What changed in this filing

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Item 1. Financial Statements

2024-09-12 compared with 2024-04-02 · 302 added, 469 removed, 215 unchanged (78% of the section changed)

Financial Statements

WETRADE GROUP INC

NEXT TECHNOLOGY HOLDINGS INC

CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts shown in U.S.

September 30,

Current assets:

and cash equivalents

Cash and cash equivalents

Digital assets

Accounts receivable-

non related parties, net

Other receivables-related

related to discontinued operation

current assets

AND STOCKHOLDERS’ EQUITY

Accounts receivable- non related parties, net

Total current assets

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Account payables

Accrued expenses

Amount due to

related parties

related to discontinued operation

current liabilities

Stockholders’

Amount due to related parties

Other payables

Total current liabilities

Non-current liabilities:

Deferred tax liabilities

Total liabilities

Stockholders’ equity:

Common stock;

no par value;

and 195,057,503 issued

and outstanding at September 30, 2023 and December 31, 2022 respectively

Additional paid

Accumulated other

comprehensive loss

( 17,058,505 )

2,625,130 issued and outstanding at March 31, 2024 and December 31, 2023 respectively

Accumulated other comprehensive loss

Retained Earnings/(Accumulated Deficit)

( 11,634,558 )

stockholders’ equity

liabilities and stockholders’ equity

The accompanying notes are an integral part of

these unaudited condensed consolidated financial statements.

WETRADE GROUP INC

Total stockholders’ equity

Total liabilities and stockholders’ equity

The accompanying notes are an integral part

of these unaudited condensed consolidated financial statements.

NEXT TECHNOLOGY HOLDINGS INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE LOSS

For the Three

September 30,

For the Three

September 30,

Service revenue

2 unchanged sentences

Operating expenses

Impairment of digital assets

$ ( 3,059,342 )

General and administrative expense

( 1,526,531 )

( 6,315,959 )

( 1,526,531 )

( 6,800,305 )

Total operating expenses

( 4,585,873 )

( 6,315,959 )

( 4,585,873 )

( 6,800,305 )

Loss from operations

( 3,350,574 )

( 6,315,959 )

( 3,350,574 )

( 6,800,305 )

Other (expenses)/ income

( 10,935,694 )

Loss before income taxes

( 14,286,268 )

( 6,294,001 )

( 14,286,268 )

( 6,800,305 )

Profit/ (loss) before income taxes

Income tax expenses

Net loss from continuing operation

( 4,142,759 )

$ ( 6,294,001 )

$ ( 14,286,268 )

$ ( 6,800,305 )

Discontinued Operations:

Loss from discontinued operation

( 2,363,091 )

( 1,124,676 )

Net profit/ (loss) from continuing operation

$ ( 166,295 )

Gain from discontinued operation

Net loss from discontinued operation

Comprehensive income

$ ( 14,100,161 )

$ ( 8,657,092 )

$ ( 15,344,395 )

Net profit/ (loss)

$ ( 942,121 )

1 unchanged sentence

Foreign currency translation adjustment

Total comprehensive loss

$ ( 14,100,336 )

$ ( 8,657,092 )

$ ( 15,344,570 )

$ ( 8,538,873 )

Loss per share, basic and diluted

*Weighted-average shares outstanding,

basic and diluted

Share and per share amounts have been retroactively adjusted to reflect the decreased number of shares resulting from a reverse stock split and issuance of new shares.

The accompanying notes are an integral part of

these unaudited condensed consolidated financial statements.

WETRADE GROUP INC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’

Three months ended September 30, 2023

Comprehensive

Balance as of June 30, 2023

$ ( 2,958,344 )

$ ( 935,527 )

Stock issued during the period

Foreign currency translation adjustment

Net gain from discontinued operation

Net loss for the period

$ ( 14,286,268 )

Balance as of September 30, 2023

Total comprehensive profit/(loss)

$ ( 631,545 )

Nine months ended September 30, 2023

Earnings /(Loss) per share, basic and diluted from continuing operation

Earnings /(Loss) per share, basic and diluted from discontinued operation

*Weighted-average shares outstanding, basic and diluted

The accompanying notes are an integral part

of these unaudited condensed consolidated financial statements.

NEXT TECHNOLOGY HOLDINGS INC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES

IN STOCKHOLDERS’ EQUITY

Three months ended March 31, 2024

(Accumulated Deficit)/ Retained

Comprehensive

1 unchanged sentence

$ ( 11,634,558 )

$ ( 310,577 )

Reverse shares split

( 194,002,973 )

Stock issued during the period

Foreign currency translation adjustment

Disposition of discontinued operations

( 1,124,676 )

Net gain from discontinued operation

Net loss for the period

$ ( 14,286,268 )

Balance as of September 30, 2023

$ ( 17,058,505 )

Three months ended September 30, 2022

Other Comprehensive

Balance as of June 30, 2022

Stock issued during the period

Stock compensation

Foreign currency translation adjustment

Disposition of discontinued operation

( 2,363,091 )

( 4,703,664 )

Net loss for the period

$ ( 6,294,001 )

$ ( 3,953,428 )

Balance as of September 30, 2022

$ ( 1,105,569 )

$ ( 576,646 )

Nine months ended September 30, 2022

Net profit for the period

Balance as of March 31, 2024

Three months ended March 31, 2023

Comprehensive

Balance as of December 31, 2022

Share cancellation

$ ( 1,714,858 )

Stock issued during the period

Stock compensation

Foreign currency translation adjustment

$ ( 310,576 )

( 1,475,143 )

Disposition of discontinued operations

( 1,738,568 )

Foreign currency translation adjustment

Loss from discontinued operation

Net loss for the period

1 unchanged sentence

$ ( 166,295 )

Balance as of September 30, 2022

$ ( 1,105,569 )

Balance as of March 31, 2023

$ ( 2,656,979 )

The accompanying notes are an integral part of these unaudited condensed consolidated f inancial statements.

WETRADE GROUP INC

The accompanying notes are an integral part

of these unaudited condensed consolidated f inancial statements.

NEXT TECHNOLOGY HOLDINGS INC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine months Ended

September 30,

Cash flows from operating activities:

$ ( 14,286,268 )

$ ( 6,800,305 )

Gain from discontinued operation

Loss from disposal operation

Net Profit/ (loss)

$ ( 166,295 )

Fair value gain from digital assets

( 24,019,399 )

Digital assets impairment loss

Loss from discontinued operation

Changes in operating assets and liabilities:

Accounts receivables

Prepaid expenses

( 12,075,500 )

Account payables

Accrued expenses

Assets related to discontinued operations

( 31,203,493 )

Liabilities related to discontinued operations

( 1,008,856 )

Net cash flows provided by/ (used in) operating activities

( 40,801,222 )

Cash flow from investing activities:

Digital assets

( 24,990,000 )

Property, plant and equipments

Amortised expenses

Net cash (used in)/ provided by investing activities

( 24,990,000 )

Directors’ fee payable

Other payables

Deferred tax liabilities

Net cash flows used in continued operating activities

Net cash flows used in discontinued operating activities

Net cash flows used in operating activities

Cash flow from financing activities:

Proceed from issuance of common stock

Note receivables

Proceed from disposal of subsidiaries

Shareholders loan

1 unchanged sentence

Effect of exchange rate changes on cash

( 1,475,144 )

Change in cash and cash equivalents:

6 unchanged sentences

of these unaudited condensed consolidated financial statements.

WETRADE GROUP INC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NEXT TECHNOLOGY HOLDINGS INC

TO CONDEDSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 – NATURE OF BUSINESS

WeTrade Group, Inc was incorporated in the State of

Wyoming on March 28, 2019.

Next Technology Holdings Inc (Formerly known as

WeTrade Group, Inc) was incorporated in the State of Wyoming on March 28, 2019.

We currently pursue two corporate strategies.

One business strategy is to continue providing software development

services, and the other strategy is to acquire and hold bitcoin.

strategy is to continue providing software development services, and the other strategy is to acquire and hold bitcoin.

Software development

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continue to monitor market conditions in determining whether to engage in additional financings to purchase additional bitcoin.

This overall strategy also contemplates that we may

(i) periodically sell bitcoin for general corporate purposes, including to generate cash for treasury management or in connection with

strategies that generate tax benefits in accordance with applicable law, (ii) enter into additional capital raising transactions that

are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies to create income streams or otherwise generate

funds using our bitcoin holdings.

This overall strategy also contemplates that we

may (i) periodically sell bitcoin for general corporate purposes, including to generate cash for treasury management or in connection

with strategies that generate tax benefits in accordance with applicable law, (ii) enter into additional capital raising transactions

that are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies to create income streams or otherwise

generate funds using our bitcoin holdings.

We believe that, due to its limited supply, bitcoin

3 unchanged sentences

including additional information related to our bitcoin purchases, and digital asset impairment losses during the period:

Schedule of digital asset impairment losses

asset original cost basis

asset impairment losses

asset carrying amount

number of Bitcoin held

at December 31, 2022

asset purchase

asset impairment loss

( 3,059,342 )

at September 30, 2023

( 3,059,342 )

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING

Digital asset

original cost basis

digital asset

Market Value of

digital asset

Balance at December 31, 2023

Digital asset purchase

Fair value change during the period

Balance at March 31, 2024

NOTE 2 – SUMMARY OF SIGNIFICANT

ACCOUNTING POLICIES

Basis of Preparation of Financial Statements

The condensed consolidated financial statements have

been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”).

The condensed

consolidated financial statements include the financial statements of the Company and its subsidiaries.

The condensed consolidated financial statements

have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”).

condensed consolidated financial statements include the financial statements of the Company and its subsidiaries.

All significant inter-company

transactions and balances have been eliminated in consolidation.

The condensed consolidated financial statements of

the Company as of and for the nine months ended September 30, 2023 and 2022 are unaudited.

The condensed consolidated financial statements

of the Company as of and for the three months ended March 31, 2024 and 2023 are unaudited.

In the opinion of management, all adjustments

(including normal recurring adjustments) that have been made are necessary to fairly present the financial position of the Company as

of September 30, 2023, the results of its operations for the nine months ended September 30, 2023 and 2022, and its cash flows for the

nine months ended September 30, 2023 and 2022.

Operating results for the quarterly periods presented are not necessarily indicative of

the results to be expected for a full fiscal year.

of March 31, 2024, the results of its operations for the three months ended March 31, 2024 and 2023, and its cash flows for the three

months ended March 31, 2024 and 2023.

Operating results for the quarterly periods presented are not necessarily indicative of the results

to be expected for a full fiscal year.

The statements and related notes have been prepared

7 unchanged sentences

Revenue recognition

The Company follows the guidance of Accounting Standards

Codification (ASC) 606, Revenue from Contracts .

ASC 606 creates a five-step model that requires entities to exercise judgment when

considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance

obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate

performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.

The Company only applies the five-step

model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services

it transfers to its clients.

Digital Assets

The Company accounts for its digital assets, which

are comprised solely of bitcoin, as indefinite-lived intangible assets in accordance with Accounting Standards Codification (“ASC”)

350, Intangibles—Goodwill and Other.

The Company’s digital assets are initially recorded at cost.

Subsequently, they are measured

at cost, net of any impairment losses incurred since acquisition.

Impairment losses are recognized as “Digital asset impairment

losses” in the Company’s Consolidated Statement of Operations in the period in which the impairment occurs.

Gains (if any)

are not recorded until realized upon sale, at which point they are presented net of any impairment losses in the Company’s Consolidated

Statements of Operations.

In determining the gain to be recognized upon sale, the Company calculates the difference between the sales

price and carrying value of the specific bitcoins sold immediately prior to sale.

The Company follows the guidance of Accounting

Standards Codification (ASC) 606, Revenue from Contracts .

ASC 606 creates a five-step model that requires entities to exercise

judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying

our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price

to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.

The Company only applies

the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for

the services it transfers to its clients.

Goodwill and Other - Crypto Assets

In December 2023, the FASB issued ASU 2023-08,

Intangibles - Goodwill and Other - Crypto Assets (Subtopic 350-60):

Accounting for and Disclosure of Crypto Assets, which establishes

accounting guidance for crypto assets meeting certain criteria.

Bitcoin meets this criteria.

The amendments require crypto assets meeting

the criteria to be recognized at fair value with changes recognized in net income each reporting period.

Upon adoption, a cumulative-effect

adjustment is made to the opening balance of retained earnings as of the beginning of the annual reporting period of adoption.

is effective for fiscal years beginning after December 15, 2024, including interim periods within those fiscal years.

Early adoption

is permitted.

The Company has early applied ASU 2023-08 and measured crypto assets (presented as digital assets) at fair value with changes

recognized in net income this year.

The following table summarizes the Company’s

digital asset holdings as of:

Schedule of digital asset holdings

Approximate number of bitcoins held

Digital assets carrying value

Cumulative asset impairment losses

As of September 30, 2023, approximately 833 .19

of the bitcoins held by the Company, which had a carrying value of approximately $21.9

21,930,658 million on the Company’s Consolidated Balance Sheets as of September 30, 2023.

Gain on digital assets during the period/ Year

of March 31, 2024, approximately 833 of the bitcoins held by the Company, which had a carrying value of approximately $ 59.2 million

on the Company’s Consolidated Balance Sheets as of March 31, 2024.

Cash and Cash Equivalents

4 unchanged sentences

All of the Company’s

cash that is held in bank accounts in Singapore, Hong Kong and PRC are not protected by Federal Deposit Insurance Corporation (“FDIC”)

cash that is held in bank accounts in Hong Kong and PRC are not protected by Federal Deposit Insurance Corporation (“FDIC”)

Foreign Currency

10 unchanged sentences

transactions are included in profit or loss.

There were no gains and losses from foreign currency transactions from the inception to September

Schedule of exchange rate

September 30,

There were no gains and losses from foreign currency transactions from the inception to March

US$ exchange rate

The balance sheet amounts, with the exception of equity,

September 30, 2023 and December 31, 2022 were translated at 7.27 RMB and 6.9 RMB to US$ 1.00 , respectively.

balance sheet amounts, with the exception of equity, as of

March 31, 2024 and December 31, 2023 were translated at 7.22 RMB and 7.09 RMB to US$ 1.00 , respectively.

The equity accounts were stated

1 unchanged sentence

The average translation rates applied to statements of operations and comprehensive income accounts for the

period ended September 30, 2023 and year ended December 31, 2022 were 7.05 RMB and 6.75 RMB to US$ 1.00 , respectively.

Cash flows were

also translated at average translation rates for the year and, therefore, amounts reported on the statement of cash flows would not necessarily

agree with changes in the corresponding balances on the condensed consolidated balance sheet.

The transactions dominated in SGD are immaterial.

period ended March 31, 2024 and year ended December 31, 2023 were 7.18 RMB and 7.08 RMB to US$ 1.00 , respectively.

Cash flows were also

translated at average translation rates for the period and, therefore,

amounts reported on the statement of cash flows would not necessarily agree with changes in the corresponding balances on the condensed

consolidated balance sheet.

Consolidation

4 unchanged sentences

Use of Estimates

The preparation of financial statements in conformity

with US GAAP requires management to make judgement estimates and assumptions that affect the amounts reported in the condensed consolidated

financial statements and accompanying notes.

Management believes that the estimates used in preparing the financial statements are reasonable

preparation of financial statements in conformity with US GAAP requires management to make judgement estimates and assumptions that affect

the amounts reported in the condensed consolidated financial statements and accompanying notes.

Management believes that the estimates

used in preparing the financial statements are reasonable and prudent;

however, actual results could differ from these estimates.

Significant accounting estimates include the allowance for doubtful

accounts, useful lives of intangible asset, valuation of deferred tax assets, and certain accrued liabilities such as contingent liabilities.

accounting estimates include the allowance for expected credit loss,

valuation of deferred tax assets, and certain accrued liabilities such as contingent liabilities.

Accounts Receivable

Accounts receivables are presented net of allowance

for doubtful accounts.

The Company uses specific identification in providing for bad debts when facts and circumstances indicate that

collection is doubtful and based on factors listed in the following paragraph.

If the financial conditions of its customers were to deteriorate,

resulting in an impairment of their ability to make payments, additional allowance may be required.

The Company maintains an allowance for doubtful accounts

which reflects its best estimate of amounts that potentially will not be collected.

The Company determines the allowance for doubtful

accounts on general basis taking into consideration various factors including but not limited to historical collection experience and

credit-worthiness of the customers as well as the age of the individual receivables balance.

Additionally, the Company makes specific

bad debt provisions based on any specific knowledge the Company has acquired that might indicate that an account is uncollectible.

facts and circumstances of each account may require the Company to use substantial judgment in assessing its collectability.

The Company adopted Accounting Standards Update No.

2016-02, Leases (Topic 842) (ASU 2016-02), and generally requires lessees to recognize operating and financing lease liabilities and corresponding

right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash

flows arising from leasing arrangements.

Operating leases are included in operating lease right-of-use

(“ROU”) assets and short-term and long-term lease liabilities in our condensed consolidated balance sheets.

Finance leases

are included in property and equipment, other current liabilities, and other long-term liabilities in our condensed consolidated balance

ROU assets represent the Company’s right to

use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising

receivables are presented net of allowance for expected credit loss.

The Company uses specific identification in providing for bad debts when facts and circumstances indicate that collection is doubtful

and based on factors listed in the following paragraph.

If the financial conditions of its customers were to deteriorate, resulting in

an impairment of their ability to make payments, additional allowance may be required.

Company maintains an allowance for expected credit loss which reflects its best estimate of amounts that potentially will not be

The Company determines the allowance for expected credit loss on general basis taking into consideration various factors

including but not limited to historical collection experience and credit-worthiness of the customers as well as the age of the

individual receivables balance.

Additionally, the Company makes specific bad debt provisions based on any specific knowledge the

Company has acquired that might indicate that an account is uncollectible.

The facts and circumstances of each account may require

the Company to use substantial judgment in assessing its collectability.

The Company adopted Accounting Standards Update

2016-02, Leases (Topic 842) (ASU 2016-02), and generally requires lessees to recognize operating and financing lease liabilities and

corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty

of cash flows arising from leasing arrangements.

Operating leases are included in operating lease

right-of-use (“ROU”) assets and short-term and long-term lease liabilities in our condensed consolidated balance sheets.

leases are included in property and equipment, other current liabilities, and other long-term liabilities in our condensed consolidated

balance sheets.

ROU assets represent the Company’s right

to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising

from the lease.

9 unchanged sentences

recognized on a straight-line basis over the lease term.

ASU 2016-02 requires that public companies use a secured

incremental browning rate for the present value of lease payments when the rate implicit in the contract is not readily determinable.

ASU 2016-02 requires that public companies use

a secured incremental browning rate for the present value of lease payments when the rate implicit in the contract is not readily determinable.

We determine a secured rate on a quarterly basis and update the weighted average discount rate accordingly.

14 unchanged sentences

costs are capitalized.

Income taxes are determined in accordance with the

provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”).

Under this method, deferred tax assets and liabilities

are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing

assets and liabilities and their respective tax basis.

Deferred tax assets and liabilities are measured using enacted income tax rates

expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled.

on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies

should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on

a tax return.

Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the

position will be sustained upon examination by the tax authorities.

Such tax positions must initially and subsequently be measured as

the largest amount of tax benefit that has a greater than 50 % likelihood of being realized upon ultimate settlement with the tax authority

assuming full knowledge of the position and relevant facts.

The Company has subsidiaries in Singapore and PRC.

The Company is subject to tax in Singapore and PRC jurisdictions.

As a result of its future business activities, the Company will be required

to file tax returns that are subject to examination by the Inland Revenue Authority of Singapore and Tax Department of PRC.

Income taxes are determined in accordance with

the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”).

Under this method, deferred tax assets and

liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts

of existing assets and liabilities and their respective tax basis.

Deferred tax assets and liabilities are measured using enacted income

tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled.

Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment

ASC 740 prescribes a comprehensive model for how

companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to

be taken on a tax return.

Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely

than not the position will be sustained upon examination by the tax authorities.

Such tax positions must initially and subsequently be

measured as the largest amount of tax benefit that has a greater than 50 % likelihood of being realized upon ultimate settlement with the

tax authority assuming full knowledge of the position and relevant facts.

The Company has subsidiaries in Hong Kong

The Company is subject to tax in Hong Kong and PRC jurisdictions.

As a result of its future business activities, the Company

will be required to file tax returns that are subject to examination by the Inland Revenue Department of Hong Kong and Tax Department

(Loss) Per Share

Basic net income per share of common stock attributable

to common stockholders is calculated by dividing net income attributable to common stockholders by the weighted-average shares of common

stock outstanding for the period.

Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying

outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted method, as

applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when

their effect is dilutive.

Potential dilutive securities are excluded from the

calculation of diluted EPS in profit periods as their effect would be anti-dilutive.

As of September 30, 2023, there were no potentially

Earnings/(Loss) per share of common stock

attributable to common stockholders is calculated by dividing net income attributable to common stockholders by the weighted-average

shares of common stock outstanding for the period.

Potentially dilutive shares, which are based on the weighted-average shares of common

stock underlying outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted

method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders

when their effect is dilutive.

Potential dilutive securities are excluded from

the calculation of diluted EPS in profit periods as their effect would be anti-dilutive.

As of March 31, 2024, there were no potentially

dilutive shares.

Schedule of potentially diluted shares

September 30,

Statement of Operations Summary Information:

$ ( 14,286,268 )

Net Profit/ (Loss)

$ ( 166,295 )

Weighted-average common shares

outstanding - basic and diluted

Net loss per share, basic and diluted

Weighted-average common shares outstanding - basic and diluted

Earnings / (loss) per share, basic and diluted

Fair Value Measurements

The Company follows guidance for accounting for fair

value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized

The Company follows guidance for accounting for

fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized

or disclosed at fair value in the financial statements on a recurring basis.

6 unchanged sentences

The three levels of the fair value hierarchy are as follows:

Level 1 inputs are quoted prices (unadjusted) in active

markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 1 inputs are quoted prices (unadjusted)

in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2 inputs are inputs other than quoted prices

included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 inputs are unobservable inputs for the asset

or liability.

The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these

Level 3 inputs are unobservable inputs for the

asset or liability.

The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity

of these instruments.

NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS

Recent accounting pronouncements issued by the FASB

(including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by management

to have a material impact on the Company’s present or future financial statements.

Recent accounting pronouncements issued by the

FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by

management to have a material impact on the Company’s present or future financial statements.

NOTE 4 – REVENUE

We are in the business of providing AI-enabled software

development services for industrial and other customers.

As of and for the period ended September 30, 2023,

we generated revenues from customers amounting $ 1,633,836

Schedule of revenue

September 30,

AI Software development

and industrial SAAS business

We are in the business of providing AI-enabled

software development services for industrial and other customers.

As of and for the period ended March 31, 2024,

there were no revenue generated from SAAS business.

NOTE 5 – CASH AND CASH EQUIVALENTS

As of September 30, 2023, the Company held cash in

As of March 31, 2024, the Company held cash in

bank in the amount of $ 668,388 , which consist of the following:

Schedule of held cash in bank in the amount

Bank Deposits-USA

Bank Deposits- Outside USA

NOTE 6 – DIGITAL ASSETS

As of September 30, 2023, digital assets holdings

As of March 31, 2024, digital assets holdings

are as follow:

Schedule of digital assets holdings

Opening balance

Purchase of BTC

Impairment losses of digital assets

( 3,059,342 )

Gain from digital assets

Ending balance

As of September 30, 2023, the Company has

purchase approximately 833

of March 31, 2024, the Company held approximately 833

BTC at the total cost of $ 24,990,000 .

For the nine months ended September 30, 2023, the Company recognized impairment loss of $ 3,059,342

on digital assets.

Digital assets are

available for sales and there is no term of maturity, it will be held for less than one year and can be sold at any time.

NOTE 7 – ACCOUNT RECEIVABLES

As of September 30, 2023, accounts receivable are

related to the services fee receivables from customers as follow:

Schedule of account receivable

Accounts Receivables

The Company does not require collateral for accounts

The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses.

The Company records

the allowance against bad debt expense through the condensed consolidated statements of operations, included in general and administrative

expense, up to the amount of revenues recognized to date.

Receivables are written off and charged against the recorded allowance when

the Company has exhausted collection efforts without success.

For the three months ended March 31, 2024

and for the year ended December 31, 2023, the Company recognized gain of $ 24,019,399 and $ 10,147,576 on digital assets respectively.

7 – ACCOUNTS RECEIVABLE

of March 31, 2024, accounts receivable are related to the services fee receivable from

customers as follow:

Accounts Receivable

Company does not require collateral for accounts receivable.

The Company maintains an allowance for its doubtful accounts receivable

due to estimated credit losses.

The Company records the allowance against bad debt expense through the condensed consolidated

statements of operations, included in general and administrative expense, up to the amount of revenues recognized to date.

Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without

There is no allowance for expected credit loss as the accounts

receivable has been received as at reporting date.

NOTE 8 – PREPAYMENTS

As of September 30, 2023, prepayments consist of the

Schedule of prepayments

September 30,

As of March 31, 2024, prepayments consist of the

Digital assets

As of September 30, 2023, there are prepayment

of approximately $ 12,125,500

for the 40% prepayment of 1000 BTC, which is expected to be delivered by May 2024 with the lock up price of $30,000 per

As of March 31, 2024, there are prepayment

of approximately $ 12,125,500 for the 40 % of the total purchase price for 1000 BTC, has been made.

The remaining 60 % of the total purchase

price for 1000 BTC will be settled (the “BTC Transaction”) through the issuance of the Company’s common stock at a

per share price based on the average market price over a five-day period immediately prior to the date of the completion of BTC Transaction.

The Company is currently negotiating with independent third-party BTC owners (each, a “BTC Seller”) and expects to issue

shares that will represent approximately 62 % of the Company’s then outstanding capitalization immediately after such issuance to

pay off the remaining 60 % of the total purchase price for 1000 BTC.

The BTC Transaction is anticipated to close in the last quarter of

Despite that the Company expects to issue

shares in the BTC Transaction that will represent approximately 62 % of the Company’s then outstanding capitalization immediately

after such issuance, the Company does not expect the BTC Transaction to result in a change of control of the Company.

To the knowledge

of the Company, no BTC Seller with which the Company is currently negotiating owns any shares of the Company’s capital stock as

of the date of this report.

In addition, no such single BTC Seller is expected or allowed to acquire 20 % or more shares or voting power

of the Company as a result of the BTC Transaction.

It is also understood that each BTC Seller is independent with each other and not

acting in concert with others.

The existing shareholders of the Company are

expected to experience significant dilution in their ownership percentage of the Company as a result of the BTC Transaction.

NOTE 9 – AMOUNT DUE TO RELATED PARTIES

Schedule of due to related parties

September 30,

Related parties payable

1 unchanged sentence

Director fee payable

The related party balance of $ 365,877

represented advances from former shareholders for Company’s daily operation.

As of September 30, 2023, the amount due to shareholders

of $ 411,806 represented advances and

professional expenses paid on behalf by Shareholders, which consist of audit fees, lawyers’ fee and other professional expenses.

As of September 30, 2023, the director fee payable

of $ 896,000 represented the accrual

of director fees from the appointment date to September 30, 2023.

The amount due to related parties are interest free, no collateral and have no fixed of repayment period.

NOTE 10 – ACCRUED EXPENSES

As of September 30, 2023, accrued expenses consists

of outsourcing expenses of software developments as follow:

Schedule of accrued expenses

September 30,

Software development fee for outsource staffs

NOTE 11 – DISCONTINUED OPERATIONS

29, 2023, the Company’s Board of Directors passed a resolution to dissolve the operation of WeTrade Information System Limited

and its wholly owned subsidiaries, resulting in a loss from discontinued operation of $ 1,124,675 .

The consideration of disposal of subsidiaries are based on its net asset value (“NAV”) and due to deteriorate of SAAS

business and high turnover rate of account receivables in PRC operation.

Loss from discontinued operations for the period ended

September 30, 2023 and 2022 was as follows:

Schedule of discontinued operations

Service revenue

Cost of revenue

( 7,670,837 )

Gross (loss)/profit

Operating expenses:

General and Administrative

Operations Loss

( 12,395,645 )

( 2,092,724 )

Other revenue

Loss from discontinued operations before income

( 1,092,815 )

( 1,784,364 )

Income tax (expense)/income

Loss from discontinued operation after tax

( 1,124,675 )

( 1,738,569 )

Loss from discontinued operation

$ ( 1,124,675 )

$ ( 1,738,569 )

The major components of assets and liabilities related

to discontinued operations are summarized below:

Schedule of assets and liabilities related to discontinued operations

Current assets:

Cash and cash equivalents

Accounts receivables

Loan receivables

Property and equipment, net

Intangible asset

Other receivables

Total assets related to discontinued

Account payables

Other payables

Total liabilities

related to discontinued operations

The related party balance of $ 282,535 represented

advances from former shareholders for Company’s daily operation.

As of March 31, 2024, the amount due to shareholders

of $ 607,197 represented advances and professional expenses paid on behalf by Shareholders, which consist of audit fees, lawyers’

fee and other professional expenses.

As of March 31, 2024, the director fee payable

of $ 844,000 represented the accrual of director fees from the appointment date to March 31, 2024.

amount due to related parties are interest free, unsecured and

have no fixed of repayment period.

NOTE 10 – ACCOUNT PAYABLES

As of March 31, 2024 and December 31, 2023, account

payable are related to the software services fee payables to suppliers as follow:

Account payable

NOTE 11 – OTHER PAYABLES

As of March 31, 2024, other payables consists

of unpaid professional fee as follow:

Professional fees

Professional fees of $ 1,889,500 comprise outstanding legal fees

in relation to shareholders’ litigation, BTC consultant fee and listing compliance fee owing to professional parties.

NOTE 12 – SHAREHOLDERS’ EQUITY

The Company has an unlimited number of ordinary shares

authorized, and has issued 2,625,130 shares with no par value as of September 30, 2023.

Company has an unlimited number of authorised ordinary shares and

has issued 2,625,130 shares with no par value as of March 31, 2024.

On March 29, 2019, the Company has issued 100,000,000

7 unchanged sentences

and the total outstanding shares has increased to 101,766,666 shares.

On September 15, 2020, the Wyoming Secretary of State

approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 3 for 1 forward stock split .

total issued and outstanding shares of the Company’s common stock has been increased from 101,766,666 to 305,299,998 shares, with

the par value unchanged at zero.

On September 21, 2020, there are 151,500 shares issued

at $ 5 per share to 303 new shareholders, the Company’s common stock issued has been increased to 305,451,498 shares as of December

On September 15, 2020, the Wyoming Secretary of

State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 3 for 1 forward stock split .

The total issued and outstanding shares of the Company’s common stock has been increased from 101,766,666 to 305,299,998 shares,

with the par value unchanged at zero.

On September 21, 2020, there are 151,500 shares

issued at $ 5 per share to 303 new shareholders, the Company’s common stock issued has been increased to 305,451,498 shares as of

December 31, 2020.

On April 13, 2022, the Company and 15 shareholders

13 unchanged sentences

The Company’s total issued and outstanding common stock has been increased to 195,057,503 shares in 2022.

On June 9, 2023, the Wyoming Secretary of State approved

the Company’s certificate of amendment to amend its Articles of Incorporation to effect 1

for 185 reverse stock split (“Reverse Stock Split”).

June 9, 2023, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation

to effect 1 for 185 reverse stock split (“Reverse Stock Split”).

The total issued and outstanding shares of the Company’s

common stock decreased from 195,057,503

shares, with the par value unchanged at zero 0 .

In September, 2023, there are 1,570,600 shares issued

with the total amount of $ 12,616,454 , the Company’s common stock issued has been increased to 2,625,130 shares as of September 30,

common stock decreased from 195,057,503 to 1,054,530 shares,

with the par value unchanged at zero.

In September, 2023, there are 1,570,600 shares

issued with the total amount of $ 12,616,454 , the Company’s common stock issued has been increased to 2,625,130 shares as of March

NOTE 13 – INCOME TAXES

The Company is subject to U.S.

Company is subject to U.S.

Federal tax laws.

Company has not recognized an income tax benefit for its operating losses in the United States because the Company does not expect to

commence active operations in the United States.

UTour Pte Ltd (“UTour”) was incorporated

in Singapore and is subject to Singapore profits tax at a tax rate of 17 % .

Since UTour had no taxable income during the reporting period,

it has not paid Singapore profits taxes.

UTour has not recognized an income tax benefit for its operating losses in Singapore because

it does not expect to commence active operations in Singapore.

There are several subsidiaries were incorporated

in Hong Kong and are subject to Hong Kong profits tax at a tax rate of 16.5%.

The Company has not recognized an income tax benefit for its operating losses in the United

States because the Company does not expect to commence active operations in the United States.

are several subsidiaries were incorporated in Hong Kong and are subject to Hong Kong profits tax at a tax rate of 16.5 %.

The Company is currently conducting its certain

operations in the PRC through its subsidiaries, which are subject to tax from 15 %

operations in the PRC through its subsidiaries, which are subject to tax to 25 %.

NOTE 14 – SUBSEQUENT EVENTS

Acquisition of Company

March 1,2024, the Company entered into a share purchase agreement (the “Purchase Agreement”) with certain existing shareholders

(the “Sellers”) of Future Dao Group Holding Limited, an exempted company incorporated and existing under the laws of the

Cayman Islands(the “Target”),pursuant to which the Company agrees to purchase from the Sellers indirectly through Next Investment

Group Limited, a wholly-owned subsidiary of the Company (“Next Investment”), and the Sellers agree to sell to Next Investment,

an aggregate of 2,000 ordinary shares (the “Purchased Shares”) of the Target (the “Transaction”) at a per share

purchase price of $ 6,698 per share for an aggregate purchase price of $ 13,396,000 (the “Purchase Price”).

Pursuant to the

Purchase Agreement, at the closing of the Transaction, the Company will pay the Purchase Price by issuing to the Sellers an aggregate

of 3,940,000 shares of common stock of the Company (the “Next Technology Common Stock”) based on an agreed-upon valuation

of $ 3.40 per share (the “Per Share Price”).

Share Price is above $ 3.19 , which is the average price per share of the shares of common stock of the Company traded on Nasdaq Capital

Market in the five trading days prior to the signing date of the Purchase Agreement.

Pursuant to the Purchase Agreement, each Seller

will receive its portion of the Company’s Common Stock proportionate to the number of the Purchased Shares to be sold by such Seller

to Next Investment under the Purchase Agreement, the transaction has been completed in end of April 2024.

Change of Company name

On January 31, 2024 The Company has been filled

with the Securities and Exchange Commission, pursuant to Section 14C of the Securities Exchange Act of 1934, as amended (the “Exchange

Act”), for the name change of the Company, from “WeTrade Group Inc.” to “Next Technology Holding Inc”;

and be it further, changes its Nasdaq Trading Symbol from “WETG” to “NXTT”;

and be it further, authorized that

the first article of the Company’s Articles of Incorporation is revised to read as follows:

“Next Technology Holding Inc.”,

which expect will be effective in end March 2024.

On November 7, 2023, the Chancery Court issued

a temporary restraining order primarily restraining the plaintiff-shareholders and their affiliates (including former director-Zheng

Dai, Pijun Liu, and Lina Jiang) from claiming to act on behalf of the Company.

On November 30, 2023, the Company responded to plaintiffs’

arguments that they controlled WeTrade, pointing out that plaintiffs’ case was largely built upon forged signatures and other fabricated

In response, the plaintiffs withdrew their opposition to the Company’s request for an injunction.

On January 5, 2024,

the Chancery Court entered a preliminary injunction order (attached hereto).

Specifically, the order restrained plaintiff-shareholders

and their affiliates from the following conduct:

(i) acting as or holding themselves out as

majority shareholders, directors, executives, or employees of the Company and its affiliates;

(ii) making any attempts to contact the SEC,

Nasdaq, government authorities, or make any filing or press release on behalf of the Company;

(iii) making any attempts to change the board

composition and executive team;

(iv) disseminating false statements regarding

the Company and its leadership;

(v) making any attempts to contact the Company’s

service providers, including auditors, stock transfer agents, and filing agents;

(vi) making any attempts to issue the Company’s shares.

April 2, 2024, the Company has changed its name to Next Technology Holdings Inc.

The name change was made pursuant to the Wyoming Business Corporations Act, and an amendment to Article I of the Company’s Amended

and Restated Articles of Incorporation was filed with the Wyoming Secretary of State on March 18, 2024 (Amendment ID:

2024-004669585).

Our common stock will continue to trade on the

NASDAQ Stock Market under the ticker symbol “NXTT”.

Outstanding stock certificates for shares of the company are not affected

by the name change.

They continue to be valid and need not be exchanged.

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

What changed 10-Q/A

Item 1. Financial Statements