,428,193 (5.23% of the total offset printing paper, CMP and tissue paper products revenues) for the three months ended June 30, 2021, representing an increase of $48,387, or 2.03%, from $2,379,807 for the three months ended June 30, 2020. We sold 2,196 tonnes of tissue paper in the second quarter of 2021, as compared to 2,884 tonnes in the comparable period of 2020, representing a decrease of 688 tonnes, or 23.86%. ASP for tissue paper products increased from $825/tonne for the three months ended June 30, 2020 to $1,106/tonne for the three months ended June 30, 2021, representing a 34.06% increase. ASP in RMB for tissue paper products for the second quarter of 2020 and 2021 was RMB5,827 and RMB7,130, respectively, representing a 22.36% increase. Offset printing paper Revenue from offset printing paper was $7,184,221 (15.47% of the total offset printing paper, CMP and tissue paper products revenues) for the three months ended June 30, 2021, representing an increase of $5,922,033, or 469.19%, from $1,262,188 for the three months ended June 30, 2020. We sold 10,415 tonnes of offset printing paper in the second quarter of 2021, as compared to 2,183 tonnes in the comparable period of 2020, an increase of 8,232 tonnes, or 377.10%. ASPs for offset printing paper for the second quarter of 2020 and 2021 were $578 and $690, respectively, representing a 19.38% increase. ASP in RMB for offset printing paper for the second quarter of 2020 and 2021 was RMB4,071 and RMB4,454, respectively, representing a 9.41% increase. 29 Revenue of Face Mask On April 29, 2020, we launched production line of non-medical single-use face masks, following completion of raw materials preparation, trial run of the equipment and the sample products inspection. Revenue generated from selling face mask were $108,869 for the three months ended June 30, 2021. We sold 2,635 thousand pieces of face masks in the second quarter of 2021. Cost of Sales Total cost of sales for CMP, offset printing paper and tissue paper products for the quarter ended June 30, 2021 was $43,407,855, an increase of $19,946,564, or 85.02%, from $23,461,291 for the comparable period in 2020. This was mainly due to the increase in sales quantity of CMP and offset printing paper and the increase in material costs. Cost of sales for CMP was $34,838,381 for the quarter ended June 30, 2021, as compared to $19,743,977 for the comparable period in 2020. The increase in the cost of sales of $15,094,405 for CMP was mainly due to the increase in sales volume of regular CMP and the increase in average cost of sales. Average cost of sales per tonne for CMP increased by 42.30%, from $331 in the second quarter of 2020 to $471 in the second quarter of 2021. The increase in average cost of sales was mainly attributable to the higher average unit purchase costs (net of applicable value added tax) of recycled paper board in second quarter of 2021 compared to the second quarter of 2020. Cost of sales for offset printing paper was $5,909,029 for the quarter ended June 30, 2021, as compared to $963,531 for the comparable period in 2020. Average cost of sales per tonne of offset printing paper increased by 28.57%, from $441 in the three months ended June 30, 2020, to $567 during the comparable period in 2021. The increase in average cost of sales of offset printing paper was mainly due to the increase in average unit purchase costs (net of applicable value added tax) of recycled white scrap paper. Cost of sales for tissue paper products was $2,660,444 for the quarter ended June 30, 2021, as compared to $2,753,783 for the comparable period in 2020. The decrease in the cost of sales of $93,339 for tissue paper products was mainly due to the decrease in sales volume of tissue paper products, partially offset by the increase in average cost of sales. Average cost of sales per tonne of tissue paper products increased by 26.81%, from $955 in the three months ended June 30, 2020, to $1,211 for the comparable period in 2021. This is mainly due to the increase in cost of tissue base paper. Changes in cost of sales and cost per tonne by product for the quarters ended June 30, 2021 and 2020 are summarized below: Three Months Ended Three Months Ended June 30, 2021 June 30, 2020 Change in Change in percentage Cost of Sales Cost per Tonne Cost of Sales Cost per Tonne Cost of Sales Cost per Tonne Cost of Sales Cost per Tone Regular CMP $ 28,717,334 $ 475 $ 15,804,679 $ 336 $ 12,912,655 $ 139 81.70 % 41.37 Light-Weight CMP $ 6,121,047 $ 454 $ 3,939,298 $ 312 $ 2,181,750 $ 142 55.38 % 45.51 Total CMP $ 34,838,381 $ 471 $ 19,743,977 $ 331 $ 15,094,405 $ 140 76.45 % 42.30 Offset Printing Paper $ 5,909,029 $ 567 $ 963,531 $ 441 $ 4,945,498 $ 126 513.27 % 28.57 Tissue Paper Products $ 2,660,444 $ 1,211 2,753,783 $ 955 $ (93,339 ) $ 256 -3.39 % 26.81 Total CMP, Offset Printing Paper and Tissue Paper $ 43,407,855 $ n/a $ 23,461,291 $ n/a $ 19,946,564 $ n/a 85.02 % n/a Our average unit purchase costs (net of applicable value added tax) of recycled paper board and recycled white scrap paper in the three months ended June 30, 2021 were RMB 2,112/tonne (approximately $327/tonne) and RMB 2,358/tonne (approximately $365/tonne), as compared to RMB 1,371/tonne (approximately $195/tonne) and RMB 1,947/tonne (approximately $277/tonne) for the three months ended June 30, 2020. These changes (in US dollars) represent a year-over-year increase of 67.69% for the recycled paper board. We use domestic recycled paper (sourced mainly from the Beijing-Tianjin metropolitan area) exclusively. Although we do not rely on imported recycled paper, the pricing of which tends to be more volatile than domestic recycled paper, our experience suggests that the pricing of domestic recycled paper bears some correlation to the pricing of imported recycled paper. 30 The pricing trends of our major raw materials for the 24-month period from July 2019 to June 2021 are shown below: Electricity and gas are our two main energy sources. Electricity and gas accounted for approximately 4% and 10.2% of total sales in the second quarter of 2021, respectively, compared to 4% and 10.3% of total sales in the second quarter of 2020. The monthly energy cost as a percentage of total monthly sales of our main paper products for the 24 months ended June 30, 2021 are summarized as follows: Gross Profit Gross profit for the three months ended June 30, 2021 was $3,029,019 (6.51% of the total revenue), representing an increase of $470,190, or 18.38%, from the gross profit of $2,558,829 (9.71% of the total revenue) for the three months ended June 30, 2020, as a result of factors described above. 31 Offset Printing Paper, CMP and Tissue Paper Products Gross profit for offset printing paper, CMP and tissue paper products for the three months ended June 30, 2021 was $3,018,191, an increase of $962,762, or 46.84%, from the gross profit of $2,055,429 for the three months ended June 30, 2020. The increase was mainly the result of the factors discussed above. The overall gross profit margin for offset printing paper, CMP and tissue paper products decreased by 1.56 percentage points, from 8.06% for the three months ended June 30, 2020, to 6.50% for the three months ended June 30, 2021. Gross profit margin for regular CMP for the three months ended June 30, 2021 was 5.07%, or 3.95 percentage points lower, as compared to gross profit margin of 9.02% for the three months ended June 30, 2020. Such decrease was mainly due to the increase in cost of recycled paper board, partially offset by the increase of ASP of regular CMP in the second quarter of 2021. Gross profit margin for light-weight CMP for the three months ended June 30, 2021 was 6.71%, or 5.80 percentage points lower, as compared to gross profit margin of 12.51% for the three months ended June 30, 2020. The decrease was mainly due to increase in cost of recycled paper board, partially offset by the increase in ASP of light-weight CMP in the second quarter of 2021. Gross profit margin for offset printing paper was 17.75% for the three months ended June 30, 2021, a decrease of 5.91 percentage points, as compared to 23.66% for the three months ended June 30, 2020. The decrease was mainly due to the increase in cost of recycled white scrap paper, partially offset by the increase in ASP of offset printing paper in the second quarter of 2021. Gross profit margin for tissue paper products for the three months ended June 30, 2021 was -9.56%, or 6.15 percentage points higher, as compared to gross profit margin of -15.71% for the three months ended June 30, 2020. The decrease in gross profit margin was mainly due to the increase in ASP of tissue paper products, partially offset by the increase in cost of base paper in the second quarter of 2021. 32 Monthly gross profit margins on the sales of our CMP and offset printing paper for the 24-month period ended June 30, 2021 are as follows: Face Masks Gross profit for face masks for the three months ended June 30, 2021 was $10,829, representing a gross profit margin of 9.95%. Selling, General and Administrative Expenses Selling, general and administrative expenses for the three months ended June 30, 2021 were $2,597,611, a decrease of $759,861, or 22.63% from $3,357,472 for the three months ended June 30, 2020. The decrease was mainly due to the higher share based compensation charge in April 2020, partially offset by the increase of RMB expenses converted to USD as a result of deprecation of USD against RMB. Income (Loss) from Operations Operating income for the quarter ended June 30, 2021 was $431,408, an increase of $1,230,051, or 154.02%, from loss from operations of $798,643 for the quarter ended June 30, 2020. The increase in income from operations was primarily due to the increase in gross profit and decrease in selling, general and administrative expenses. Other Income and Expenses Interest expense for the three months ended June 30, 2021 increased by $42,463, from $241,436 in the three months ended June 30, 2020, to $283,899. The Company had short-term and long-term interest-bearing loans, related party loans and leasing obligations that aggregated $16,566,327 as of June 30, 2021, as compared to $14,916,307 as of June 30, 2020. Loss on derivative liability The Company analyzed the warrants for derivative accounting consideration under ASC 815, “Derivatives and Hedging, and hedging,” and determined that the instrument should be classified as a liability. ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item. The change in fair value of derivative liability for the three months ended June 30, 2021 was $4,509,007. Net Loss As a result and the factors discussed above, net loss was $453,248 for the quarter ended June 30, 2021, representing a decrease of loss of $526,783, or 53.75%, from net loss of $980,031 for the quarter ended June 30, 2020. 33 Comparison of the six months ended June 30, 2021 and 2020 Revenue for the six months ended June 30, 2021 was $70,744,342, an increase of $35,638,218, or 101.52%, from $35,106,124 for the same period in the previous year. Revenue of Offset Printing Paper, Corrugating Medium Paper and Tissue Paper Products Revenue from sales of offset printing paper, CMP and tissue paper products for the six months ended June 30, 2021 was $70,505,015, an increase of $36,244,444, or 105.79%, from $34,260,571 for the six months ended June 30, 2020. This was mainly due to the increase in sales volume of Regular CMP and offset printing paper and the increase in ASP of CMP, offset printing paper and tissue paper products. Total quantities of offset printing paper, CMP and tissue paper products sold during the six months ended June 30, 2021 amounted to 132,168 tonnes, an increase of 47,649 tonnes, or 56.38%, compared to 84,519 tonnes sold during the six months ended June 30, 2020. Total quantities of CMP and offset printing paper sold increased by 48,401 tonnes in the six months of 2021 as compared to the same period of 2020. The increase was mainly due to the production suspension of CMP and offset printing paper due to the impact of COVID-19 in mid-January 2020 to early March 2020. Full capacity of CMP production resumed in May 2020, and the production and sales of offset printing paper resumed in June2020.The changes in revenue and quantity sold for the six months ended June 30, 2021 and 2020 are summarized as follows: A summary of the above changes and further analyses of the changes in our sales revenue are as follows: Six Months Ended Six Months Ended Percentage June 30, 2021 June 30, 2020 Change in Change Sales Revenue Quantity (Tonne) Amount Quantity (Tonne) Amount Quantity (Tonne) Amount Quantity Amount Regular CMP 94,133 $ 47,216,294 60,767 $ 23,094,037 33,366 $ 24,122,258 54.91 % 104.45 % Light-Weight CMP 21,161 $ 10,309,109 17,500 $ 6,518,191 3,661 $ 3,790,918 20.92 % 58.16 % Total CMP 115,294 $ 57,525,403 78,267 $ 29,612,228 37,027 $ 27,913,175 47.31 % 94.26 % Offset Printing Paper 13,557 $ 9,300,003 2,183 $ 1,262,188 11,374 $ 8,037,815 521.03 % 636.82 % Tissue Paper Products 3,317 $ 3,679,609 4,069 3,386,155 (752 ) $ 293,454 -18.48 % 8.67 % Total CMP, Offset Printing Paper and Tissue Paper Revenue 132,168 $ 70,505,015 84,519 $ 34,260,571 47,649 $ 36,244,444 56.38 % 105.79 % ASPs for our main products in the six-month period ended June 30, 2021and 2020 are summarized as follows: Offset Printing Paper ASP Regular CMP ASP Light-Weight CMP ASP Tissue Paper Products ASP Six Months Ended June 30, 2020 $ 578 $ 380 $ 372 $ 832 Six Months Ended June 30, 2021 $ 686 $ 502 $ 487 $ 1109 Increase from comparable period in the previous year $ 108 $ 122 $ 115 $ 277 Increase by percentage 18.69 % 32.11 % 30.91 % 33.29 % Revenue of Face Mask Revenue generated from selling face masks were $239,327 for the six months ended June 30, 2021. We sold 6,470 thousand pieces of face masks for the six months ended June 30, 2021. 34 Cost of Sales Total cost of sales for CMP, offset printing paper and tissue paper products in the six months ended June 30, 2021 was $65,680,350, an increase of $33,305,489, or 102.87%, from $32,374,861 for the six months ended June 30, 2020. This was mainly a result of the increase in sales volume of CMP and offset printing paper and the increase in material costs. Cost of sales for CMP was $53,697,316 for the six months ended June 30, 2021, as compared to $26,939,324 in the same period of 2020. The increase in the cost of sales of $26,757,992 for CMP was mainly due to the increase in the quantities of regular CMP sold and the increase in cost of recycled paper board in the six months of 2021. Average cost of sales per tonne for CMP increased by 35.47%, from $344 for the six months ended June 30, 2020, to $466 in the same period of 2021. This is mainly attributable to the higher average unit purchase costs (net of applicable value added tax) of recycled paper board. Cost of sales for offset printing paper was $7,614,967 for the six months ended June 30, 2021, as compared to $963,531 in the same period of 2020. Average cost of sales per tonne of offset printing paper increased by 27.44%, from $441 for the six months ended June 30, 2020, to $562 in the same period of 2021. The increase was mainly attributable to higher average unit purchase costs (net of applicable value added tax) of recycled white scrap paper. Cost of sales for tissue paper products was $4,368,067 for the six months ended June 30, 2021, as compared to $4,472,006 in the same period of 2020. Average cost of sales per tonne of tissue paper products increased by 19.84%, from $1,099 for the six months ended June 30, 2020, to $1,317 for the same period of 2021. Changes in cost of sales and cost per tonne by product for the six months ended June 30, 2021 and 2020 are summarized below: Six Months Ended Six Months Ended June 30, 2021 June 30, 2020 Change in Change in percentage Cost of Sales Cost per Tonne Cost of Sales Cost per tonne Cost of Sales Cost per Tonne Cost of Sales Cost per Tone Regular CMP $ 44,238,716 $ 470 $ 21,244,189 $ 350 $ 22,994,527 $ 120 108.24 % 34.29 % Light-Weight CMP $ 9,458,600 $ 447 $ 5,695,135 $ 325 $ 3,763,465 $ 122 66.08 % 37.54 % Total CMP $ 53,697,316 $ 466 $ 26,939,324 $ 344 $ 26,757,992 $ 122 99.33 % 35.47 % Offset Printing Paper $ 7,614,967 $ 562 $ 963,531 $ 441 $ 6,651,436 $ 121 690.32 % 27.44 % Tissue Paper Products $ 4,368,067 $ 1,317 $ 4,472,006 $ 1,099 $ (103,939 ) $ 218 -2.32 % 19.84 % Total CMP, Offset Printing Paper and Tissue Paper Revenue $ 65,680,350 $ n/a $ 32,374,861 $ n/a $ 33,305,489 $ n/a 102.87 % n/a % Gross Profit Gross profit for the six months ended June 30, 2021 was $4,860,024 (6.87% of the total revenue), representing an increase of $2,470,914, or 103.42%, from the gross profit of $2,389,110 (6.81% of the total revenue) for the six months ended June 30, 2020. The increase was mainly due to (i) the increase in quantities sold of CMP and offset printing paper and (ii) the increase of ASP of CMP, offset printing paper and tissue paper products, partially offset by the decrease in sales quantities of tissue paper products. Offset Printing Paper, CMP and Tissue Paper Products Gross profit for offset printing paper, CMP and tissue paper products for the six months ended June 30, 2021 was $4,824,665, an increase of $2,938,955, or 155.85%, from the gross profit of $1,885,710 for the six months ended June 30, 2020. The increase was mainly the result of the factors discussed above. The overall gross profit margin for offset printing paper, CMP and tissue paper products increased by 1.34 percentage points, from 5.50% for the six months ended June 30, 2020, to 6.84% for the six months ended June 30, 2021. Gross profit margin for regular CMP for the six months ended June 30, 2021 was 6.31%, or 1.70 percentage points lower, as compared to gross profit margin of 8.01% for the six months ended June 30, 2020. Such decrease was primarily due to theincrease in unit cost of sales, partially offset by the increase in ASP of regular CMP. 35 Gross profit margin for light-weight CMP for the six months ended June 30, 2021 was 8.25%, or 4.38 percentage points lower, as compared to gross profit margin of 12.63% for the six months ended June 30, 2020. Such decrease was primarily due to increase in unit cost of sales, partially offset by the increase in ASP oflight-weight CMP. Gross profit margin for offset printing paper was 18.12% for the six months ended June 30, 2021, a decrease of 5.54 percentage points, as compared to 23.66% for the six months ended June 30, 2020. Such decrease was mainly due to the increase of purchase price of recycled white scrap paper, partially offset by the increase in ASP of offset printing paper. Gross profit margin for tissue paper products was -18.71% for the six months ended June 30, 2021, an increase of 13.36 percentage points, as compared to -32.07% for the six months ended June 30, 2020. Face Mask Gross profit for face mask for the six months ended June 30, 2021was $35,359, representing a gross profit margin of 14.77%. Selling, General and Administrative Expenses Selling, general and administrative expenses for the six months ended June 30, 2021were $5,152,929, a decrease of $901,506, or 14.89% from $6,054,435 for the six months ended June 30, 2020. The decrease was mainly due to higher share based compensation charge and expenses in April 2020, partially offset by the increase of RMB expenses converted to USD as a result of the deprecation of USD against RMB. Loss from Operations Operating loss for the six months ended June 30, 2021 was $292,905, a decrease of $3,372,420, or 92.01%, from $3,665,325 for the six months ended June 30, 2020. The decrease in loss was primarily due to the increase in gross profit and decrease in selling, general and administrative expenses. Other Income and Expenses Interest expense for the six months ended June 30, 2021 increased by $76,646, from $486,154 for the six months ended June 30, 2020, to $562,800. The Company had short-term and long-term interest-bearing loans and lease obligation that aggregated $16,566,327 as of June 30, 2021, as compared to $14,916,307 as of June 30, 2020. Loss on derivative liability The Company analyzed warrants for derivative accounting consideration under ASC 815, “Derivatives and Hedging, and hedging,” and determined that the instrument should be classified as a liability. ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item. The change in fair value of derivative liability for the six months ended June 30, 2021 was $ 872,040. Net Loss As a result of the above, net loss was $4,792,104 for the six months ended June 30, 2021, representing an increase of loss of $1,375,786, or 40.27%, from net loss of $3,416,318 for six months ended June 30, 2020. Accounts Receivable Net accounts receivable increased by $3,204,213, or 134.12%, to $5,593,270 as of June 30, 2021, as compared with $2,389,057 as of December 31, 2020. We usually collect accounts receivable within 30 days of delivery and completion of sales. Inventories Inventories consist of raw materials (accounting for 79.42% of total value of inventory as of June 30, 2021), semi-finished goods and finished goods. As of June 30, 2021, the recorded value of inventory increased by 845.97% to $11,671,350 from $1,233,801 as of December 31, 2020. As of June 30, 2021, the inventory of recycled paper board, which is the main raw material for the production of CMP, was $7,666,163, approximately $7,646,704, or 39296.49%, higher than the balance as of December 31, 2020. Due to the volatility of recycled paper board price and recycled white scrap paper, a minimum level of inventory was maintained at the end of 2020. 36 A summary of changes in major inventory items is as follows: June 30, December 31, 2021 2020 $ Change % Change Raw Materials Recycled paper board $ 7,666,163 $ 19,459 7,646,704 39295.76 % Recycled white scrap paper 939,199 11,193 928,006 8290.78 % Tissue base paper 268,785 14,027 254,758 1816.20 % Gas 184,144 55,473 128,671 231.95 % Mask fabric and other raw materials 210,629 167,399 43,230 25.82 % Total Raw Materials 9,268,919 267,551 9,001,368 3364.35 % Semi-finished Goods 751,286 176,703 574,583 325.17 % Finished Goods 1 ,651,145 789,547 861,599 109.13 % Total inventory, gross 11,671,350 1,233,801 10,437,549 845.97 % Inventory reserve - - - Total inventory, net $ 11,671,350 $ 1,233,801 10,437,549 845.97 % Renewal of operating lease On August 7, 2013, the Company’s Audit Committee and the Board of Directors approved the sale of the land use right of the Headquarters Compound (the “LUR”), the office building and essentially all industrial-use buildings in the Headquarters Compound (the “Industrial Buildings”), and three employee dormitory buildings located within the Headquarters Compound (the “Dormitories”) to Hebei Fangsheng for cash prices of approximately $2.77 million, $1.15 million, and $4.31 million respectively. In connection with the sale of the Industrial Buildings, Hebei Fangsheng agreed to lease the Industrial Buildings back to the Company for its original use for a term of up to three years, with an annual rental payment of approximately $154,603 (RMB1,000,000). The lease agreement expired in August 2016. On August 6, 2016 and August 6, 2018, the Company entered into two supplementary agreements with Hebei Fangsheng, who agreed to extend the lease term to August 9, 2022 with the same rental payment as original lease agreement. Capital Expenditure Commitment as of June 30, 2021 On May 5, 2020, the Company announced it planned the commercial launch of a new tissue paper production line PM10. In connection with the PM10, the Company signed an agreement to purchase paper machine with a paper machine supplier. The Company expected the new tissue paper production line to be launched after the completion of trial run. As of June 30, 2021, we had approximately $4.6 million in capital expenditure commitments that were mainly related to the purchase of paper machine of PM10. The infrastructure work of PM10 has been completed and the associated ancillary facilities are working in the progress. These commitments are expected to be financed by bank loans and cash flows generated from our business operations. In February 2021, we completed evaluation on the bidding proposals and announced that Tai Shan Group Co., Ltd., a top manufacturer in the biomass industry in China, has won the bid for the 75 tonne per hour biomass boiler procurement for the Cogeneration Project. Installation of the boilers is expected to commence in the near future. We expect to participate in the bidding process for urban central heating projects. In April 2021, the Company obtained qualification to supply central heating in industrial parks for the Cogeneration Project. Financing with Sale-Leaseback The Company entered into a sale-leaseback arrangement (the “Lease Financing Agreement”) with TAC Leasing Co., Ltd.(“TLCL”) on August 6, 2020, for a total financing proceeds in the amount of RMB 16 million (approximately US$2.5 million). Under the sale-leaseback arrangement, Hebei Tengsheng sold the Leased Equipment to TLCL for RMB 16 million (approximately US$2.5 million). Concurrent with the sale of equipment, Hebei Tengsheng leases back the equipment sold to TLCL for a lease term of three years. At the end of the lease term, Hebei Tengsheng may pay a nominal purchase price of RMB 100 (approximately $15) to TLCL and buy back the Leased Equipment. The Leased Equipment in amount of $2,349,452 was recorded as right of use assets and the net present value of the minimum lease payments was recorded as lease liability and calculated with TLCL’s implicit interest rate of15.6% per annum and stated at $567,099 at the inception of the lease on August 17, 2020. Hebei Tengsheng made payments due according to the schedule. The balance of Leased Equipment net of amortization was $2,339,145 and $2,397,653 as of June 30, 2021 and December 31, 2020, respectively. The lease liability was $453,573 and $536,959, and its current portion in the amount of $199,544 and $182,852 as of June 30, 2021 and December 31, 2020, respectively. 37 Amortization of the Leased Equipment was $41,457 and nil for the three months ended June 30, 2021 and 2020. Amortization of the Leased Equipment was $82,454 and nil for the six months ended June 30, 2021 and 2020. Total interest expenses for the sale-leaseback arrangement was $18,932 and nil for the three months ended June 30, 2021 and 2020. Total interest expenses for the sale-leaseback arrangement was $39,350 and nil for the six months ended June 30, 2021 and 2020. As a result of the sale and leaseback, a deferred gain in the amount of $430,695 was recorded. The deferred gain is amortized over the lease term and as an offset to amortization of the Leased Equipment. Cash and Cash Equivalents Our cash, cash equivalents and restricted cash as of June 30, 2021 was $30,273,543, an increase of $26,131,106, from $4,142,437 as of December 31, 2020. The increase of cash and cash equivalents for the six months ended June 30, 2021 was attributable to a number of factors: i. Net cash provided by (used in) operating activities Net cash used in operating activities was $15,570,363 for the six months ended June 30, 2021. The balance represented a decrease of cash of $21,426,988, or 365.86%, from $5,856,625 of net cash provided for the six months ended June 30, 2020. Net loss for the six months ended June 30, 2021 was $4,792,104, representing an increase of loss of $1,375,786, or 40.27%, from a net loss of $3,416,318 for the six months ended June 30, 2020. Changes in various asset and liability account balances throughout the six months ended June 30, 2021 also contributed to the net change in cash from operating activities in six months ended June 30, 2021. Chief among such changes is the increase of accounts receivable in the amount of $3,229,340 during the six months of 2021 (a decrease to net cash). There was also an increase of $10,412,117 in the ending inventory balance as of June 30, 2021 (a decrease to net cash). In addition, the Company had non-cash expenses relating to depreciation and amortization in the amount of $8,166,403. The Company also had a net increase of $8,060,524 in prepayment and other current assets (a decrease to net cash) and a net increase of $758,264 in other payables and accrued liabilities and related parties (a decrease to net cash), as well as an increase in income tax payable of $425,654 (an increase to net cash) during the six months ended June 30, 2021. ii. Net cash used in investing activities We incurred $171,541 in net cash expenditures for investing activities during the three months ended June 30, 2021, as compared to $981,150 for the same period of 2020. Payments in the three months ended June 30, 2021 were for the payments for purchase of vehicles and paper machine equipment. iii. Net cash provided by financing activities Net cash provided by financing activities was proceeds from issuance of shares and warrants net of repayment of loans and lease obligation of $41,671,591 for the six months ended June 30, 2021, as compared to net cash provided by financing activities in the amount of $ 2,273,360 for the six months ended June 30, 2020. Short-term bank loans June 30, December 31, 2021 2020 Industrial and Commercial Bank of China (“ICBC”) $ 6,422,501 $ 6,435,348 Total short-term bank loans $ 6,422,501 $ 6,435,348 On December 11, 2020, the Company entered into a working capital loan agreement with the ICBC, with a balance of $6,422,501 and $6,435,348 as of June 30, 2021 and December 31, 2020, respectively. The working capital loan was secured by the Land use right of Dongfang Paper as collateral for the benefit of the bank. The loan bears a fixed interest rate of 4.785% per annum. The loan will be due and repaid at various installments by December 7, 2021. As of June 30, 2021, there were guaranteed short-term borrowings of $6,422,501 and unsecured bank loans of $nil. As of December 31, 2020, there were guaranteed short-term borrowings of $6,435,348 and unsecured bank loans of $nil. The average short-term borrowing rates for the three months ended June 30, 2021 and 2020 were approximately 4.79%. The average short-term borrowing rates for the six months ended June 30, 2021 and 2020 were approximately 4.79%. 38 Long-term loans from credit union As of June 30, 2021 and December 31, 2020, loans payable to Rural Credit Union of Xushui District, amounted to $9,690,252and $9,594,017, respectively. On April 16, 2014, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a term of 5 years, which was originally due in various installments from June 21, 2014 to November 18, 2018. The loan is guaranteed by an independent third party. Interest payment is due quarterly and bears the rate of 0.64% per month. On November 6, 2018, the loan was renewed for additional 5 years and will be due and payable in various installments from December 21, 2018 to November 5, 2023. As of June 30, 2021 and December 31, 2020, total outstanding loan balance was $1,331,249 and $1,318,028, respectively, Out of the total outstanding loan balance, current portion amounted were $247,674 and $214,563 as of June 30, 2021 and December 31, 2020, respectively, which are presented as current liabilities in the consolidated balance sheet and the remaining balance of $1,083,575 and $11,103,465 are presented as non-current liabilities in the consolidated balance sheet as of June 30, 2021 and December 31, 2020, respectively. On July 15, 2013, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a term of 5 years, which was originally due and payable in various installments from December 21, 2013 to July 26, 2018. On June 21, 2018, the loan was extended for additional 5 years and will be due and payable in various installments from December 21, 2018 to June 20, 2023. The loan is secured by certain of the Company’s manufacturing equipment with net book value of $1,522,164 and $2,349,796 as of June 30, 2021 and December 31, 2020, respectively. Interest payment is due quarterly and bears a fixed rate of 0.64% per month. As of June 30, 2021 and December 31, 2020, the total outstanding loan balance was $3,869,909 and $3,831,476, respectively. Out of the total outstanding loan balance, current portion amounted were $417,950 and $337,169 as of June 30, 2021 and December 31, 2020 respectively, which are presented as current liabilities in the consolidated balance sheet and the remaining balance of $3,451,959 and $3,494,307 are presented as non-current liabilities in the consolidated balance sheet as of June 30, 2021 and December 31, 2020, respectively. On April 17, 2019, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a term of 2 years, which was due and payable in various installments from August 21, 2019 to April 16, 2021. The loan is secured by Hebei Tengsheng with its land use right as collateral for the benefit of the credit union. Interest payment is due quarterly and bears a fixed rate of 0.6% per month. On March 22, 2021, the loan was renewed for additional one year and the repayments will be due on April 16, 2022. As of June 30, 2021 and December 31, 2020, the total outstanding loan balance was $2,476,742 and $2,452,145, respectively. Out of the total outstanding loan balance, current portion amounted were $2,476,742 and $2,452,145 as of June 30, 2021 and December 31, 2020, respectively, which are presented as current liabilities in the consolidated balance sheet as of June 30, 2021 and December 31, 2020, respectively. On December 12, 2019, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a term of 2 years, which is due and payable in various installments from June 21, 2020 to December 11, 2021. The loan is secured by Hebei Tengsheng with its land use right as collateral for the benefit of the credit union. Interest payment is due monthly and bears a fixed rate of 7.56% per annum.On March 22, 2021, the loan was extendedand the repayments will be due on August 18, 2022. As of June 30, 2021 and December 31, 2020, the total outstanding loan balance was $2,012,353 and $1,992,368, respectively. Out of the total outstanding loan balance, current portion amounted were $nil and $1,992,368 as of June 30, 2021 and December 31, 2020, respectively, which are presented as current liabilities in the consolidated balance sheet as of June 30, 2021 and December 31, 2020, respectively. Total interest expenses for the short-term bank loans and long-term loans for the three months ended June 30, 2021 and 2020 were $264,967 and $241,436, respectively. Total interest expenses for the short-term bank loans and long-term loans for the six months ended June 30, 2021 and 2020 were $523,450 and $486,154, respectively. 39 Shareholder Loans Mr. Zhenyong Liu, the Company’s CEO has loaned money to Dongfang Paper for working capital purposes over a period of time. On January 1, 2013, Dongfang Paper and Mr. Zhenyong Liu renewed the three-year term loan previously entered on January 1, 2010, and extended the maturity date further to December 31, 2015. On December 31, 2015, the Company paid off the loan of $2,249,279, together with interest of $391,374 for the period from 2013 to 2015. Approximately $396,796 and $392,855 of interest were outstanding to Mr. Zhenyong Liu, which were recorded in other payables and accrued liabilities as part of the current liabilities in the consolidated balance sheet as of June 30, 2021 and December 31, 2020, respectively. On December 10, 2014, Mr. Zhenyong Liu provided a loan to the Company, amounted to $8,742,278 to Dongfang Paper for working capital purpose with an interest rate of 4.35% per annum, which was based on the primary lending rate of People’s Bank of China. The unsecured loan was provided on December 10, 2014, and would be originally due on December 10, 2017. During the year of 2016, the Company repaid $6,012,416 to Mr. Zhenyong Liu, together with interest of $288,596. In February 2018, the company paid off the remaining balance, together with interest of $20,400. As of June 30, 2021 and December 31, 2020, approximately $46,439 and $45,978 of interest, respectively were outstanding to Mr. Zhenyong Liu, which was recorded in other payables and accrued liabilities as part of the current liabilities in the consolidated balance sheet. On March 1, 2015, the Company entered an agreement with Mr. Zhenyong Liu which allows Dongfang Paper to borrow from Mr. Zhenyong Liu an amount up to $17,201,342 (RMB120,000,000) for working capital purposes. The advances or funding under the agreement are due three years from the date each amount is funded. The loan is unsecured and carries an annual interest rate set on the basis of the primary lending rate of the People’s Bank of China at the time of the borrowing. On July 13, 2015, an unsecured amount of $4,324,636 was drawn from the facility. On October 14, 2016 an unsecured amount of $2,883,091 was drawn from the facility. In February 2018, the company repaid $1,507,432 to Mr. Zhenyong Liu. The loan would be originally due on July 12, 2018. Mr. Zhenyong Liu agreed to extend the loan for additional 3 years and the remaining balance will be due on July 12, 2021. On November 23, 2018, the company repaid $3,768,579 to Mr. Zhenyong Liu, together with interest of $158,651. In December 2019, the Company paid off the remaining balance, together with interest of 94,636. As of June 30, 2021 and December 31, 2020, the outstanding interest was $212,748 and $210,635, respectively, which was recorded in other payables and accrued liabilities as part of the current liabilities in the consolidated balance sheet. As of June 30, 2021 and December 31, 2020, total amount of loans due to Mr. Zhenyong Liu were $nil. The interest expense incurred for such related party loans are $nil for the three and six months ended June 30, 2021 and 2020. The accrued interest owing to Mr. Zhenyong Liu was approximately $655,983 and $649,468, as of June 30, 2021 and December 31, 2020, respectively, which was recorded in other payables and accrued liabilities. As of June 30, 2021 and December 31, 2020, amount due to shareholder was $727,433, which represents funds from shareholders to pay for various expenses incurred in the U.S. The amount is due on demand with interest free. 40 Critical Accounting Policies and Estimates The Company’s financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require us 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 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. The most critical accounting policies are listed below: Revenue Recognition Policy The Company recognizes revenue when goods are delivered and a formal arrangement exists, the price is fixed or determinable, the delivery is completed, no other significant obligations of the Company exist, and collectability is reasonably assured. Goods are considered delivered when the customer’s truck picks up goods at our finished goods inventory warehouse. Long-Lived Assets The Company evaluates the recoverability of long-lived assets and the related estimated remaining useful lives when events or circumstances lead management to believe that the carrying value of an asset may not be recoverable and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amount. In such circumstances, those assets are written down to estimated fair value. Our judgments regarding the existence of impairment indicators are based on market conditions, assumptions for operational performance of our businesses, and possible government policy toward operating efficiency of the Chinese paper manufacturing industry. For the three months ended June 30, 2021 and 2020, no events or circumstances occurred for which an evaluation of the recoverability of long-lived assets was required. We are currently not aware of any events or circumstances that may indicate any need to record such impairment in the future. Foreign Currency Translation The functional currency of Dongfang Paper and Baoding Shengde is the Chinese Yuan Renminbi (“RMB”). Under ASC Topic 830-30, all assets and liabilities are translated into United States dollars using the current exchange rate at the end of each fiscal period. The current exchange rates used by the Company as of June 30, 2021 and December 31, 2020 to translate the Chinese RMB to the U.S. Dollars are 6.4601:1 and 6.5249:1, respectively. Revenues and expenses are translated using the prevailing average exchange rates at 6.4682:1 and 6.9931:1 for the three months ended June 30, 2021 and 2020, respectively. Translation adjustments are included in other comprehensive income (loss). Off-Balance Sheet Arrangements We were the guarantor for Baoding Huanrun Trading Co., for its long-term bank loans in an amount of $4,798,687 (RMB31,000,000), which matures at various times in 2023. Baoding Huanrun Trading Co. is one of our major suppliers of raw materials. This helps us to maintain a good relationship with the supplier and negotiate for better terms in payment for materials. If Huanrun Trading Co. were to become insolvent, the Company could be materially adversely affected. Except as aforesaid, we have no material off-balance sheet transactions. 41 Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU No. 2019-10, “Financial Instruments-Credit Losses (Topic 326): Effective Dates”, to finalize the effective date delays for private companies, not-for-profits, and smaller reporting companies applying the CECL standards. The ASU is effective for reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact of the adoption of ASU 2016-13 on our condensed consolidated financial statements.