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 June 30, 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.
Results
of Operations
Comparison
of the Three months ended June 30, 2023 and 2022
Revenue
for the three months ended June 30, 2023 was $30,019,914, a decrease of $1,768,970, or 5.56%, from $31,788,884 for the same period in
the previous year. This was mainly due to the decrease of average selling prices of corrugating medium paper (“CMP”), partially
offset by the increase in sales volume of CMP and offset printing paper.
25
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, 2023 was $29,975,733, representing
a decrease of $1,725,572, or 5.44%, from $31,701,305 for the second quarter of 2022. Total offset printing paper, CMP and tissue paper
products sold during the three months ended June 30, 2023 amounted to 78,636 tonnes, representing an increase of 12,668 tonnes, or 19.20%,
compared to 65,968 tonnes sold in the comparable period in the previous year. Production of offset printing paper was resumed in May
2023. The changes in revenue dollar amount and in quantity sold for the three months ended June 30, 2023 and 2022 are summarized as follows:
Three
Months Ended
June 30, 2023
Three
Months Ended
June 30, 2022
Change
in
Percentage
Change
Sales
Revenue
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
Amount
Regular CMP
60,063
$ 21,931,330
53,943
$ 25,853,442
6,120
$ (3,922,112 )
11.35 %
-15.17 %
Light-Weight CMP
12,877
$ 4,544,189
11,642
$ 5,436,476
1,235
$ (892,287 )
10.61 %
-16.41 %
Total CMP
72,940
$ 26,475,519
65,585
$ 31,289,918
7,355
$ (4,814,399 )
11.21 %
-15.39 %
Offset
Printing Paper
5,403
$ 3,155,882
-
$ -
5,403
$ 3,155,882
%
%
Tissue
Paper Products
293
$ 344,332
383
$ 411,387
(90 )
$ (67,055 )
-23.50 %
-16.30 %
Total
CMP, Offset Printing Paper and Tissue Paper Revenue
78,636
$ 29,975,733
65,968
$ 31,701,305
12,668
$ (1,725,572 )
19.20 %
-5.44 %
Monthly
sales revenue for the 24 months ended June 30, 2023, are summarized below:
The
Average Selling Prices (ASPs) for our main products in the three months ended June 30, 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 June 30, 2022
$ -
$ 479
$ 467
$ 1,074
Three
Months ended June 30, 2023
$ 584
$ 365
$ 353
$ 1,175
Increase
(Decrease) from comparable period in the previous year
$ 584
$ (114 )
$ (114 )
$ 101
Increase
(Decrease) by percentage
-
-23.80 %
-24.41 %
9.40 %
26
The
following chart shows the month-by-month ASPs for the 24-month period ended June 30, 2023:
Corrugating
Medium Paper
Revenue
from CMP amounted to $26,475,519 (88.32% of the total offset printing paper, CMP and tissue paper products revenues) for the three months
ended June 30, 2023, representing a decrease of $4,814,399, or 15.39%, from $31,289,918 for the comparable period in 2022.
We
sold 72,940 tonnes of CMP in the three months ended June 30, 2023 as compared to 65,585 tonnes for the same period in 2022, representing
a11.21% increase in quantity sold.
ASP
for regular CMP decreasedfrom $479/tonne for the three months ended June 30, 2022 to $365/tonne for the three months ended June 30, 2023,
representing a 23.80% decrease. ASP in RMB for regular CMP for the second quarter of 2022 and 2023 was RMB3,156 and RMB2,574, respectively,
representing a 18.44% decrease. The quantity of regular CMP sold increased by 6,120 tonnes, from 53,943 tonnes in the second quarter
of 2022 to 60,063 tonnes in the second quarter of 2023.
ASP
for light-weight CMP decreased from $467/tonne for the three months ended June 30, 2022 to $353/tonne for the three months ended June
30, 2023, representing a 24.41% decrease. ASP in RMB for light-weight CMP for the second quarter of 2022 and 2023 was RMB3,064 and RMB2,485,
respectively, representing a 18.90% decrease. The quantity of light-weight CMP sold increased by 1,235 tonnes, from 11,642 tonnes in
the second quarter of 2022, to 12,877 tonnes in the second 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 second
quarter of 2023 and 2022 were 66.61% and 58.98%, respectively, representing an increase of 7.63%.
27
Quantities
sold for regular CMP that was produced by the PM6 production line from July 2021 to June 2023 are as follows:
Offset
printing paper
Revenue
from offset printing paper was $3,155,882 (representing10.53% of the total offset printing paper, CMP and tissue paper products revenues)
for the three months ended June 30, 2023, representing an increase of $3,155,882, or 100%, from $nil for the three months ended June
30, 2022. We resumed production in May 2023 and sold 5,403 tonnes of offset printing paper in the second quarter of 2023.
Tissue
Paper Products
Revenue
from tissue paper products was $344,332 (representing1.15% of the total offset printing paper, CMP and tissue paper products revenues)
for the three months ended June 30, 2023, representing a decrease of $67,055, or 16.30%, from $411,387 for the three months ended June
30, 2022. We sold 293 tonnes of tissue paper in the second quarter of 2023, as compared to 383 tonnes in the comparable period of 2022,
representing a decrease of 90 tonnes, or 23.50%.
ASP
for tissue paper products increased from $1,074/tonne for the three months ended June 30, 2022 to $1,175/tonne for the three months ended
June 30, 2023, representing a 9.4% increase. ASP in RMB for tissue paper products for the second quarter of 2022 and 2023 was RMB7,153
and RMB8,269, respectively, representing a 15.60% increase.
28
Revenue
of Face Mask
Revenue
generated from selling face mask were $44,246 and $87,579 for the three months ended June 30, 2023 and 2022, respectively, representing
a decrease of $43,333, or 49.48%. We sold 1,411 thousand pieces of face masks in the second quarter of 2023, as compared to 1,852 thousand
pieces in the comparable period of 2022, a decrease of 441 thousand pieces, or 23.81%.
Cost
of Sales
Total
cost of sales for CMP, offset printing paper and tissue paper products for the quarter ended June 30, 2023 was $28,792,189, a decrease
of $2,293,283, or 7.38%, from $31,085,472 for the comparable period in 2022. This was mainly due to thedecrease in unit material costs
of CMP, partially offset by the increase in sales quantity of CMP and offset printing paper.
Cost
of sales for CMP was $24,658,830 for the quarter ended June 30, 2023, as compared to $29,859,737 for the comparable period in 2022. The
decrease in the cost of sales of $5,200,907 for CMP was mainly due to the decrease in average unit cost of sales, partially offset by
increase in sales volume of CMP and offset printing paper. Average cost of sales per tonne for CMP decreased by 25.71%, from $455 in
the second quarter of 2022 to $338 in the second 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 second quarter of 2023 compared
to the second quarter of 2022.
Cost
of sales for tissue paper products was $1,053,874 for the quarter ended June 30, 2023, as compared to $1,225,735 for the comparable period
in 2022. The decrease in the cost of sales of $171,861 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 12.41%, from $3,200 in the three months ended June 30, 2022, to $3,597 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 June 30, 2023 and 2022 are summarized below:
Three Months
Ended
Three Months
Ended
Change in
June
30, 2023
June
30, 2022
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
$ 20,438,880
$ 340
$ 24,746,689
$ 459
$ (4,307,809 )
$ (119 )
-17.41 %
-25.93 %
Light-Weight
CMP
$ 4,219,950
$ 328
$ 5,113,048
$ 439
$ (893,098 )
$ (111 )
-17.47 %
-25.28 %
Total
CMP
$ 24,658,830
$ 338
$ 29,859,737
$ 455
$ (5,200,907 )
$ (117 )
-17.42 %
-25.71 %
Offset
Printing Paper
$ 3,079,485
$ 570
$ -
$ -
$ 3,079,485
$ 570
%
%
Tissue
Paper Products
$ 1,053,874
$ 3,597
1,225,735
$ 3,200
$ (171,861 )
$ 397
-14.02 %
12.41 %
Total
CMP, Offset Printing Paper and Tissue Paper
$ 28,792,189
$ n/a
$ 31,085,472
$ n/a
$ (2,293,283 )
$ n/a
-7.38 %
n/a
Our
average unit purchase costs (net of applicable value added tax) of recycled paper board in the three months ended June 30, 2023 were
RMB 1,340/tonne (approximately $192/tonne), as compared to RMB 1,776/tonne (approximately $273/tonne) for the three months ended June
30, 2022. These changes (in US dollars) represent a year-over-year decrease of 29.67% for the recycled paper board. The average unit
purchase costs (net of applicable value added tax) of tissue base paper was RMB 10,012/tonne (approximately $1,437/tonne) in the three
months ended June 30, 2023, as compared to RMB 6,968/tonne (approximately $1,071/tonne) for the three months ended June 30, 2012. 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 July 2021 to June 2023 are shown below:
Electricity
and gas are our two main energy sources. Electricity and gas accounted for approximately 5% and 14.9% of total sales in the second quarter
of 2023, respectively, compared to 4% and 15.4% of total sales in the second quarter of 2022. The monthly energy cost as a percentage
of total monthly sales of our main paper products for the 24 months ended June 30, 2023 are summarized as follows:
Gross
Profit (Loss)
Gross
profit for the three months ended June 30, 2023 was $1,179,858 (representing 3.93% of the total revenue), representing an increase of
$545,821, or 86.09%, from the gross profit of $634,037 (representing 1.99% of the total revenue) for the three months ended June 30,
2022, as a result of factors described above.
30
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, 2023 was $1,183,544, representing
an increase of $567,711, or 92.19%, from the gross profit of $615,833 for the three months ended June 30, 2022. 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 2.01 percentage points, from 1.94%
for the three months ended June 30, 2022, to 3.95% for the three months ended June 30, 2023.
Gross
profit margin for regular CMP for the three months ended June 30, 2023 was 6.81%, or 2.53 percentage points higher, as compared to gross
profit margin of 4.28% for the three months ended June 30, 2022. Such increase was mainly due to the decrease in cost of recycled paper
board, partially offset by the decrease in of ASP of regular CMP in the second quarter of 2023.
Gross
profit margin for light-weight CMP for the three months ended June 30, 2023 was 7.14%, or 1.19 percentage points higher, as compared
to gross profit margin of 5.95% for the three months ended June 30, 2022. The increase was mainly due to the decrease of cost of recycled
paper board, partially offset by the decrease in ASP of light-weight CMP in the second quarter of 2023.
Gross
profit margin for offset printing paper was 2.42% for the three months ended June 30, 2023.
Gross
profit margin for tissue paper products for the three months ended June 30, 2023 was -206.06%, or 8.11 percentage points lower, as compared
to gross profit margin of -197.95% for the three months ended June 30, 2022. The increase 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 June 30, 2023 are as follows:
31
Face
Masks
Gross
loss for face masks for the three months ended June 30, 2023 and 2022 were $3,569 and a gross profit of $18,204, representing a gross
margin of -8.07% and 20.79%, respectively.
Selling,
General and Administrative Expenses
Selling,
general and administrative expenses for the three months ended June 30, 2023 were $1,323,405, a decrease of $546,397, or 29.22% from
$1,869,802 for the three months ended June 30, 2022. The decrease was mainly due to the reversal of doubtful debt loss.
Loss
from Operations
Operating loss for the quarter ended June 30,
2023 was $518,683, a decrease of $717,082, or 58.03%, from $1,235,765 for the quarter ended June 30, 2022. The decrease in loss from operations
was primarily due to the increase in gross profit, decrease in selling, general and administrative expenses, partially offset by the recognition
of impairment loss on assets.
Other
Income and Expenses
Interest
expense for the three months ended June 30, 2023 increased by $11,575, from $259,106 in the three months ended June 30, 2022, to $270,681.
The Company had short-term and long-term interest-bearing loans, related party loans and leasing obligations that aggregated $17,607,943
as of June 30, 2023, as compared to $15,530,449 as of June 30, 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 June 30, 2023 and 2022 was a loss of $166,506 and a gain of $960,045,
respectively.
Net
Loss
As a result and the factors discussed above, net
loss was $1,253,493 for the quarter ended June 30, 2023, representing an increase of loss of $965,580, or 335.37%, from $287,913 for the
quarter ended June 30, 2022.
32
Comparison
of the six months ended June 30, 2023 and 2022
Revenue
for the six months ended June 30, 2023 was $49,810,791, representing an increase of $2,540,289, or 5.37%, from $47,270,502 for the same
period in the previous year. This was mainly due to the increase in sales volume of CMP and offset printing paper and tissue paper products,
partially offset by the decrease in ASP of CMP.
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, 2023 was $49,726,882, an increase
of $2,600,555, or 5.52%, from $47,126,327 for the six months ended June 30, 2022. This was mainly due to the increase in sales volume
of regular CMP, light-weight CMP and offset printing paper, partially offset by the decrease in ASPs of CMP. Total quantities of offset
printing paper, CMP and tissue paper products sold during the six months ended June 30, 2023 amounted to 128,509 tonnes, an increase
of 33,058 tonnes, or 34.63%, compared to 95,451 tonnes sold during the six months ended June 30, 2022. Total quantities of CMP and offset
printing paper sold increased by 33,354 tonnes in the six months of 2023 as compared to the same period of 2022. We sold 484 tonnes of
tissue paper products in the six months of 2023 as opposed to 780 tonnes in the same period of 2022. Production of offset printing paper
was resumed in May 2023. The changes in revenue and quantity sold for the six months ended June 30, 2023 and 2022 are summarized as follows:
Six Months
Ended
Six Months
Ended
Percentage
June
30, 2023
June
30, 2022
Change
in
Change
Sales
Revenue
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
Amount
Regular
CMP
101,726
$ 38,399,299
79,188
$ 38,952,663
22,538
$ (553,364 )
28.46 %
-1.42 %
Light-Weight
CMP
20,896
$ 7,604,416
15,483
$ 7,363,888
5,413
$ 240,528
34.96 %
3.27 %
Total
CMP
122,622
$ 46,003,715
94,671
$ 46,316,551
27,951
$ (312,836 )
29.52 %
-0.68 %
Offset
Printing Paper
5,403
$ 3,155,882
-
$ -
5,403
$ 3,155,882
- %
- %
Tissue
Paper Products
484
$ 567,285
780
$ 809,776
(296 )
$ (242,491 )
-37.95 %
-29.95 %
Total
CMP, Offset Printing Paper and Tissue Paper Revenue
128,509
$ 49,726,882
95,451
$ 47,126,327
33,058
$ 2,600,555
34.63 %
5.52 %
ASPs for
our main products in the six-month period ended June 30, 2023 and 2022 are summarized as follows:
Offset
Printing Paper ASP
Regular
CMP ASP
Light-Weight
CMP ASP
Tissue
Paper Products ASP
Six
Months Ended June 30, 2022
$ -
$ 492
$ 476
$ 1038
Six
Months Ended June 30, 2023
$ 584
$ 377
$ 364
$ 1172
Increase
(Decrease) from comparable period in the previous year
$ 584
$ -115
$ -112
$ 134
Increase
(Decrease) by percentage
-
-23.37 %
-23.53 %
12.91 %
Revenue
of Face Masks
Revenue
generated from selling face masks were $79,883 and $144,175 for the six months ended June 30, 2023 and 2022. We sold 2,516 thousand pieces
of face masks for the six months ended June 30, 2023, as compared to 3,012 thousand pieces in the comparable period of 2022, a decrease
of 496 thousand pieces, or 16.47%.
33
Cost
of Sales
Total
cost of sales for CMP, offset printing paper and tissue paper products in the six months ended June 30, 2023 was $48,810,569, an increase
of $2,593,842, or 5.61%, from $46,216,727 for the six months ended June 30, 2022. This was mainly a result of the increase in sales volume
of CMP and offset printing paper, partially offset by the decrease of material costs of CMP. Cost of sales for CMP was $43,747,945 for
the six months ended June 30, 2023, as compared to $44,028,827 in the same period of 2022. The decrease in the cost of sales of $280,882
for CMP was mainly due to the decrease in average cost of sales, partially offset by the increase in the quantities of regular CMP sold
in the six months of 2023. Average cost of sales per tonne for CMP decreased by 23.23%, from $465 for the six months ended June 30, 2022,
to $357 in the same period of 2023.This is mainly attributable to the lower average unit purchase costs (net of applicable value added
tax) of recycled paper board. Cost of sales for tissue paper products was $1,983,139 for the six months ended June 30, 2023, as compared
to $2,187,900 in the same period of 2022. The decrease was mainly due to the decrease in sales quantity of tissue paper products, partially
offset by the increase in cost of tissue base paper. Average cost of sales per tonne of tissue paper products increased by 46.06%, from
$2,805 for the six months ended June 30, 2022, to $4,097 for the same period of 2023.
Changes
in cost of sales and cost per tonne by product for the six months ended June 30, 2023 and 2022 are summarized below:
Six
Months Ended
Six
Months Ended
Change in
June
30, 2023
June
30, 2022
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
$ 36,588,828
$ 360
$ 37,145,391
$ 469
$ (556,563 )
$ (109 )
-1.50 %
-23.24 %
Light-Weight
CMP
$ 7,159,117
$ 343
$ 6,883,436
$ 445
$ 275,681
$ (102 )
4.00 %
-22.92 %
Total
CMP
$ 43,747,945
$ 357
$ 44,028,827
$ 465
$ (280,882 )
$ (108 )
-0.64 %
-23.23 %
Offset
Printing Paper
$ 3,079,485
$ 570
$ -
$ -
$ 3,079,485
$ -
-
-
Tissue
Paper Products
$ 1,983,139
$ 4,097
$ 2,187,900
$ 2,805
$ (204,761 )
$ 1,292
-9.36 %
46.06 %
Total
CMP, Offset Printing Paper and Tissue Paper Revenue
$ 48,810,569
$ n/a
$ 46,216,727
$ n/a
$ 2,593,842
$ n/a
5.61 %
n/a %
Gross
Profit
Gross
profit for the six months ended June 30, 2023 was $902,859 (representing1.81% of the total revenue), representing a decrease of $41,623,
or 4.41%, from the gross profit of $944,482 (representing 2.00% of the total revenue) for the six months ended June 30, 2022.
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, 2023 was $916,313, an increase of $6,713,
or 0.74%, from the gross profit of $909,600 for the six months ended June 30, 2022.
The
overall gross profit margin for offset printing paper, CMP and tissue paper products decreased by 0.09 percentage points, from 1.93%
for the six months ended June 30, 2022, to 1.84% for the six months ended June 30, 2023.
Gross
profit margin for regular CMP for the six months ended June 30, 2023 was 4.71%, or 0.07 percentage points higher, as compared to gross
profit margin of 4.64% for the six months ended June 30, 2022.
Gross
profit margin for light-weight CMP for the six months ended June 30, 2023 was 5.86%, or 0.66 percentage points lower, as compared to
gross profit margin of 6.52% for the six months ended June 30, 2022.
Gross
profit margin for offset printing paper was 2.42% for the six months ended June 30, 2023.
Gross
profit margin for tissue paper products was -249.58% for the six months ended June 30, 2023, a decrease of 79.39 percentage points, as
compared to -170.19% for the six months ended June 30, 2022. The decrease was mainly due to the increase in cost of tissue base paper.
Face
Masks
Gross
loss for face mask for the six months ended June 30, 2023 was $6,407, representing a gross margin of -8.02% compared with a gross profit
of $34,882, representing a gross margin of 24.19%, for the six months ended June 30, 2022.
Selling,
General and Administrative Expenses
Selling,
general and administrative expenses for the six months ended June 30, 2023 were $3,818,767, a decrease of $1,351,916, or 26.15% from
$5,170,683 for the six months ended June 30, 2022. The decrease was mainly due to the reversal of doubtful debt loss and decrease in
depreciation of idle fixed assets during production suspension.
34
Loss
from Operations
Operating loss for the six months ended June 30,
2023 was $3,291,044, a decrease of $935,157or 22.13%, from $4,226,201 for the six months ended June 30, 2022. The decrease was primarily
due to the decrease in selling, general and administrative expenses, partially offset by the recognition of impairment loss on assets.
Other
Income and Expenses
Interest
expense for the six months ended June 30, 2023 decreased by $10,069, from $529,919 for the six months ended June 30, 2022, to $519,850.
The Company had short-term and long-term interest-bearing loans and lease obligation that aggregated $17,607,943 as of June 30, 2023,
as compared to $15,530,449 as of June 30, 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 sixmonths ended June 30, 2023 and 2022 was a loss of $14,409 and a gain of $1,346,633,
respectively.
Net
Loss
As a result of the above, net loss was $3,986,658
for the six months ended June 30, 2023, representing an increase of loss of $1,210,531, or 43.61%, from $2,776,127 for the six months
ended June 30, 2022.
Accounts
Receivable
Net
accounts receivable was $2,416,572 as of June 30, 2023, 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 83.83% of total value of inventory as of June 30, 2023), semi-finished goods and finished goods.
As of June 30, 2023, the recorded value of inventory increased by 128.69% to $6,569,323 from $2,872,622 as of December 31, 2022. As of
June 30, 2023, the inventory of recycled paper board, which is the main raw material for the production of CMP, was $4,871,125, approximately
$3,612,964, or 287.16%, 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 31, 2022.
A
summary of changes in major inventory items is as follows:
June
30,
December
31,
2023
2022
$
Change
%
Change
Raw Materials
Recycled paper board
$ 4,871,125
$ 1,258,161
3,612,964
287.16 %
Recycled white scrap paper
10,436
10,809
-373
-3.45 %
Tissue base paper
273,903
60,660
213,243
351.54 %
Gas
142,533
42,237
100,296
237.46 %
Mask fabric and other
raw materials
209,154
99,569
109,585
110.06 %
Total Raw Materials
5,507,151
1,471,436
4,035,715
274.27 %
Semi-finished Goods
395,327
132,810
262,517
197.66 %
Finished Goods
666,845
1,268,376
-601,531
-47.43 %
Total inventory, gross
6,569,323
2,872,622
3,696,701
128.69 %
Inventory reserve
-
-
-
Total
inventory, net
$ 6,569,323
$ 2,872,622
3,696,701
128.69 %
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 $143,486 (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.
35
Capital
Expenditure Commitment as of June 30, 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 June 30, 2023, we had approximately $3.9 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
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, 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 $1,796,034 and $1,939,970
as of June 30, 2023 and December 31, 2022, respectively. The lease liability was $18,854 and $131,772, and its current portion in the
amount of $18,854 and $131,772 as of June 30, 2023 and December 31, 2022, respectively.
Amortization
of the Leased Equipment was $37,661 and $39,972 for the three months ended June 30, 2023 and 2022. Amortization of the Leased Equipment
was $76,526 and $81,978 for the six months ended June 30, 2023 and 2022. Total interest expenses for the sale-leaseback arrangement was
$2,182 and $10,862 for the three months ended June 30, 2023 and 2022. Total interest expenses for the sale-leaseback arrangement was
$6,671 and $24,369 for the six months ended June 30, 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 June 30, 2023 was $11,980,759, an increase of $2,455,891, from $9,524,868 as of December
31, 2022. The increase of cash and cash equivalents for the six months ended June 30, 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
$5,746,719 for the six months ended June 30, 2023. The balance represented an increase of cash of $1,796,937, or 45.49%, from $3,949,782
provided for the six months ended June 30, 2022. Net loss for the six months ended June 30, 2023 was $3,986,658, representing an increase
of loss of $1,210,531, or 43.61%, from a net loss of $2,776,127 for the six months ended June 30, 2022. Changes in various asset and liability
account balances throughout the six months ended June 30, 2023 also contributed to the net change in cash from operating activities in
six months ended June 30, 2023. Chief among such changes is the increase of accounts receivable in the amount of $1,674,665 during the
six months of 2023. There was also an increase of $3,940,417 in the ending inventory balance as of June 30, 2023 (a decrease to net cash
for the six months ended June 30, 2023 cash flow purposes). In addition, the Company had non-cash expenses relating to depreciation and
amortization in the amount of $7,150,057, reversal of allowance of bad debts of $830,847 and loss from disposal of $126,797 and impairment
of $375,136 on property, plant and equipment. The Company also had a net decrease of $7,634,922 in prepayment and other current assets
(an increase to net cash) and a net increase of $807,717 in other payables and accrued liabilities and related parties (an increase to
net cash), as well as a decrease in income tax payable of $67,515 (a decrease to net cash) during the six months ended June 30, 2023.
36
ii.
Net cash used in investing activities
We
incurred $5,565,713 in net cash expenditures for investing activities during the six months ended June 30, 2023, as compared to $7,324,305
for the same period of 2022.
iii. Net
cash provided by financing activities
Net
cash provided by financing activities was $2,823,597 for the six months ended June 30, 2023, as compared to net cash provided by financing
activities in the amount of $6,673,987 for the six months ended June 30, 2022.
Short-term
bank loans
June
30,
December
31,
2023
2022
Industrial and Commercial Bank
of China (“ICBC”) Loan 1
$ 4,773,174
$ 5,023,978
ICBC Loan 2
-
287,167
ICBC Loan 3
-
143,583
ICBC Loan 4
415,179
-
China Construction Bank Loan
138,393
143,583
ICBC Loan 5
415,179
-
Total
short-term bank loans
$ 5,741,925
$ 5,598,311
On
November 10, 2022, the Company entered into a working capital loan agreement with the ICBC, with a balance of $4,773,174 and $5,023,978
as of June 30, 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 company
repaid $71,743 in May 2023 and the balance of 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 $nil and $287,167 as of
June 30, 2023 and December 31, 2022, respectively. The loan bore an interest rate of 4.25% per annum. The loan was repaid in May 2023.
On
November 30, 2022, the Company entered into a working capital loan agreement with the ICBC, with a balance of $nil and $143,583 as of
June 30, 2023 and December 31, 2022, respectively. The loan bore an interest rate of 4.25% per annum. The loan was repaid in May 2023.
On
May 29, 2023, the Company entered into a working capital loan agreement with the ICBC, with a balance of $415,179 as of June 30, 2023.
The loan bears a fixed interest rate of 4.25% per annum. The loan will be due by November 25, 2023.
On
July 29, 2022, the Company entered into a working capital loan agreement with the China Construction Bank, with a balance of $138,393
and $143,583 as of June 30, 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.
On
June 29, 2023, the Company entered into a working capital loan agreement with the ICBC, with a balance of $415,179 as of June 30, 2023.
The loan bears a fixed interest rate of 3.55% per annum. The loan will be due by June 28, 2024.
As
of June 30, 2023, there were guaranteed short-term borrowings of $4,773,174 and unsecured bank loans of $968,751. 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 June 30, 2023 and 2022 were approximately 4.83% and 4.79%. The average
short-term borrowing rates for the six months ended June 30, 2023 and 2022 were approximately 4.77% and 4.79%.
Long-term
loans
As of June
30, 2023 and December 31, 2022, long-term loans were $11,198,760 and $9,040,002, respectively.
37
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 duequarterly and bore a rate of 7.68% per annum. 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 June 30, 2023 and December 31, 2022, total outstanding loan balance was $1,190,180 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 andwas due and payable in various installments from December 21, 2018 to June 20, 2023. On June 19, 2023, the
loan was extended for another 5 years and will be due and payable on June 20, 2028. The loan is secured by certain of the Company’s
manufacturing equipment with net book value of $59,048 and $280,466 as of June 30, 2023 and December 31, 2022, respectively. Interest
payment is due quarterly and bore a rate of 7.68% per annum. Effective from November 15, 2022, the interest rate is reduced to 7% per
annum. As of June 30, 2023 and December 31, 2022, the total outstanding loan balance was $3,459,824 and $3,589,582, respectively, which
are presented as non-current liabilities and current liabilities in the consolidated balance sheet, 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 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. Effective from November 15, 2022, the interest rate is reduced to 7% per annum. As of June 30, 2023
and December 31, 2022, the total outstanding loan balance was $2,214,288 and $2,297,332, respectively, which are presented as current
liabilities and non-current liabilities in the consolidated balance sheet as of June 30, 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. Effective from November 15, 2022, the interest rate is reduced to 7% per annum. As of June 30, 2023
and December 31, 2022, the total outstanding loan balance was $1,799,109 and $1,866,582, respectively, which are presented as non-current
liabilities in the consolidated balance sheet as of June 30, 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 June 30, 2023, the total outstanding loan balance was $2,491,073. Out of the total outstanding loan balance, current portion amounted
was $345,982, which is presented as current liabilities in the consolidated balance sheet and the remaining balance of $2,145,092 is
presented as non-current liabilities in the consolidated balance sheet as of June 30, 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 June 30, 2023 and December 31, 2022, the total outstanding loan balance was $44,286 and $51,690, respectively. Out of the
total outstanding loan balance, current portion amounted were $11,072 and $11,486, which are presented as current liabilities and the
remaining balance of $33,214 and $40,204 are presented as non-current liabilities in the consolidated balance sheet as of June 30, 2023
and December 31, 2022, respectively.
Total
interest expenses for the short-term bank loans and long-term loans for the three months ended June 30, 2023 and 2022 were $268,499 and
$248,244, respectively. Total interest expenses for the short-term bank loans and long-term loans for the six months ended June 30, 2023
and 2022 were $513,179 and $505,550, respectively.
38
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 $354,748 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 June
30, 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 June 30, 2023 and December 31, 2022, approximately $41,518 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 June
30, 2023 and December 31, 2022, the outstanding interest was $190,204 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 June 30, 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 and six months ended June 30, 2023 and 2022. The accrued interest owing to Mr. Zhenyong Liu
was approximately $586,470 and $608,465, as of June 30, 2023 and December 31, 2022, respectively, which was recorded in other payables
and accrued liabilities.
On
December 8, 2021, the Company entered into 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 into two agreements with Mr. Zhenyong Liu, which allowed Mr. Zhenyong Liu to borrow
from the Company an amount of $6,919,649 (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 by the end of August 2023. Interest income of the loan for the six months ended June 30, 2023 was
$176,847.
As
of June 30, 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.
39
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, 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 June 30, 2023 and December 31, 2022 to translate the Chinese RMB to the U.S. Dollars
are 7.2258:1 and 6.9646:1, respectively. Revenues and expenses are translated using the prevailing average exchange rates at 6.9693:1
and 6.5058:1 for the six months ended June 30, 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 $4,290,182 (RMB31,000,000), which matures
at various times in 2028. 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.
40
Recent
Accounting Pronouncements
In
October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities
from Contracts with Customers (ASU 2021-08), which clarifies that an acquirer of a business should recognize and measure contract assets
and contract liabilities in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. The new amendments
are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The amendments
should be applied prospectively to business combinations occurring on or after the effective date of the amendments, with early adoption
permitted. 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.