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, 2024 and 2023 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 March 31,
2024 and 2023
Revenue for the three months ended
March 31, 2024 was $6,863,841, representing a decrease of $12,927,036, or 65.32%, from $19,790,877 for the same period in the previous
year. This was mainly due to the production suspension of corrugating medium paper (“CMP”) in January and February of 2024,
and production suspension of tissue paper products in the first quarter of 2024.
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 March 31, 2024 was $6,826,800, representing a
decrease of $12,924,348, or 65.44%, from $19,751,148 for the first quarter of 2023. Total offset printing paper, CMP and tissue paper
products sold during the three months ended March 31, 2024 amounted to 18,670 tonnes, representing a decrease of 31,203 tonnes, or 62.56%,
compared to 49,873 tonnes sold in the comparable period in the previous year. Production orders of CMP were arranged ahead of schedule
(in December 2023), in order to mitigate the impact of energy price rise in 2024. Production of CMP was suspended in January and February
2024 due to the change of production schedule and Chinese New Year holiday. Production of CMP was resumed in mid of March 2024. Production
of offset printing paper and tissue paper products were suspended due to the higher natural gas price and Chinese New Year in the first
quarter of 2024 and expected to resume in the third quarter of 2024. The changes in revenue dollar amount and in quantity sold for the
three months ended March 31, 2024 and 2023 are summarized as follows:
Three Months Ended
Three Months Ended
Percentage
March 31, 2024
March 31, 2023
Change in
Change
Sales Revenue
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
(Tonne)
Amount
Quantity
Amount
Regular CMP
15,640
$ 5,750,601
41,663
$ 16,467,969
(26,023 )
$ (10,717,368 )
-62.46 %
-65.08 %
Light-Weight CMP
3,030
$ 1,076,199
8,019
$ 3,060,226
(4,989 )
$ (1,984,027 )
-62.21 %
-64.83 %
Total CMP
18,670
$ 6,826,800
49,682
$ 19,528,195
(31,012 )
$ (12,701,395 )
-62.42 %
-65.04 %
Offset Printing Paper
-
$ -
-
$ -
-
$ -
%
%
Tissue Paper Products
-
$ -
191
$ 222,953
(191 )
$ (222,953 )
-100.00 %
-100.00 %
Total CMP, Offset Printing Paper and Tissue Paper Revenue
18,670
$ 6,826,800
49,873
$ 19,751,148
(31,203 )
$ (12,924,348 )
-62.56 %
-65.44 %
Monthly sales revenue for the 24 months ended March 31,
2024, are summarized below:
The Average Selling Prices (ASPs) for our main products in
the three months ended March 31, 2024 and 2023 are summarized as follows:
Offset
Printing
Paper ASP
Regular
CMP
ASP
Light-
Weight
CMP ASP
Tissue
Paper
Products
ASP
Three Months ended March 31, 2024
$ -
$ 368
$ 355
$ -
Three Months ended March 31, 2023
$ -
$ 395
$ 382
$ 1,167
Decrease from comparable period in the previous year
$ -
$ (27 )
$ (27 )
$ (1,167 )
Decrease by percentage
- %
-6.84 %
-7.07 %
- %
26
The following chart shows the month-by-month ASPs for the
24-month period ended March 31, 2024:
Corrugating Medium Paper
Revenue from
CMP amounted to $6,826,800 (100.00% of the total offset printing paper, CMP and tissue paper products revenues) for the three months ended
March 31, 2024, representing a decrease of $12,701,395, or 65.04%, from $19,528,195 for the comparable period in 2023. Production of CMP
was suspended in January and February of 2024 and production of offset printing paper was suspended in the first quarter of 2024.
We sold 18,670 tonnes of CMP in
the three months ended March 31, 2024 as compared to 49,682 tonnes for the same period in 2023, representing a 62.42% decrease in quantity
sold.
ASP for regular CMP decreased from
$395/tonne for the three months ended March 31, 2023 to $368/tonne for the three months ended March 31, 2024, representing a 6.84% decrease.
ASP in RMB for regular CMP for the first quarter of 2023 and 2024 was RMB2,712 and RMB2,611, respectively, representing a 3.73% decrease.
The quantity of regular CMP sold decreased by 26,023 tonnes, from 41,663 tonnes in the first quarter of 2023 to 15,640 tonnes in the first
quarter of 2024.
ASP for light-weight CMP decreased
from $382/tonne for the three months ended March 31, 2023 to $355/tonne for the three months ended March 31, 2024, representing a 7.07%
decrease. ASP in RMB for light-weight CMP for the first quarter of 2023 and 2024 was RMB2,618 and RMB2,522, respectively, representing
a 3.68% decrease. The quantity of light-weight CMP sold decreased by 4,989 tonnes, from 8,019 tonnes in the first quarter of 2023, to
3,030 tonnes in the first quarter of 2024.
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 2024 and 2023 were 15.11%
and 44.49%, respectively, representing a decrease of 29.38%.
27
Quantities sold for regular CMP that was produced by the
PM6 production line from April 2022 to March 2024 are as follows:
Offset printing paper
Revenue from offset printing paper was $nil for the three
months ended March 31, 2024 and 2023. Production of offset printing paper was suspended in the three months ended March 31, 2024 and 2023.
Tissue Paper Products
Revenue from tissue paper products
was $nil and $222,953 for the three months ended March 31, 2024 and 2023, respectively. Production of tissue paper products was suspended
during the first quarter of 2024.
28
Revenue of Face Mask
Revenue generated from selling
face mask were $nil and $35,637 for the three months ended March 31, 2024 and 2023, respectively.
Cost of Sales
Total cost of sales for CMP, offset
printing paper and tissue paper products for the quarter ended March 31, 2024 was $6,464,464, a decrease of $13,553,915, or 67.71%, from
$20,018,379 for the comparable period in 2023. This was mainly due to the decrease in sales quantity and the decrease in the unit material
costs of CMP.
Cost of sales for CMP was $6,464,464
for the quarter ended March 31, 2024, as compared to $19,089,115 for the comparable period in 2023. The decrease in the cost of sales
of $12,624,651 for CMP was mainly due to the decreases in sales volume and average unit cost of sales of CMP. Average cost of sales per
tonne for CMP decreased by 9.90%, from $384 in the first quarter of 2023 to $346 in the first quarter of 2024. 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 2024 compared to the first quarter of 2023.
Cost of sales for tissue paper products
was $nil for the quarter ended March 31, 2024, as compared to $929,264 for the comparable period in 2023. The production of tissue paper
products was suspended in the first quarter of 2024.
Changes in cost of sales and cost per tonne by product for
the quarters ended March 31, 2024 and 2023 are summarized below:
Three Months Ended
Three Months Ended
March 31, 2024
March 31, 2023
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
$ 5,424,012
$ 347
$ 16,149,948
$ 388
$ (10,725,936 )
$ (41 )
-66.41 %
-10.57
Light-Weight CMP
$ 1,040,452
$ 343
$ 2,939,167
$ 367
$ (1,898,715 )
$ (24 )
-64.60 %
-6.54
Total CMP
$ 6,464,464
$ 346
$ 19,089,115
$ 384
$ (12,624,651 )
$ (38 )
-66.14 %
-9.90
Offset Printing Paper
$ -
$ -
$ -
$ -
$ -
$ -
%
Tissue Paper Products
$ -
$ -
929,264
$ 4,865
$ (929,264 )
$ (4,865 )
-100.00 %
-100.00
Total CMP, Offset Printing Paper and Tissue Paper
$ 6,464,464
$ n/a
$ 20,018,379
$ n/a
$ (13,553,915 )
$ n/a
-67.71 %
n/a
Our average unit purchase costs (net of applicable value
added tax) of recycled paper board in the three months ended March 31, 2024 was RMB 1,276/tonne (approximately $180/tonne), as compared
to RMB 1,502/tonne (approximately $219/tonne) for the three months ended March 31, 2023. These changes (in US dollars) represent a year-over-year
decrease of 17.81% 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 2022 to March 2024 are shown below:
Electricity
and gas are our two main energy sources. Electricity and gas accounted for approximately 4% and 12.4% of total sales in the first quarter
of 2024, respectively, compared to 4% and 14% of total sales in the first quarter of 2023. The monthly energy cost as a percentage of
total monthly sales of our main paper products for the 24 months ended March 31, 2024 are summarized as follows:
Gross Profit (Loss)
Gross profit for the three months ended March 31, 2024
was $399,113 (representing 5.81% of the total revenue), representing an increase of $676,112, or 244.08%, from the gross loss of $276,999
(representing 1.40% of the total revenue) for the three months ended March 31, 2023.
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 March 31, 2024 was $362,336, representing an increase
of $629,567, or 235.59%, from the gross loss of $267,231 for the three months ended March 31, 2023. This was mainly due to the gross loss
incurred for tissue paper products in the first quarter of 2023.
The overall gross profit margin
for offset printing paper, CMP and tissue paper products increased by 6.66 percentage points, from -1.35% for the three months ended March
31, 2023, to 5.31% for the three months ended March 31, 2024.
Gross profit margin for regular
CMP for the three months ended March 31, 2024 was 5.68%, or 3.75 percentage points higher, as compared to gross profit margin of 1.93%
for the three months ended March 31, 2023. Such increase was mainly due to the decrease in cost of recycled paper board, partially offset
by the decrease in ASP of regular CMP in the first quarter of 2024.
Gross profit margin for light-weight
CMP for the three months ended March 31, 2024 was 3.32%, or 0.64 percentage points lower, as compared to gross profit margin of 3.96%
for the three months ended March 31, 2023.
Monthly gross profit margins on the sales of our CMP and
offset printing paper for the 24-month period ended March 31, 2024 are as follows:
31
Face Masks
Gross loss for face masks for the three months ended March
31, 2024 and 2023 were gross loss of $nil and $2,839, respectively.
Selling, General and Administrative Expenses
Selling, general and administrative expenses for the
three months ended March 31, 2024 were $3,900,783, an increase of $1,405,421, or 56.32% from $2,495,362 for the three months ended March
31, 2023. The decrease was mainly due to the increase in depreciation of idle fixed assets during production suspension.
Loss from Operations
Operating loss for the quarter ended
March 31, 2024 was $3,501,670, a decrease of $729,309, or 26.31%, from $2,772,361 for the quarter ended March 31, 2023. The decrease in
loss from operations was primarily due to the increase in selling, general and administrative expenses, partially offset by the increase
in gross profit.
Other Income and Expenses
Interest expense for the three months ended March 31,
2024 decreased by $38,879, from $249,169 in the three months ended March 31, 2023, to $210,290. The Company had short-term and long-term
interest-bearing loans, related party loans and leasing obligations that aggregated $12,204,370 as of March 31, 2024, as compared to $18,212,347
as of March 31, 2023.
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, 2024 and 2023 was a gain of $34 and $152,097, respectively.
Net Loss
As a result and the factors discussed above, net loss
was $ 3,746,536 for the quarter ended March 31, 2024, representing a decrease of $1,013,371, or 37.08 %,
from $2,733,165 in net loss for the quarter ended March 31, 2023.
32
Accounts Receivable
Net accounts receivable increased by $1,810,651, or 314.61%,
to $2,386,177 as of March 31, 2024, as compared with $575,526 as of December 31, 2023. We usually collect accounts receivable within 30
days of delivery and completion of sales.
Inventories
Inventories consist of raw materials (accounting for
36.15% of total value of inventory as of March 31, 2024), semi-finished goods and finished goods. As of March 31, 2024, the recorded value
of inventory decreased by 1.77% to $3,492,364 from $3,555,235 as of December 31, 2023. As of March 31, 2024, the inventory of recycled
paper board, which is the main raw material for the production of CMP, was $1,031,201, approximately $832,457, or 418.86%, higher than
the balance as of December 31, 2023. 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 2023.
A summary of changes in major inventory items is as follows:
March 31,
December 31,
2024
2023
$ Change
% Change
Raw Materials
Recycled paper board
$ 1,031,201
$ 198,744
832,457
418.86 %
Recycled white scrap paper
10,629
10,647
-18
-0.17 %
Tissue base paper
21,101
21,138
-37
-0.18 %
Gas
33,083
21,428
11,655
54.39 %
Other raw materials
166,410
121,011
45,399
37.52 %
Total Raw Materials
1,262,424
372,968
889,456
238.48 %
Semi-finished Goods
299,686
300,207
-521
-0.17 %
Finished Goods
1,930,254
2,885,019
-954,765
-33.09 %
Total inventory, gross
3,492,364
3,558,194
-65,830
-1.85 %
Inventory reserve
-
(2,959 )
5
100 %
Total inventory, net
$ 3,492,364
$ 3,555,235
(65,825 )
-1.77 %
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 $140,829 (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, 2024
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, 2024, we had approximately
$3.5 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$2.3 million). Under the sale-leaseback arrangement, Tengsheng Paper
sold the Leased Equipment to TLCL for 16 million (approximately US$2.3 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 $14) 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. On July 17, 2023, the Company made a final payment on outstanding obligations and bought back the Lease Equipment
at nominal price according to the agreement. The lease assets were reclassified as own assets and balance of Leased Equipment net of amortization
were $nil as of March 31, 2024 and December 31, 2023.
Cash and Cash Equivalents
Our cash, cash equivalents and restricted cash as of March
31, 2024 was $5,417,560, an increase of $1,025,639, from $4,391,921 as of December 31, 2023. The increase of cash and cash equivalents
for the three months ended March 31, 2024 was attributable to a number of factors including:
i. Net cash provided by (used in) operating activities
Net cash provided by operating activities
was $624,420 for the three months ended March 31, 2024. The balance represented a decrease of cash of $4,185,507, or 87.02%, from $4,809,928
provided for the three months ended March 31, 2023. Net loss for the three months ended March 31, 2024 was $ 3,746,536 ,
representing a decrease of $ 1,013,371 , or 37.08%, from a net loss of $2,733,165 for the three months
ended March 31, 2023. Changes in various asset and liability account balances throughout the three months ended March 31, 2024 also contributed
to the net change in cash from operating activities in three months ended March 31, 2024. Chief among such changes is the increase of
accounts receivable in the amount of $1,847,112 during the three months of 2024. There was also a decrease of $59,612 in the ending inventory
balance as of March 31, 2024 (an increase to net cash for the three months ended March 31, 2024 cash flow purposes). In addition, the
Company had non-cash expenses relating to depreciation and amortization in the amount of $3,481,788. The Company also had a net decrease
of $ 1,276,805 in prepayment and other current assets (an increase to net cash) and a net increase
of $ 908,127 in other payables and accrued liabilities and related parties (an increase to net cash)
during the three months ended March 31, 2024.
34
ii. Net cash used in investing activities
We incurred $9,027 in net cash expenditures for investing
activities during the three months ended March 31, 2024, as compared to $295,018 for the same period of 2023.
iii. Net cash provided by financing activities
Net cash provided by financing activities
was $422,488 for the three months ended March 31, 2024, as compared to net cash provided by financing activities in the amount of $2,564,646
for the three months ended March 31, 2023.
Short-term bank loans
March 31,
December 31,
2024
2023
Bank of Cangzhou 1
$ 140,944
$ -
Bank of Cangzhou 2
281,889
-
Industrial and Commercial Bank of China (“ICBC”) Loan 1
2,819
2,824
ICBC Loan 2
70,472
70,594
ICBC Loan 3
349,542
350,149
Total short-term bank loans
$ 845,666
$ 423,567
On December 31, 2023, the Company
entered into a working capital loan agreement with the Bank of Cangzhou, to borrow $140,944 at a fixed interest rate of 5.5% per annum.
The loan is secured by certain of the Company’s manufacturing equipment with net book value of $306,528 as of March 31, 2024. The
loan will be due by December 30, 2024.
On December 31, 2023, the Company
entered into a working capital loan agreement with the Bank of Cangzhou, to borrow $281,889 at a fixed interest rate of 5.5% per annum.
The loan will be due by December 30, 2024.
On September 15, 2023, the Company
entered into a working capital loan agreement with the ICBC, with a balance of $2,819 and $2,824 as of March 31, 2024 and December 31,
2023, respectively. The loan bears a fixed interest rate of 3.45% per annum. The loan will be due by September 14, 2024.
On September 22, 2023, the Company
entered into a working capital loan agreement with the ICBC, with a balance of $70,472 and $70,594 as of March 31, 2024 and December 31,
2023, respectively. The loan bears a fixed interest rate of 3.45% per annum. The loan will be due by September 21, 2024.
On September 22, 2023, the Company
entered into a working capital loan agreement with the ICBC, with a balance of $349,542 and $350,149 as of March 31, 2024 and December
31, 2023, respectively. The loan bears a fixed interest rate of 3.45% per annum. The loan will be due by September 21, 2024.
As of March 31, 2024, there were
guaranteed short-term borrowings of $nil and unsecured bank loans of $704,722. As of December 31, 2023, there were guaranteed short-term
borrowings of $nil and unsecured bank loans of $423,567.
The average short-term borrowing
rates for the three months ended March 31, 2024 and 2023 were approximately 4.48% and 4.72%.
Long-term loans
As of March 31, 2024 and December 31, 2023, long-term loans
were $11,358,704 and $11,378,429, respectively.
35
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 was due and payable
in various installments from December 21, 2018 to June 20, 2023. On August 24, 2023, the loan was extended for another 3 years and will
be due and payable on August 24, 2026. The loan is secured by certain of the Company’s manufacturing equipment with net book value
of $nil as of March 31, 2024 and December 31, 2023. Interest payment is due monthly and bore a rate of 7.68% per annum. Effective from
November 15, 2022, the interest rate was reduced to 7% per annum. As of March 31, 2024 and December 31, 2023, the total outstanding loan
balance was $3,522,200 and $3,528,315. Out of the total outstanding loan balance, current portion amounted was $1,267,090 and $1,269,290,
which is presented as current liabilities in the consolidated balance sheet and the remaining balance of $2,255,110 and $2,259,025 is
presented as non-current liabilities in the consolidated balance sheet as of March 31, 2024 and December 31, 2023, 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 was reduced to 7% per annum. As of March 31, 2024 and December 31, 2023, the total outstanding
loan balance was $2,255,109 and $2,259,026, respectively, which are presented as current liabilities in the consolidated balance sheet
as of March 31, 2024 and December 31, 2023.
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 was reduced to 7% per annum. As of March 31, 2024 and December 31, 2023, the total outstanding
loan balance was $1,832,276 and $1,835,458, respectively, which are presented as current liabilities in the consolidated balance sheet
as of March 31, 2024 and December 31, 2023.
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, 2024 and December 31, 2023, the
total outstanding loan balance was $2,536,998 and $2,541,404. Out of the total outstanding loan balance, current portion amounted was
$2,536,998 and $1,284,820, which is presented as current liabilities in the consolidated balance sheet and the remaining balance of $nil
and $1,256,584 is presented as non-current liabilities in the consolidated balance sheet as of March 31, 2024 and December 31, 2023, respectively.
On December 5, 2023, the Company entered
into a loan agreement with the Rural Credit Union of Xushui District for a term of 3 years, which was due in various installments from
June 21, 2024 to December 5, 2026. The loan was guaranteed by an independent third party. Interest payment was due monthly and bore a
rate of 7% per annum. As of March 31, 2024 and December 31, 2023, total outstanding loan balance was $1,212,121 and $1,214,226, respectively.
Out of the total outstanding loan balance, current portion amounted $225,511 and $225,903, which is presented as current liabilities and
the remaining balance of $986,610 and $988,323 is presented as non-current liabilities in the consolidated balance sheet as of March 31,
2024 and December 31, 2023, respectively.
Total interest expenses for the short-term
bank loans and long-term loans for the three months ended March 31, 2024 and 2023 were $209,586 and $244,679, 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 $361,289 and $361,915 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, 2024 and December 31, 2023, 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, 2024 and December 31, 2023, approximately $42,283 and $42,357 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 will be
due on July 12, 2021. On November 23, 2018, the company repaid $3,768,579 to Mr. Zhenyong Liu, together with interest of $158,651. In
December 2019, the company paid off the remaining balance, together with interest of 94,636. As of March 31, 2024 and December 31, 2023,
the outstanding interest was $193,710 and $194,047, 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, 2024 and December
31, 2023, 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, 2024 and 2023. The accrued interest owing to Mr. Zhenyong Liu was approximately $597,282 and $598,319,
as of March 31, 2024 and December 31, 2023, respectively, which was recorded in other payables and accrued liabilities.
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,
2024 and 2023, 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, 2024 and December 31, 2023 to translate the Chinese RMB to the U.S. Dollars are 7.0950:1 and 7.0827:1, respectively. Revenues
and expenses are translated using the prevailing average exchange rates at 7.1008:1 and 6.8613:1 for the three months ended March 31,
2024 and 2023, 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 $4,369,274 (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.
38
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.