Item 2. Management’s Discussion and Analysis
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 March 31, 2023 and 2022
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.
On
the basis of scientific assessment of the characteristics of the virus and the pandemic situation, as well as reference to the prevention
practices of other countries, at the end of 2022, the Chinese government refined its COVID-19 prevention and control measures and stopped
conducting nucleic acid testing for all residents. By the end of 2022, vaccination rate has exceeded 90%. And normal life is returning.
Under such circumstances, the government has taken positive service measures, including tax incentives, bank loan and financial support,
etc, to support domestic enterprises to overcome difficulties. The market consolidation will be expedited eventually.
Since
we resumed business operations after the outbreak of COVID-19, the Company kept continuous attention on the development of the COVID-19
pandemic and reacted actively to its impact on the financial position and operating results of the Company. As of the date of the report,
COVID-19’s adverse impacts on the company’s financial position and operating result as of March 31, 2023 were limited.
Results
of Operations
Comparison
of the Three months ended March 31, 2023 and 2022
Revenue
for the three months ended March 31, 2023 was $19,790,877, an increase of $4,309,259, or 27.83%, from $15,481,618 for the same period
in the previous year. This was mainly due to the increase in sales volume of corrugating medium paper (“CMP”), partially
offset by the decrease of average selling prices of CMP.
25
Revenue
of Offset Printing Paper, Corrugating Medium Paper and Tissue Paper Products
Revenue
from sales of offset printing paper, corrugating medium paper and tissue paper products for the three months ended March 31, 2023
was $19,751,148, an increase of $4,326,126, or 28.05%, from $15,425,022 for the first quarter of 2022. Total offset printing paper,
CMP and tissue paper products sold during the three months ended March 31, 2023 amounted to 49,873 tonnes, an increase of 20,390
tonnes, or 69.16%, compared to 29,483 tonnes sold in the comparable period in the previous year. Production of CMP was suspended in
January of 2023 and January and February of 2022 due to Chinese New Year and restriction on production required by the government.
The changes in revenue dollar amount and in quantity sold for the three months ended March 31, 2023 and 2022 are summarized as
follows:
Three Months
Ended
Three Months
Ended
Percentage
March
31, 2023
March
31, 2022
Change
in
Change
Sales
Revenue
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
Amount
Regular
CMP
41,663
$ 16,467,969
25,245
$ 13,099,222
16,418
$ 3,368,747
65.03 %
25.72 %
Light-Weight
CMP
8,019
$ 3,060,226
3,841
$ 1,927,412
4,178
$ 1,132,814
108.77 %
58.77 %
Total
CMP
49,682
$ 19,528,195
29,086
$ 15,026,634
20,596
$ 4,501,561
70.81 %
29.96 %
Offset
Printing Paper
-
$ -
-
$ -
-
$ -
%
%
Tissue
Paper Products
191
$ 222,953
397
$ 398,388
(206 )
$ (175,435 )
-51.89 %
-44.04 %
Total
CMP, Offset Printing Paper and Tissue Paper Revenue
49,873
$ 19,751,148
29,483
$ 15,425,022
20,390
$ 4,326,126
69.16 %
28.05 %
Monthly
sales revenue for the 24 months ended March 31, 2023, are summarized below:
The
Average Selling Prices (ASPs) for our main products in the three months ended March 31, 2023 and 2022 are summarized as follows:
Offset Printing Paper ASP
Regular
CMP ASP
Light-Weight
CMP ASP
Tissue
Paper Products ASP
Three Months ended March 31, 2022
$ -
$ 519
$ 502
$ 1,003
Three Months ended March 31, 2023
$ -
$ 395
$ 382
$ 1,167
Increase (Decrease) from comparable period
in the previous year
$ -
$ (124 )
$ (120 )
$ 164
Increase (Decrease) by percentage
0.00 %
-23.89 %
-23.90 %
16.35 %
26
The following
chart shows the month-by-month ASPs for the 24-month period ended March 31, 2023:
Corrugating
Medium Paper
Revenue
from CMP amounted to $19,528,195 (98.87% of the total offset printing paper, CMP and tissue paper products revenues) for the three months
ended March 31, 2023, representing an increase of $4,501,561, or 29.96%, from $15,026,634 for the comparable period in 2022.
We
sold 49,682 tonnes of CMP in the three months ended March 31, 2023 as compared to 29,086 tonnes for the same period in 2022, representing
a 70.81% increase in quantity sold.
ASP
for regular CMP dropped from $519/tonne for the three months ended March 31, 2022 to $395/tonne for the three months ended March 31,
2023, representing a 23.89% decrease. ASP in RMB for regular CMP for the first quarter of 2022 and 2023 was RMB3,294 and RMB2,712, respectively,
representing a 17.67% decrease. The quantity of regular CMP sold increased by 16,418 tonnes, from 25,245 tonnes in the first quarter
of 2022 to 41,663 tonnes in the first quarter of 2023.
ASP
for light-weight CMP decreased from $502/tonne for the three months ended March 31, 2022 to $382/tonne for the three months ended March
31, 2023, representing a 23.9% decrease. ASP in RMB for light-weight CMP for the first quarter of 2022 and 2023 was RMB3,186 and RMB2,618,
respectively, representing a 17.83% decrease. The quantity of light-weight CMP sold increased by 4,178 tonnes, from 3,841 tonnes in the
first quarter of 2022, to 8,019 tonnes in the first quarter of 2023.
Our
PM6 production line, which produces regular CMP, has a designated capacity of 360,000 tonnes /year. The utilization rates for the first
quarter of 2023 and 2022 were 44.49% and 23.04%, respectively, representing an increase of 21.45%.
27
Quantities
sold for regular CMP that was produced by the PM6 production line from April 2021 to March 2023 are as follows:
Offset
printing paper
Revenue
from offset printing paper was $nil for the three months ended March 31, 2023 and 2022. Production of offset printing paper was suspended
in the three months ended March 31, 2023. The production is expected to be resumed in May 2023.
Tissue
Paper Products
Revenue
from tissue paper products was $222,953 (1.13% of the total offset printing paper, CMP and tissue paper products revenues) for the three
months ended March 31, 2023, representing a decrease of $175,435, or 44.04%, from $398,388 for the three months ended March 31, 2022.
We sold 191 tonnes of tissue paper in the first quarter of 2023, as compared to 397 tonnes in the comparable period of 2022, representing
a decrease of 206 tonnes, or 51.89%.
ASP
for tissue paper products increased from $1,003/tonne for the three months ended March 31, 2022 to $1,167/tonne for the three months
ended March 31, 2023, representing a 16.35% increase. ASP in RMB for tissue paper products for the first quarter of 2022 and 2023 was
RMB6,375 and RMB7,995, respectively, representing a 25.41% increase.
28
Revenue
of Face Mask
Revenue
generated from selling face mask were $35,637 and $56,596 for the three months ended March 31, 2023 and 2022, respectively, representing
a decrease of $20,959, or 37.03%. We sold 1,105 thousand pieces of face masks in the first quarter of 2023, as compared to 1,160 thousand
pieces in the comparable period of 2022, a decrease of 55 thousand pieces, or 4.74%.
Cost
of Sales
Total
cost of sales for CMP, offset printing paper and tissue paper products for the quarter ended March 31, 2023 was $20,018,379, an increase
of $4,887,125, or 32.30%, from $15,131,254 for the comparable period in 2022. This was mainly due to the increase in sales quantity of
CMP, partially offset by the decrease in material costs of CMP.
Cost
of sales for CMP was $19,089,115 for the quarter ended March 31, 2023, as compared to $14,169,089 for the comparable period in 2022.
The increase in the cost of sales of $4,920,026 for CMP was mainly due to the increase in sales volume of CMP, partially offset by the
decrease in average cost of sales. Average cost of sales per tonne for CMP decreased by 21.15%, from $487 in the first quarter of 2022
to $384 in the first quarter of 2023. The decrease in average cost of sales was mainly attributable to the lower average unit purchase
costs (net of applicable value added tax) of recycled paper board in the first quarter of 2023 compared to the first quarter of 2022.
Cost
of sales for offset printing paper was $nil for the quarter ended March 31, 2023 and 2022.
Cost
of sales for tissue paper products was $929,264 for the quarter ended March 31, 2023, as compared to $962,165 for the comparable period
in 2022. The decrease in the cost of sales of $32,901 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 100.70%, from $2,424 in the three months ended March 31, 2022, to $4,865 for the comparable period in 2023. 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 March 31, 2023 and 2022 are summarized below:
Three Months
Ended
Three Months
Ended
March
31, 2023
March
31, 2022
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
$
16,149,948
$
388
$
12,398,701
$
491
$
3,751,247
$
(103
)
30.26
%
-20.98
%
Light-Weight
CMP
$
2,939,167
$
367
$
1,770,388
$
461
$
1,168,779
$
(94
)
66.00
%
-20.39
%
Total
CMP
$
19,089,115
$
384
$
14,169,089
$
487
$
4,920,026
$
(103
)
34.72
%
-21.15
%
Offset
Printing Paper
$
-
$
-
$
-
$
-
$
-
$
-
%
%
Tissue
Paper Products
$
929,264
$
4,865
$
962,165
$
2,424
$
(32,901
)
$
2,441
-3.42
%
100.70
%
Total
CMP, Offset Printing Paper and Tissue Paper
$
20,018,379
$
n/a
$
15,131,254
$
n/a
$
4,887,125
$
n/a
32.30
%
n/a
Our
average unit purchase costs (net of applicable value added tax) of recycled paper board in the three months ended March 31, 2023
were RMB 1,502/tonne (approximately $219/tonne), as compared to RMB 1,858/tonne (approximately $293/tonne) for the three months
ended March 31, 2022. These changes (in US dollars) represent a year-over-year decrease of 25.26% 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.
29
The
pricing trends of our major raw materials for the 24-month period from April 2021 to March 2023 are shown below:
Electricity
and gas are our two main energy sources. Electricity and gas accounted for approximately 4% and 14% of total sales in the first
quarter of 2023, respectively, compared to 3% and 9.6% of total sales in the first quarter of 2022. The monthly energy cost as a
percentage of total monthly sales of our main paper products for the 24 months ended March 31, 2023 are summarized as
follows:
Gross
Profit (Loss)
Gross
loss for the three months ended March 31, 2023 was $276,999 (1.40% of the total revenue), representing a decrease of $587,444, or 189.23%,
from the gross profit of $310,445 (2.01% of the total revenue) for the three months ended March 31, 2022, as a result of factors described
above.
30
Offset
Printing Paper, CMP and Tissue Paper Products
Gross
loss for offset printing paper, CMP and tissue paper products for the three months ended March 31, 2023 was $267,231, representing a
decrease of $560,999, or 190.97%, from the gross profit of $293,768 for the three months ended March 31, 2022. The decrease 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 3.25 percentage points, from 1.90%
for the three months ended March 31, 2022, to -1.35% for the three months ended March 31, 2023.
Gross
profit margin for regular CMP for the three months ended March 31, 2023 was 1.93%, or 3.42 percentage points lower, as compared to
gross profit margin of 5.35% for the three months ended March 31, 2022. Such decrease was mainly due to the decrease in of ASP of
regular CMP, partially offset by the decrease in cost of recycled paper board.
Gross
profit margin for light-weight CMP for the three months ended March 31, 2023 was 3.96%, or 4.19 percentage points lower, as compared
to gross profit margin of 8.15% for the three months ended March 31, 2022. The decrease was mainly due to the decrease in ASP of
light-weight CMP, partially offset by the decrease of cost of recycled paper board.
Gross
profit margin for tissue paper products for the three months ended March 31, 2023 was -316.80%, or 175.29 percentage points lower, as
compared to gross profit margin of -141.51% for the three months ended March 31, 2022. The decrease in gross loss was mainly due to the
increase in cost of base paper, partially offset by the increase in ASP of tissue paper products.
Monthly
gross profit margins on the sales of our CMP and offset printing paper for the 24-month period ended March 31, 2023 are as follows:
31
Face
Masks
Gross
loss for face masks for the three months ended March 31, 2023 and 2022 were gross loss of $2,839 and a gross profit of $16,677, representing
a gross margin of -7.97% and 29.47%, respectively.
Selling,
General and Administrative Expenses
Selling,
general and administrative expenses for the three months ended March 31, 2023 were $2,495,362, a decrease of $805,519, or 24.40% from
$3,300,881 for the three months ended March 31, 2022. The decrease was mainly due to the reversal of doubtful debt loss and decrease
in depreciation of idle fixed assets during production suspension.
Loss
from Operations
Operating
loss for the quarter ended March 31, 2023 was $2,772,361, a decrease of $218,075, or 7.29%, from $2,990,436 for the quarter ended
March 31, 2022. The decrease in loss from operations was primarily due to the decrease in selling, general and administrative
expenses, partially offset by the decrease in gross profit.
Other
Income and Expenses
Interest
expense for the three months ended March 31, 2023 decreased by $21,644, from $270,813 in the three months ended March 31, 2022, to $249,169.
This was mainly due to the decrease in interest rates of long-term bank loans. The Company had short-term and long-term interest-bearing
loans and leasing obligations that aggregated $18,212,347 as of March 31, 2023, as compared to $16,157,692 as of March 31, 2022.
Gain
on derivative liability
The
Company analyzed the warrant 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 March 31, 2023 and 2022 was a loss of $152,097 and a gain of
$386,588, respectively.
Net
Loss
As
a result and the factors discussed above, net loss was $2,733,165 for the quarter ended March 31, 2023, representing an increase of loss
of $244,951, or 9.84%, from $2,488,214 for the quarter ended March 31, 2022.
32
Accounts
Receivable
Net
accounts receivable increased by $2,231,924, as compared with $nil as of December 31, 2022. We usually collect accounts receivable within
30 days of delivery and completion of sales.
Inventories
Inventories
consist of raw materials (accounting for 82.79% of total value of inventory as of March 31, 2023), semi-finished goods and finished goods.
As of March 31, 2023, the recorded value of inventory increased by 107.81% to $5,969,604 from $2,872,622 as of December 31, 2022. As
of March 31, 2023, the inventory of recycled paper board, which is the main raw material for the production of CMP, was $4,257,163, approximately
$2,999,002, or 238.36%, higher than the balance as of December 31, 2022. As a result of better control over stock turnover and volatility
of recycled paper board price, inventory was kept in a minimum level as of December 2022.
A
summary of changes in major inventory items is as follows:
March 31,
December 31,
2023
2022
$ Change
% Change
Raw Materials
Recycled paper board
$ 4,257,163
$ 1,258,161
2,999,002
238.36 %
Recycled white scrap paper
10,955
10,809
146
1.35 %
Tissue base paper
456,330
60,660
395,670
652.27 %
Gas
79,379
42,237
37,142
87.94 %
Mask fabric and other raw materials
138,498
99,569
38,929
39.10 %
Total Raw Materials
4,942,325
1,471,436
3,470,889
235.88 %
Semi-finished Goods
150,075
132,810
17,265
13.00 %
Finished Goods
877,204
1,268,376
-391,172
-30.84 %
Total inventory, gross
5,969,604
2,872,622
3,096,982
107.81 %
Inventory reserve
-
-
-
Total inventory, net
$ 5,969,604
$ 2,872,622
3,096,982
107.81 %
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 $145,745 (RMB1,000,000). The lease agreement was renewed
in August 2022 with a term of six years with the same rental payments as provided for in the original lease agreement.
33
Capital
Expenditure Commitment as of March 31, 2023
On
May 5, 2020, the Company announced it planned the commercial launch of a new tissue paper production line PM10 and the Company signed
an agreement to purchase paper machine with paper machine supplier. The Company expected the new tissue paper production line to be launched
after the completion of trial run.
As
of March 31, 2023, we had approximately $5.9 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 progress.
These commitments are expected to be financed by bank loans and cash flows generated from our business operations.
Financing
with Sale-Leaseback
he
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, Tengsheng Paper sold the Leased Equipment to TLCL for 16 million (approximately US$2.5 million). Concurrent with the sale
of equipment, Tengsheng Paper leases back the equipment sold to TLCL for a lease term of three years. At the end of the lease term, Tengsheng
Paper may pay a nominal purchase price of RMB 100 (approximately $16) 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 of 15.6% per annum and stated at $567,099 at the inception of the lease
on August 17, 2020.
Tengsheng
Paper made payments due according to the schedule. The balance of Leased Equipment net of amortization was $1,927,390 and $1,939,970
as of March 31, 2023 and December 31, 2022, respectively. The lease liability was $77,789 and $131,772, and its current portion in the
amount of $77,789 and $131,772 as of March 31, 2023 and December 31, 2022, respectively.
Amortization
of the Leased Equipment was $38,865 and $42,006 for the three months ended March 31, 2023 and 2022. Total interest expenses for the sale-leaseback
arrangement was $4,490 and $13,507 for the three months ended March 31, 2023 and 2022.
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 March 31, 2023 was $16,750,893, an increase of $7,226,025, from $9,524,868 as of December
31, 2022. The increase of cash and cash equivalents for the three months ended March 31, 2023 was attributable to a number of factors
including:
i.
Net cash provided by (used in) operating activities
Net
cash provided by operating activities was $4,809,928for the three months ended March 31, 2023. The balance represented an increase of
cash of $398,510, or 9.03%, from $4,411,418 provided for the three months ended March 31, 2022. Net loss for the three months ended March
31, 2023 was $2,733,165, representing an increase of loss of $244,951, or 9.84%, from $2,488,214 for the three months ended March 31,
2022. Changes in various asset and liability account balances throughout the three months ended March 31, 2023 also contributed to the
net change in cash from operating activities in three months ended March 31, 2023. Chief among such changes is the increase of accounts
receivable in the amount of $1,988,921 during the three months of 2023. There was also an increase of $3,062,782 in the ending inventory
balance as of March 31, 2023 (a decrease to net cash for the three months ended March 31, 2023 cash flow purposes). In addition, the
Company had non-cash expenses relating to depreciation and amortization in the amount of $3,686,243 and decrease of bad debt loss of
$246,386. The Company also had a net decrease of $9,461,336 in prepayment and other current assets (an increase to net cash) and a net
increase of $262,073 in other payables and accrued liabilities and related parties (an increase to net cash), as well as a decrease in
income tax payable of $424,198 (a decrease to net cash) during the three months ended March 31, 2023.
34
ii.
Net cash used in investing activities
We
incurred $295,018 in net cash expenditures for investing activities during the three months ended March 31, 2023, as compared to $7,175,972
for the same period of 2022.
iii.
Net cash provided by financing activities
Net
cash provided by financing activities was $2,564,646 for the three months ended March 31, 2023, as compared to net cash provided by financing
activities in the amount of $6,893,314 for the three months ended March 31, 2022.
Short-term
bank loans
March 31,
December 31,
2023
2022
Industrial and Commercial Bank
of China (“ICBC”) Loan 1
$ 5,091,899
$ 5,023,978
ICBC Loan 2
291,049
287,167
ICBC Loan 3
145,524
143,583
China Construction Bank
Loan
145,524
143,583
Total
short-term bank loans
$ 5,673,996
$ 5,598,311
On
November 10, 2022, the Company entered into a working capital loan agreement with the ICBC, with a balance of $5,091,899 and $5,023,978
as of March 31, 2023 and December 31, 2022, respectively. The working capital loan was secured by the land use right of Dongfang Paper
as collateral for the benefit of the bank and guaranteed by Mr. Liu. The loan bears a fixed interest rate of 4.785% per annum. The loan
will be due by November 13, 2023.
On
November 30, 2022, the Company entered into a working capital loan agreement with the ICBC, with a balance of $291,049 and $287,167 as
of March 31, 2023 and December 31, 2022, respectively. The loan bears an interest rate of 4.25% per annum. The loan will be due by May
29, 2023.
On
November 30, 2022, the Company entered into a working capital loan agreement with the ICBC, with a balance of $145,524 and $143,583 as
of March 31, 2023 and December 31, 2022, respectively. The loan bears an interest rate of 4.25% per annum. The loan will be due by May
29, 2023.
On
July 29, 2022, the Company entered into a working capital loan agreement with the China Construction Bank, with a balance of $145,524
and $143,583 as of March 31, 2023 and December 31, 2022, respectively. The loan bears a fixed interest rate of 3.95% per annum. The loan
will be due by July 29, 2023.
As
of March 31, 2023, there were guaranteed short-term borrowings of $5,091,899 and unsecured bank loans of $582,097. As of December 31,
2022, there were guaranteed short-term borrowings of $5,023,978 and unsecured bank loans of $574,333.
The
average short-term borrowing rates for the three months ended March 31, 2023 and 2022 were approximately 4.72% and 4.79%.
Long-term
loans
As
of March 31, 2023 and December 31, 2022, long-term loans were $11,778,745 and $9,040,002, respectively.
35
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 bore a rate of 7.68% per annum. With effective from November 15, 2022, the interest rate is reduced to 7% per annum.
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 March 31, 2023 and December 31, 2022, total outstanding loan balance was $1,251,510 and$1,234,816, respectively,
which are presented as current liabilities in the consolidated balance sheet.
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 $93,136 and $280,466 as of March
31, 2023 and December 31, 2022, respectively. Interest payment is due quarterly and bore a rate of 7.68% per annum. With effective
from November 15, 2022, the interest rate is reduced to 7% per annum. As of March 31, 2023 and December 31, 2022, the total
outstanding loan balance was $3,638,111 and $3,589,582, respectively, which are presented as current liabilities in the consolidated
balance sheet.
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 was renewed on March 22, 2021 and
December 24, 2021 and extended for additional 3 years in total, which will be due on April 16, 2024 according to the new schedule.
The loan is secured by Tengsheng Paper with its land use right as collateral for the benefit of the credit union. Interest payment
is due quarterly and bore a rate of 7.68% per annum. With effective from November 15, 2022, the interest rate is reduced to 7% per
annum. As of March 31, 2023 and December 31, 2022, the total outstanding loan balance was $2,328,390 and $2,297,332, respectively,
which are presented as non-current liabilities in the consolidated balance sheet as of March 31, 2023 and December 31, 2022,
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 was renewed on March 22, 2021 and
December 24, 2021 and extended for additional 3 years in total, which will be due on December 11, 2024 according to the new
schedule. The loan is secured by Tengsheng Paper with its land use right as collateral for the benefit of the credit union. Interest
payment is due monthly and bore a rate of 7.56% per annum. With effective from November 15, 2022, the interest rate is reduced to 7%
per annum. As of March 31, 2023 and December 31, 2022, the total outstanding loan balance was $1,891,817 and $1,866,582,
respectively, which are presented as non-current liabilities in the consolidated balance sheet as of March 31, 2023 and December 31,
2022, respectively.
On
February 26, 2023, 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 August 21, 2023 to February 24, 2025. The loan is secured by Dongfang Paper with its
land use right as collateral for the benefit of the credit union. Interest payment is due monthly and bore a rate of 7% per annum. As
of March 31, 2023, the total outstanding loan balance was $2,619,439. Out of the total outstanding loan balance, current portion amounted
was $363,811, which is presented as current liabilities in the consolidated balance sheet and the remaining balance of $2,255,628 is
presented as non-current liabilities in the consolidated balance sheet as of March 31, 2023.
On
July 1, 2022, the Company entered into a loan agreement with Jiangna Yu, a customer of the Company, pursuant to which the Company borrowed
RMB 400,000 from Jiangna Yu for a term of five years. The loan is payable in monthly installment of RMB10,667 from July 2022 to July
2027. As of March 31, 2023 and December 31, 2022, the total outstanding loan balance was $49,478 and$51,690, respectively. Out of the
total outstanding loan balance, current portion amounted were $11,642 and $11,486, which are presented as current liabilities and the
remaining balance of $37,836 and $40,204 are presented as non-current liabilities in the consolidated balance sheet as of March 31, 2023
and December 31, 2022, respectively.
Total
interest expenses for the short-term bank loans and long-term loans for the three months ended March 31, 2023 and 2022 were $244,679
and $257,306, respectively.
36
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 $373,028 and $368,052 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 March
31, 2023 and December 31, 2022, 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 March 31, 2023 and December 31, 2022, approximately $43,657 and $43,075 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 the CEO 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 was 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 March
31, 2023 and December 31, 2022, the outstanding interest was $200,006 and $197,338, respectively, which was recorded in other payables
and accrued liabilities as part of the current liabilities in the consolidated balance sheet.
As
of March 31, 2023 and December 31, 2022, total amount of loans due to Mr. Zhenyong Liu were $nil. The interest expense incurred for such
related party loans were $nil for the three months ended March 31, 2023 and 2022. The accrued interest owing to Mr. Zhenyong Liu was
approximately $616,691 and $608,465, as of March 31, 2023 and December 31, 2022, respectively, which was recorded in other payables and
accrued liabilities.
On
December 8, 2021, the Company entered an agreement with Mr. Zhenyong Liu, which allows Mr. Zhenyong Liu to borrow from the Company an
amount of $6,507,431 (RMB44,089,085). The loan is unsecured and carries a fixed interest rate of 3% per annum. The loan was repaid by
Mr. Zhenyong Liu in February 2022.
In
October 2022 and November 2022, the Company entered two agreements with Mr. Zhenyong Liu, which allowed Mr. Zhenyong Liu to borrow
from the Company an amount of $7,276,220 (RMB50,000,000) in total. The loans were unsecured and carried a fixed interest rate of
4.35% per annum. The loan will be repaid in May 2023. Interest income of the loan for the three months ended March 31, 2023 was
$131,553.
As
of March 31, 2023 and December 31, 2022, 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.
37
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 March 31, 2023 and 2022, 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 March 31, 2023 and December 31, 2022 to translate the Chinese RMB to the U.S. Dollars
are 6.8717:1 and 6.9646:1, respectively. Revenues and expenses are translated using the prevailing average exchange rates at 6.8613:1
and 6. 3483:1 for the three months ended March 31, 2023 and 2022, 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 $4,511,256 (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.
38
Recent
Accounting Pronouncements
In
May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic
326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement
of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments
in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification.
Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses
when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments— Credit Losses—Available-for-Sale
Debt Securities. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect
the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition
relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar
financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments
in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued
ASU No. 2019-10, which to update the effective date of ASU No. 2016-02 for private companies, not-for-profit organizations and certain
smaller reporting companies applying for credit losses, leases, and hedging standard. The new effective date for these preparers is for
fiscal years beginning after December 15, 2022. The Company is currently evaluating the impact of ASU 2019-05 will have on its consolidated
financial statements.
In
October 2021, the FASB issued ASU 2021-08, “Business Combinations”. The amendments in this Update address how to determine
whether a contract liability is recognized by the acquirer in a business combination and resolve the inconsistency of measuring revenue
contracts with customers acquired in a business combination by providing specific guidance on how to recognize and measure acquired contract
assets and contract liabilities from revenue contracts in a business combination. The amendments in this Update apply to all entities
that enter into a business combination within the scope of Subtopic 805-10, Business Combination-Overalls. For public business entities,
ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early
application is permitted. The amendments in this Update should be applied prospectively to business combinations occurring on or after
the effective date of the amendments. The Company does not expect the adoption of this standard to have a material impact on its consolidated
financial statements.
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.