Financial Statements
−Removed: TECHNOLOGY HOLDINGS INC
−Removed: CONSOLIDATED BALANCE SHEETS
−Removed: shown in U.S.
−Removed: Current assets:
−Removed: and cash equivalents
−Removed: receivable- non related parties, net
+Added: NEXT TECHNOLOGY HOLDINGS INC
+Added: CONDENSED CONSOLIDATED BALANCE SHEETS
+Added: (All amounts shown in U.S.
+Added: September 30,
Current assets:
−Removed: in associate company
−Removed: AND STOCKHOLDERS’ EQUITY
−Removed: due to related parties
−Removed: tax liabilities
+Added: Cash and cash equivalents
+Added: Digital assets
+Added: Accounts receivable-third parties, net
+Added: Amount due from related parties
+Added: Total current assets
+Added: Non-current assets:
+Added: Investment in associate company
+Added: LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
−Removed: Stockholders’
+Added: Account payables
+Added: Amount due to related parties
+Added: Other payables
+Added: Total current liabilities
+Added: Non-current liabilities:
+Added: Deferred tax liabilities
+Added: Total liabilities
+Added: Stockholders’ equity:
Common stock;
no par value;
−Removed: 6,976,410 issued and outstanding at June 30, 2024 and December 31, 2023 respectively
−Removed: paid in capital
−Removed: other comprehensive loss
−Removed: profit/(deficits)
+Added: 6,976,410 and 2,625,130 issued and outstanding at September 30, 2024 and December 31, 2023 respectively
+Added: Retained Earnings /(Accumulated Deficits)
( 11,640,274 )
−Removed: stockholders’ equity
−Removed: liabilities and stockholders’ equity
−Removed: accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: TECHNOLOGY HOLDINGS INC
−Removed: CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
−Removed: Months End June 30,
−Removed: Months End June 30,
−Removed: Months End June 30,
−Removed: Months Ended June 30,
+Added: Total stockholders’ equity
+Added: Total liabilities and stockholders’ equity
+Added: The accompanying notes are an integral part
+Added: of these unaudited condensed consolidated financial statements.
+Added: NEXT TECHNOLOGY HOLDINGS INC
+Added: CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
+Added: AND COMPREHENSIVE LOSS
+Added: September 30,
+Added: September 30,
+Added: September 30,
+Added: September 30,
Service revenue
−Removed: General and administrative
+Added: Total service revenue
+Added: Cost of revenue
Operating expenses
−Removed: from operations
−Removed: Other income/(loss)
+Added: General and administrative expense
( 1,242,128 )
−Removed: Profit/ (loss) before
+Added: Total operating expenses
( 1,242,128 )
−Removed: tax income/(expenses)
+Added: (Loss)/ Profit from operations
( 1,242,128 )
−Removed: profit/ (loss) from continuing operation
+Added: Other income/(loss)
( 14,406,397 )
( 14,406,396 )
+Added: Profit/ (loss) before income taxes
( 13,412,061 )
−Removed: Net profit/ (loss) from
−Removed: discontinued operation
( 13,714,836 )
−Removed: Comprehensive
−Removed: profit/ (loss)
+Added: Income tax expenses
( 2,666,078 )
+Added: Net profit/ (loss) from continuing operation
$ ( 13,412,061 )
$ ( 13,714,836 )
−Removed: Other comprehensive income
−Removed: currency translation adjustment
−Removed: comprehensive profit/ (loss)
+Added: Net profit/ (loss) from discontinued operation
( 1,552,178 )
+Added: Total comprehensive profit/ (loss)
$ ( 13,110,669 )
$ ( 15,267,014 )
−Removed: Profit /(Loss) per share, basic and diluted from continuing operation
−Removed: Profit /(Loss) per share, basic and diluted from discontinued operation
+Added: Earnings /(Loss) per share, basic and diluted from continuing operation
+Added: Earnings /(Loss) per share, basic and diluted from discontinued operation
Weighted-average shares outstanding, basic and diluted
−Removed: accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: TECHNOLOGY HOLDINGS INC
−Removed: CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
−Removed: months ended June 30, 2024
−Removed: Comprehensive
−Removed: as of March 31, 2024
−Removed: issued during the period
−Removed: currency translation adjustment
−Removed: profit for the period
−Removed: $ ( 6,916,679 )
+Added: The accompanying notes are an integral part
+Added: of these unaudited condensed consolidated financial statements.
+Added: NEXT TECHNOLOGY HOLDINGS INC
+Added: CONDENSED CONSOLIDATED STATEMENT OF CHANGES
+Added: IN STOCKHOLDERS’ EQUITY
+Added: Three months ended September 30, 2024
+Added: Balance as of June 30, 2024
+Added: Net profit for the period
+Added: Gain from discontinued operation
+Added: Balance as of September 30, 2024
+Added: Nine months ended September 30, 2024
+Added: Balance as of December 31, 2023
$ ( 11,640,274 )
−Removed: as of June 30, 2024
−Removed: months ended June 30, 2024
−Removed: Comprehensive
−Removed: as of December 31, 2023
+Added: Stock issued during the period
+Added: Net profit for the period
+Added: Gain from discontinued operation
+Added: Balance as of September 30, 2024
+Added: Three months ended September 30, 2023
+Added: Balance as of June 30, 2023
$ ( 3,871,203 )
−Removed: issued during the period
−Removed: currency translation adjustment
−Removed: profit for the period
−Removed: as of June 30, 2024
−Removed: months ended June 30, 2023
−Removed: Balance as of March 31, 2023
−Removed: Loss from discontinued operation
+Added: Stock issued during the period
+Added: Gain from discontinued operation
Net loss for the period
−Removed: Balance as of June 30, 2023
−Removed: months ended June 30, 2023
+Added: ( 13,412,061 )
+Added: ( 13,412,061 )
+Added: Balance as of September 30, 2023
+Added: $ ( 16,981,872 )
+Added: Nine months ended September 30, 2023
Comprehensive
−Removed: of December 31, 2022
+Added: Balance as of December 31, 2022
$ ( 1,714,858 )
$ ( 310,576 )
−Removed: currency translation adjustment
−Removed: from discontinued operation
+Added: Stock issued during the period
+Added: Foreign currency translation adjustment
+Added: Loss from discontinued operation
( 1,552,178 )
( 1,552,178 )
−Removed: loss for the period
+Added: Net loss for the period
( 13,714,836 )
( 13,714,836 )
−Removed: as of June 30, 2023
+Added: Balance as of September 30, 2023
$ ( 16,981,872 )
−Removed: accompanying notes are an integral part of these unaudited condensed consolidated f inancial statements.
−Removed: TECHNOLOGY HOLDINGS INC
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: For the Six months Ended
−Removed: For the Six months Ended
+Added: The accompanying notes are an integral part
+Added: of these unaudited condensed consolidated f inancial statements.
+Added: NEXT TECHNOLOGY HOLDINGS INC
+Added: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: Nine months Ended
+Added: Nine months Ended
+Added: September 30,
+Added: September 30,
Cash flows from operating activities:
Net Profit/ (loss)
−Removed: Gain from digital assets
−Removed: Loss from discontinued operation
+Added: $ ( 13,714,836 )
+Added: Fair value (gain)/loss from digital assets
+Added: ( 17,899,568 )
+Added: Gain/ (loss) from discontinued operation
+Added: ( 1,552,178 )
Changes in operating assets and liabilities:
5 unchanged sentences
Deferred tax liabilities
−Removed: Asset related to discontinued operation
−Removed: Net cash flows used in operating activities
+Added: Net cash flows used in continued operating activities
+Added: ( 11,886,808 )
+Added: Net cash flows used in discontinued operating activities
+Added: Net cash flows (used in)/ provided by operating activities
+Added: Cash flow from Investing activities:
+Added: Prepayment for digital assets
+Added: ( 12,125,500 )
+Added: Digital assets
+Added: ( 24,990,000 )
+Added: Net cash flows used in investing activities
+Added: ( 37,115,500 )
Cash flow from financing activities:
Shareholders’ loan
+Added: Proceeds from stock issuances
+Added: Net cash flows from financing activities
+Added: Net cash flows from discontinued activities
Net cash flows provided by financing activities
6 unchanged sentences
Cash paid for taxes
−Removed: accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: TECHNOLOGY HOLDINGS INC
−Removed: TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: 1 – NATURE OF BUSINESS
−Removed: Technology Holdings Inc (Formerly known as WeTrade Group, Inc) was incorporated in the State of Wyoming on March 28, 2019.
−Removed: pursue two corporate strategies.
−Removed: One business strategy is to continue providing software development services, and the other strategy
−Removed: is to acquire and hold bitcoin.
−Removed: provide AI-enabled software development services to our customers, which included developing, designing, and implementing various SAAS
−Removed: software solutions for businesses of all types, including industrial and other businesses.
−Removed: Acquisition Strategy
−Removed: bitcoin acquisition strategy generally involves acquiring bitcoin with our liquid assets that exceed working capital requirements, and
−Removed: from time to time, subject to market conditions, issuing debt or equity securities or engaging in other capital raising transactions
−Removed: with the objective of using the proceeds to purchase bitcoin.
−Removed: view our bitcoin holdings as long-term holdings and expect to continue to accumulate bitcoin.
−Removed: We have not set any specific target for
−Removed: the amount of bitcoin we seek to hold, and we will continue to monitor market conditions in determining whether to engage in additional
−Removed: financings to purchase additional bitcoin.
−Removed: overall strategy also contemplates that we may (i) periodically sell bitcoin for general corporate purposes, including to generate cash
−Removed: for treasury management or in connection with strategies that generate tax benefits in accordance with applicable law, (ii) enter into
−Removed: additional capital raising transactions that are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies
−Removed: to create income streams or otherwise generate funds using our bitcoin holdings.
−Removed: believe that, due to its limited supply, bitcoin offers the opportunity for appreciation in value if its adoption increases and has the
−Removed: potential to serve as a hedge against inflation in the long-term.
−Removed: The following
−Removed: table presents a roll-forward of our bitcoin holdings, including additional information related to our bitcoin purchases, and digital
−Removed: asset impairment losses during the period:
−Removed: original cost basis
+Added: The accompanying notes are an integral part
+Added: of these unaudited condensed consolidated financial statements.
+Added: NEXT TECHNOLOGY HOLDINGS INC
+Added: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTE 1 – NATURE OF BUSINESS
+Added: Next Technology Holdings Inc (Formerly known as
+Added: WeTrade Group, Inc) was incorporated in the State of Wyoming on March 28, 2019 .
+Added: We currently pursue two corporate strategies.
+Added: strategy is to continue providing software development services, and the other strategy is to acquire and hold bitcoin.
+Added: Software development
+Added: We provide AI-enabled software development services
+Added: to our customers, which included developing, designing, and implementing various SAAS software solutions for businesses of all types,
+Added: including industrial and other businesses.
+Added: Bitcoin Acquisition Strategy
+Added: Our bitcoin acquisition strategy generally involves
+Added: acquiring bitcoin with our liquid assets that exceed working capital requirements, and from time to time, subject to market conditions,
+Added: issuing debt or equity securities or engaging in other capital raising transactions with the objective of using the proceeds to purchase
+Added: We view our bitcoin holdings as long-term holdings
+Added: and expect to continue to accumulate bitcoin.
+Added: We have not set any specific target for the amount of bitcoin we seek to hold, and we will
+Added: continue to monitor market conditions in determining whether to engage in additional financings to purchase additional bitcoin.
+Added: This overall strategy also contemplates that we
+Added: may (i) periodically sell bitcoin for general corporate purposes, including to generate cash for treasury management or in connection
+Added: with strategies that generate tax benefits in accordance with applicable law, (ii) enter into additional capital raising transactions
+Added: that are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies to create income streams or otherwise
+Added: generate funds using our bitcoin holdings.
+Added: We believe that, due to its limited supply, bitcoin
+Added: offers the opportunity for appreciation in value if its adoption increases and has the potential to serve as a hedge against inflation
+Added: in the long-term.
+Added: The following table presents a roll-forward of
+Added: our bitcoin holdings, including additional information related to our bitcoin purchases, and digital asset impairment losses during the
Digital asset
−Removed: at December 31, 2023
+Added: original cost
+Added: digital asset
+Added: digital asset
+Added: Balance at December 31, 2023
Digital asset purchase
−Removed: Fair value change during
−Removed: Balance at June 30,
−Removed: 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
−Removed: of Preparation of Financial Statements
−Removed: condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United
−Removed: States of America (“GAAP”).
−Removed: The condensed consolidated financial statements include the financial statements of the Company
−Removed: and its subsidiaries.
−Removed: All significant inter-company transactions and balances have been eliminated in consolidation.
−Removed: condensed consolidated financial statements of the Company as of and for the six months ended June 30, 2024 and 2023 are unaudited.
−Removed: the opinion of management, all adjustments (including normal recurring adjustments) that have been made are necessary to fairly present
−Removed: the financial position of the Company as of June 30, 2024, the results of its operations for the six months ended June 30, 2024 and 2023,
−Removed: and its cash flows for the six months ended June 30, 2024 and 2023.
−Removed: Operating results for the quarterly periods presented are not necessarily
−Removed: indicative of the results to be expected for a full fiscal year.
−Removed: statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the
−Removed: Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance
−Removed: GAAP have been omitted pursuant to such rules and regulations.
−Removed: These financial statements should be read in conjunction with
−Removed: the financial statements and other information included in the Company’s Annual Report on Form 10-K as filed with the SEC for the
−Removed: fiscal year ended December 31, 2023.
−Removed: Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts .
−Removed: ASC 606 creates a five-step
−Removed: model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts
−Removed: or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction
−Removed: price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance
−Removed: obligation is satisfied.
−Removed: The Company only applies the five-step model to contracts when it is probable that the Company will collect
−Removed: the consideration it is entitled to in exchange for the services it transfers to its clients.
−Removed: Company accounts for its digital assets, which are comprised solely of bitcoin, as indefinite-lived intangible assets in accordance with
−Removed: Accounting Standards Codification (“ASC”) 350, Intangibles—Goodwill and Other.
−Removed: The Company’s digital assets are
−Removed: initially recorded at cost.
−Removed: Subsequently, they are measured at cost, net of any impairment losses incurred since acquisition.
−Removed: losses are recognized as “Digital asset impairment losses” in the Company’s Consolidated Statement of Operations in
−Removed: the period in which the impairment occurs.
−Removed: Gains (if any) are not recorded until realized upon sale, at which point they are presented
−Removed: net of any impairment losses in the Company’s Consolidated Statements of Operations.
−Removed: In determining the gain to be recognized upon
−Removed: sale, the Company calculates the difference between the sales price and carrying value of the specific bitcoins sold immediately prior
−Removed: following table summarizes the Company’s digital asset holdings as of:
−Removed: Approximate number of bitcoins
+Added: Fair value change during the period
+Added: Balance at September 30, 2024
+Added: NOTE 2 – SUMMARY OF SIGNIFICANT
+Added: ACCOUNTING POLICIES
+Added: Basis of Preparation of Financial Statements
+Added: The condensed consolidated financial statements
+Added: have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”).
+Added: condensed consolidated financial statements include the financial statements of the Company and its subsidiaries.
+Added: All significant inter-company
+Added: transactions and balances have been eliminated in consolidation.
+Added: The condensed consolidated financial statements
+Added: of the Company as of and for the nine months ended September 30, 2024 and 2023 are unaudited.
+Added: In the opinion of management, all adjustments
+Added: (including normal recurring adjustments) that have been made are necessary to fairly present the financial position of the Company as
+Added: of September 30, 2024, the results of its operations for the nine months ended September 30, 2024 and 2023, and its cash flows for the
+Added: nine months ended September 30, 2024 and 2023.
+Added: Operating results for the quarterly periods presented are not necessarily indicative of
+Added: the results to be expected for a full fiscal year.
+Added: The statements and related notes have been prepared
+Added: pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”).
+Added: Accordingly, certain information
+Added: and footnote disclosures normally included in financial statements prepared in accordance with U.S.
+Added: GAAP have been omitted pursuant to
+Added: such rules and regulations.
+Added: These financial statements should be read in conjunction with the financial statements and other information
+Added: included in the Company’s Annual Report on Form 10-K as filed with the SEC for the fiscal year ended December 31, 2023.
+Added: Revenue recognition
+Added: The Company follows the guidance of Accounting
+Added: Standards Codification (ASC) 606, Revenue from Contracts .
+Added: ASC 606 creates a five-step model that requires entities to exercise
+Added: judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying
+Added: our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price
+Added: to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.
+Added: The Company only applies
+Added: the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for
+Added: the services it transfers to its clients.
+Added: Goodwill and Other - Crypto Assets
+Added: In December 2023, the FASB issued ASU 2023-08,
+Added: Intangibles - Goodwill and Other - Crypto Assets (Subtopic 350-60):
+Added: Accounting for and Disclosure of Crypto Assets, which establishes
+Added: accounting guidance for crypto assets meeting certain criteria.
+Added: Bitcoin meets this criteria.
+Added: The amendments require crypto assets meeting
+Added: the criteria to be recognized at fair value with changes recognized in net income each reporting period.
+Added: Upon adoption, a cumulative-effect
+Added: adjustment is made to the opening balance of retained earnings as of the beginning of the annual reporting period of adoption.
+Added: is effective for fiscal years beginning after December 15, 2024, including interim periods within those fiscal years.
+Added: Early adoption is
+Added: The Company has early applied ASU 2023-08 and measured crypto assets (presented as digital assets) at fair value with changes
+Added: recognized in net income this period.
+Added: The following table summarizes the Company’s
+Added: digital asset holdings as of:
+Added: September 30,
+Added: Approximate number of bitcoins held
Digital assets carrying value
−Removed: Gain on digital assets during the period/
−Removed: of June 30, 2024, approximately 833.19 of the bitcoins held by the Company, which had a carrying value of approximately $ 50.7 million
−Removed: on the Company’s Consolidated Balance Sheets as of June 30, 2024 .
−Removed: Cash Equivalents
−Removed: Company considers all highly liquid debt instruments purchased with a maturity period of three months or less to be cash or cash equivalents.
−Removed: The carrying amounts reported in the accompanying unaudited condensed consolidated balance sheets for cash and cash equivalents approximate
−Removed: their fair value.
−Removed: All of the Company’s cash that is held in bank accounts in Hong Kong and PRC are not protected by Federal Deposit
−Removed: Insurance Corporation (“FDIC”) insurance.
−Removed: Company’s principal country of operations is the PRC.
−Removed: The accompanying condensed consolidated financial statements are presented
−Removed: The functional currency of the Company is US$, and the functional currency of the Company’s subsidiaries is RMB.
−Removed: The condensed
−Removed: consolidated financial statements are translated into US$ from RMB at year-end exchange rates as to assets and liabilities and average
−Removed: exchange rates as to revenues and expenses.
−Removed: Capital accounts are translated at their historical exchange rates when the capital transactions
−Removed: The resulting translation adjustments are recorded as a component of shareholders’ equity included in other comprehensive
−Removed: Gains and losses from foreign currency transactions are included in profit or loss.
−Removed: There were no gains and losses from foreign
−Removed: currency transactions from the inception to June 30, 2024.
−Removed: US$ exchange rate
−Removed: balance sheet amounts, with the exception of equity, June 30, 2024 and December 31, 2023 were translated at 7.22 RMB and 7.09 RMB to
−Removed: US$1.00, respectively.
−Removed: The equity accounts were stated at their historical rates.
−Removed: The average translation rates applied to statements
−Removed: of operations and comprehensive income accounts for the period ended June 30, 2024 and year ended December 31, 2023 were 7.18 RMB and
−Removed: 7.08 RMB to US$1.00, respectively.
−Removed: Cash flows were also translated at average translation rates for the year and, therefore, amounts
−Removed: reported on the statement of cash flows would not necessarily agree with changes in the corresponding balances on the condensed consolidated
−Removed: balance sheet.
+Added: Gain on digital assets during the period/ year
+Added: As of September 30, 2024, the Company had approximately
+Added: 833 bitcoins which had a carrying value of approximately $ 53.04 million.
+Added: Cash and Cash Equivalents
+Added: The Company considers all highly liquid debt instruments
+Added: purchased with a maturity period of three months or less to be cash or cash equivalents.
+Added: The carrying amounts reported in the accompanying
+Added: unaudited condensed consolidated balance sheets for cash and cash equivalents approximate their fair value.
+Added: All of the Company’s
+Added: cash that is held in bank accounts in Hong Kong and PRC are not protected by Federal Deposit Insurance Corporation (“FDIC”)
+Added: Functional Currency
+Added: The Company’s principal country of operations are in USA and
+Added: The accompanying condensed consolidated financial statements are presented in US$ and the functional currency of the Company
+Added: Investment in associate company that we have significant influence
+Added: but do not have control over the investee are accounted for under the equity method.
+Added: We will periodically review the investment for impairment.
+Added: The initial measurement and periodic subsequent adjustments of the investment are calculated by applying the ownership percentage to the
+Added: net assets or equity of the partially owned entity under ASC 323.
Consolidation
−Removed: Company’s condensed consolidated financial statements include the financial statements of the Group and subsidiaries.
−Removed: All transactions
−Removed: and balances among the Group and its subsidiaries have been eliminated upon consolidation.
−Removed: preparation of financial statements in conformity with US GAAP requires management to make judgement estimates and assumptions that affect
−Removed: the amounts reported in the condensed consolidated financial statements and accompanying notes.
−Removed: Management believes that the estimates
−Removed: used in preparing the financial statements are reasonable and prudent;
+Added: The Company’s condensed consolidated financial
+Added: statements include the financial statements of the Group and subsidiaries.
+Added: All transactions and balances among the Group and its subsidiaries
+Added: have been eliminated upon consolidation.
+Added: Use of Estimates
+Added: The preparation of financial statements in conformity
+Added: with US GAAP requires management to make judgement estimates and assumptions that affect the amounts reported in the condensed consolidated
+Added: financial statements and accompanying notes.
+Added: Management believes that the estimates used in preparing the financial statements are reasonable
however, actual results could differ from these estimates.
−Removed: accounting estimates include the allowance for doubtful accounts, useful lives of intangible asset, valuation of deferred tax assets,
−Removed: and certain accrued liabilities such as contingent liabilities.
−Removed: receivables are presented net of allowance for doubtful accounts.
−Removed: The Company uses specific identification in providing for bad debts
−Removed: when facts and circumstances indicate that collection is doubtful and based on factors listed in the following paragraph.
−Removed: If the financial
−Removed: conditions of its customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowance may
−Removed: Company maintains an allowance for doubtful accounts which reflects its best estimate of amounts that potentially will not be collected.
−Removed: The Company determines the allowance for doubtful accounts on general basis taking into consideration various factors including but not
−Removed: limited to historical collection experience and credit-worthiness of the customers as well as the age of the individual receivables balance.
−Removed: Additionally, the Company makes specific bad debt provisions based on any specific knowledge the Company has acquired that might indicate
−Removed: that an account is uncollectible.
−Removed: The facts and circumstances of each account may require the Company to use substantial judgment in
−Removed: assessing its collectability.
−Removed: Company adopted Accounting Standards Update No.
−Removed: 2016-02, Leases (Topic 842) (ASU 2016-02), and generally requires lessees to recognize
−Removed: operating and financing lease liabilities and corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures
−Removed: surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements.
−Removed: leases are included in operating lease right-of-use (“ROU”) assets and short-term and long-term lease liabilities in our
−Removed: condensed consolidated balance sheets.
−Removed: Finance leases are included in property and equipment, other current liabilities, and other long-term
−Removed: liabilities in our condensed consolidated balance sheets.
−Removed: assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s
−Removed: obligation to make lease payments arising from the lease.
−Removed: Operating lease ROU assets and liabilities are recognized at commencement date
−Removed: based on the present value of lease payments over the lease term.
−Removed: As most of the leases do not provide an implicit rate, we use the industry
−Removed: incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.
+Added: Significant accounting estimates include the allowance for expected
+Added: credit loss, valuation of deferred tax assets, and certain accrued liabilities such as contingent liabilities.
+Added: Accounts Receivable
+Added: Accounts receivables are presented net of allowance
+Added: for expected credit loss.
+Added: The Company uses specific identification in providing for bad debts when facts and circumstances indicate that
+Added: collection is doubtful and based on factors listed in the following paragraph.
+Added: If the financial conditions of its customers were to deteriorate,
+Added: resulting in an impairment of their ability to make payments, additional allowance may be required.
+Added: The Company maintains an allowance for expected
+Added: credit loss which reflects its best estimate of amounts that potentially will not be collected.
+Added: In determining the amount of the allowance
+Added: for credit losses, the Company considers historical collection history based on past due status, the current aging of receivables, customer-specific
+Added: credit risk factors including their current financial condition, current market conditions, and probable future economic conditions which
+Added: inform adjustments to historical loss patterns.
+Added: Additionally, the Company makes specific bad debt provisions based on any specific knowledge
+Added: the Company has acquired that might indicate that an account is uncollectible.
+Added: The facts and circumstances of each account may require
+Added: the Company to use substantial judgment in assessing its collectability.
+Added: The Company adopted Accounting Standards Update
+Added: 2016-02, Leases (Topic 842) (ASU 2016-02), and generally requires lessees to recognize operating and financing lease liabilities and
+Added: corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty
+Added: of cash flows arising from leasing arrangements.
+Added: Operating leases are included in operating lease
+Added: right-of-use (“ROU”) assets and short-term and long-term lease liabilities in our condensed consolidated balance sheets.
+Added: leases are included in property and equipment, other current liabilities, and other long-term liabilities in our condensed consolidated
+Added: balance sheets.
+Added: ROU assets represent the Company’s right
+Added: to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising
+Added: from the lease.
+Added: Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments
+Added: over the lease term.
+Added: As most of the leases do not provide an implicit rate, we use the industry incremental borrowing rate based on the
+Added: information available at commencement date in determining the present value of lease payments.
We use the implicit rate when readily determinable.
−Removed: The operating lease ROU asset also includes any lease payments made and excludes
−Removed: lease incentives.
−Removed: The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise
−Removed: Lease expense for lease payments is recognized on a straight-line basis over the lease term.
−Removed: 2016-02 requires that public companies use a secured incremental browning rate for the present value of lease payments when the rate
−Removed: implicit in the contract is not readily determinable.
−Removed: We determine a secured rate on a quarterly basis and update the weighted average
−Removed: discount rate accordingly.
−Removed: Development Costs
−Removed: apply ASC 985-20, Software—Costs of Software to Be Sold, Leased, or Marketed, in analyzing our software development costs.
−Removed: 985-20 requires the capitalization of certain software development costs subsequent to the establishment of technological feasibility
−Removed: for a software product in development.
−Removed: Research and development costs associated with establishing technological feasibility are expensed
−Removed: Based on our software development process, technological feasibility is established upon the completion of a working model.
−Removed: In addition, we apply this to our review of development projects related to software used exclusively for our SaaS subscription offerings.
−Removed: In these reviews, all costs incurred during the preliminary project stages are expensed as incurred.
−Removed: Once the projects have been committed
−Removed: to and it is probable that the projects will meet functional requirements, costs are capitalized.
−Removed: taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”).
−Removed: this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the
−Removed: financial statement carrying amounts of existing assets and liabilities and their respective tax basis.
−Removed: Deferred tax assets and liabilities
−Removed: are measured using enacted income tax rates expected to apply to taxable income in the periods in which those temporary differences are
−Removed: expected to be recovered or settled.
−Removed: Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income
−Removed: in the period that includes the enactment date.
−Removed: 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements
−Removed: uncertain tax positions taken or expected to be taken on a tax return.
−Removed: Under ASC 740, tax positions must initially be recognized in the
−Removed: financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.
−Removed: positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50 % likelihood of
−Removed: being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.
−Removed: Company has subsidiaries in Singapore and PRC.
−Removed: The Company is subject to tax in Singapore and PRC jurisdictions.
−Removed: As a result of its future
−Removed: business activities, the Company will be required to file tax returns that are subject to examination by the Inland Revenue Authority
−Removed: of Singapore and Tax Department of PRC.
−Removed: (Loss) Per Share
−Removed: net income per share of common stock attributable to common stockholders is calculated by dividing net income attributable to common
−Removed: stockholders by the weighted-average shares of common stock outstanding for the period.
−Removed: Potentially dilutive shares, which are based
−Removed: on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants, options, or convertible debt using
−Removed: the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income (loss) per share
−Removed: of common stock attributable to common stockholders when their effect is dilutive.
−Removed: dilutive securities are excluded from the calculation of diluted EPS in profit periods as their effect would be anti-dilutive.
−Removed: of June 30, 2024, there were no potentially dilutive shares.
+Added: The operating lease ROU asset also includes any lease payments made and excludes lease incentives.
+Added: The lease terms may include options
+Added: to extend or terminate the lease when it is reasonably certain that we will exercise that option.
+Added: Lease expense for lease payments is
+Added: recognized on a straight-line basis over the lease term.
+Added: ASU 2016-02 requires that public companies use a secured incremental
+Added: browning rate for the present value of lease payments when the rate implicit in the contract is not readily determinable.
+Added: Software Development Costs
+Added: We apply ASC 985-20, Software—Costs of Software
+Added: to Be Sold, Leased, or Marketed, in analyzing our software development costs.
+Added: ASC 985-20 requires the capitalization of certain software
+Added: development costs subsequent to the establishment of technological feasibility for a software product in development.
+Added: Research and development
+Added: costs associated with establishing technological feasibility are expensed as incurred.
+Added: Based on our software development process, technological
+Added: feasibility is established upon the completion of a working model.
+Added: In addition, we apply this to our review of development projects related
+Added: to software used exclusively for our SaaS subscription offerings.
+Added: In these reviews, all costs incurred during the preliminary project
+Added: stages are expensed as incurred.
+Added: Once the projects have been committed to and it is probable that the projects will meet functional requirements,
+Added: costs are capitalized.
+Added: Income taxes are determined in accordance with
+Added: the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”).
+Added: Under this method, deferred tax assets and
+Added: liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts
+Added: of existing assets and liabilities and their respective tax basis.
+Added: Deferred tax assets and liabilities are measured using enacted income
+Added: tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled.
+Added: 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
+Added: ASC 740 prescribes a comprehensive model for how
+Added: companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to
+Added: be taken on a tax return.
+Added: Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely
+Added: than not the position will be sustained upon examination by the tax authorities.
+Added: Such tax positions must initially and subsequently be
+Added: measured as the largest amount of tax benefit that has a greater than 50 % likelihood of being realized upon ultimate settlement with the
+Added: tax authority assuming full knowledge of the position and relevant facts.
+Added: The Company has subsidiaries in Hong Kong and
+Added: The Company is subject to tax in Hong Kong and PRC jurisdictions.
+Added: As a result of its future business activities, the Company will
+Added: be required to file tax returns that are subject to examination by the Inland Revenue Department of Hong Kong and Tax Department of PRC.
+Added: Earnings/ (Loss) Per Share
+Added: Earnings/ (loss) per share of common stock attributable
+Added: to common stockholders is calculated by dividing net income attributable to common stockholders by the weighted-average shares of common
+Added: stock outstanding for the period.
+Added: Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying
+Added: outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted method, as
+Added: applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when
+Added: their effect is dilutive.
+Added: Potential dilutive securities are excluded from
+Added: the calculation of diluted EPS in profit periods as their effect would be anti-dilutive.
+Added: As of September 30, 2024, there were no potentially
+Added: dilutive shares.
+Added: Three Months Ended
+Added: Three Months Ended
+Added: Nine Months Ended
+Added: Nine Months Ended
+Added: September 30,
+Added: September 30,
+Added: September 30,
+Added: September 30,
Statement of Operations Summary Information:
−Removed: $ ( 302,775 )
+Added: Net Profit/ (Loss)
Weighted-average common shares outstanding - basic and diluted
−Removed: Net Profit/ (loss) per share, basic and diluted
−Removed: Value Measurements
−Removed: Company follows guidance for accounting for fair value measurements of financial assets and financial liabilities and for fair value
−Removed: measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis.
−Removed: Additionally,
−Removed: the Company adopted guidance for fair value measurement related to non-financial items that are recognized and disclosed at fair value
−Removed: in the financial statements on a non-recurring basis.
−Removed: The guidance establishes a fair value hierarchy that prioritizes the inputs to
−Removed: valuation techniques used to measure fair value.
−Removed: hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements)
−Removed: and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements).
−Removed: The three levels of the fair
−Removed: value hierarchy are as follows:
−Removed: 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access
−Removed: at the measurement date.
−Removed: 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
−Removed: or indirectly.
−Removed: 3 inputs are unobservable inputs for the asset or liability.
−Removed: The carrying amounts of financial assets such as cash approximate their
−Removed: fair values because of the short maturity of these instruments.
−Removed: 3 – RECENT ACCOUNTING PRONOUNCEMENTS
−Removed: accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange
−Removed: Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.
−Removed: are in the business of providing AI-enabled software development services for industrial and other customers.
−Removed: of and for the period ended June 30, 2024, there were no revenue were generated in SAAS business during the period.
−Removed: 5 – CASH AND CASH EQUIVALENTS
−Removed: of June 30, 2024, the Company held cash in bank in the amount of $ 668,387 , which consist of the following:
−Removed: Deposits- Outside USA
−Removed: 6 – DIGITAL ASSETS
−Removed: of June 30, 2024, digital assets holdings are as follow:
+Added: Earnings/ (loss) per share, basic and diluted
+Added: Fair Value Measurements
+Added: The Company follows guidance for accounting for
+Added: fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized
+Added: or disclosed at fair value in the financial statements on a recurring basis.
+Added: Additionally, the Company adopted guidance for fair value
+Added: measurement related to non-financial items that are recognized and disclosed at fair value in the financial statements on a non-recurring
+Added: The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.
+Added: The hierarchy gives the highest priority to unadjusted
+Added: quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving
+Added: significant unobservable inputs (Level 3 measurements).
+Added: The three levels of the fair value hierarchy are as follows:
+Added: Level 1 inputs are quoted prices (unadjusted)
+Added: in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
+Added: Level 2 inputs are inputs other than quoted prices
+Added: included within Level 1 that are observable for the asset or liability, either directly or indirectly.
+Added: Level 3 inputs are unobservable inputs for the
+Added: asset or liability.
+Added: The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity
+Added: of these instruments.
+Added: NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS
+Added: Recent accounting pronouncements issued by the
+Added: FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by
+Added: management to have a material impact on the Company’s present or future financial statements.
+Added: NOTE 4 – REVENUE
+Added: We are in the business of acquiring and holding of bitcoin and providing
+Added: AI-enabled software development services for industrial and other customers.
+Added: As of and for the period ended September 30, 2024,
+Added: there were no revenue generated from SAAS business.
+Added: NOTE 5 – CASH AND CASH EQUIVALENTS
+Added: As of September 30, 2024, the Company held cash
+Added: in bank in the amount of $ 668,387 , which consist of the following:
+Added: September 30,
+Added: Bank Deposits- Outside USA
+Added: NOTE 6 – DIGITAL ASSETS
+Added: As of September 30, 2024, digital assets holdings
+Added: are as follow:
+Added: September 30,
Opening balance
Purchase of BTC
−Removed: Gain from digital
+Added: Fair value gain from digital assets
Ending balance
−Removed: of June 30, 2024, the Company is hold approximately 833 BTC at the total cost of $ 24,990,000 .
−Removed: For the six months ended June 30, 2024
−Removed: and for the year ended December 31, 2023, the Company recognized gain of $ 15,595,778 and $ 10,147,576 on digital assets respectively.
−Removed: 7 – ACCOUNT RECEIVABLES
−Removed: of June 30, 2024, accounts receivable are related to the services fee receivables from customers as follow:
−Removed: Company does not require collateral for accounts receivable.
−Removed: The Company maintains an allowance for its doubtful accounts receivable
−Removed: due to estimated credit losses.
−Removed: The Company records the allowance against bad debt expense through the condensed consolidated statements
−Removed: of operations, included in general and administrative expense, up to the amount of revenues recognized to date.
−Removed: Receivables are written
−Removed: off and charged against the recorded allowance when the Company has exhausted collection efforts without success.
−Removed: There is no allowance
−Removed: for expected credit loss as the account receivable has been received as at reporting date.
−Removed: 8 – PREPAYMENTS
−Removed: of June 30, 2024, prepayments consist of the following:
−Removed: of June 30, 2024, there are prepayment of approximately $ 12,125,500 for the 40 % prepayment of 1000 BTC, which is expected to be delivered
−Removed: by September 2024 with the lock up price of $ 30,000 per BTC.
−Removed: The Company has planned to hold a special shareholders’ meeting to
−Removed: purchase the remaining 5,167 BTC by issuance of new shares.
−Removed: 9 – AMOUNT DUE TO RELATED PARTIES
+Added: As of September 30, 2024, the Company held approximately 833 BTC at
+Added: the total cost of $ 24,990,000 .
+Added: For the nine months ended September 30, 2024 and for the year ended December 31, 2023, the Company recognized
+Added: fair value gain of $ 17,899,568 and $ 10,147,576 on digital assets respectively.
+Added: Amended and Restated BTC Trading Contract
+Added: September 24, 2024, the Company and the Association Seller
+Added: entered into an Amended and Restated BTC Trading Contract (the “Amended BTC Contract”), which amended and restated the BTC
+Added: Under the Amended BTC Contract, the Company is entitled to purchase up to 5,167 BTC (the “Total BTC”) from the BTC
+Added: Sellers through the Association Seller at a purchase price of US$ 30,000 per BTC (subject to an additional purchase price by issuance of
+Added: warrants to purchase shares of Common Stock at a nominal exercise price as described below) over a 12-month period commencing on the date
+Added: of the Amended BTC Contract.
+Added: The purchase price for the Total BTC will be paid by the Company in cash or shares of Common Stock.
+Added: the Amended BTC Contract states that the Association Seller (Party B) “owns the virtual currency”, to our knowledge, this
+Added: statement was mistakenly made and it were the individual members of the Association Seller, not the Association Seller itself, who own
+Added: the BTC to be sold under the Amended BTC Contract.
+Added: We believe the Association Seller will coordinate with its members to fulfill the Company’s
+Added: purchase of BTC if the Company so decides, however, we cannot guarantee that the Company will be able to purchase BTC from the BTC Sellers.
+Added: The Amended BTC Contract was entered into by the Company with the Association Seller only and no BTC Sellers owe any legal obligation
+Added: to the Company in connection with the purchase and sale of BTC.
+Added: At the time when the Amended BTC Contract was
+Added: signed, the Company indicated its intent to exercise the option to purchase 5,000 BTC out of the Total BTC pursuant to the Amended BTC
+Added: Contract (the “Amended 5,000 BTC Transaction”).
+Added: According to the terms of the Amended BTC Contract, the previously-made Prepayment
+Added: Amount will be applied towards the total purchase price for the Amended 5,000 BTC Transaction and the Company will pay the remaining balance
+Added: through (i) the issuance of 135,171,078 shares of Common Stock (the “Shares”) valued at $ 1.02 per share and (ii) the issuance
+Added: of warrants to purchase 294,117,647 shares of Common Stock at a nominal exercise price (the “Warrants”).
+Added: The value of $ 1.02 per share for the Shares is
+Added: equal to the sum of (i) the Nasdaq Official Closing Price (as reflected on Nasdaq.com) immediately preceding the signing of the Amended
+Added: BTC Contract, and (ii) $ 0.01 .
+Added: Using the same per value valuation, the warrants is worth of approximately $ 300,000,000 .
+Added: The Amended BTC Contract does not have a fixed
+Added: However, in the event of a breach by either party, the non-breaching party has the right to terminate the agreement.
+Added: In such case,
+Added: the breaching party will be obligated to pay a penalty of $ 18,000,000 to the non-breaching party.
+Added: above description of the Amended BTC Contract does not purport to be complete, and is qualified in its entirety by reference to the full
+Added: text of the Amended BTC Contract, a copy of which is attached to the Company’s Current Report on Form 8-K as Exhibit 10.1, filed
+Added: with the SEC on September 27, 2024, which is incorporated by reference
+Added: Impact on Company’s Capitalization and
+Added: Stockholder Approval
+Added: The issuance of securities pursuant to the Amended
+Added: BTC Contract will not affect the rights of the Company’s existing stockholders, but such issuances will have a significant dilutive
+Added: effect on the Company’s existing stockholders, including the voting power of the existing stockholders.
+Added: As of the date of this report, there were 6,976,410 issued and outstanding
+Added: shares of the Common Stock .
+Added: Immediately after the issuance of the Shares (assuming no exercise of
+Added: the Warrants), there will be 142,147,488 issued and outstanding shares of the Common Stock, and the ownership percentage of the Company’s
+Added: existing stockholders in the Company will be diluted to approximately 4.91 %.
+Added: Assuming full exercise of the Warrants concurrently with
+Added: the issuance of the Shares, immediately after the issuance of the Shares, there will be 436,265,135 issued and outstanding shares of Common
+Added: Stock, and the ownership percentage of the Company’s existing stockholders in the Company will be further diluted to approximately
+Added: Pursuant to Nasdaq Rule
+Added: 5635(a), if an issuer intends to issue common stock or securities convertible into or exercisable for common stock, in connection with
+Added: the acquisition of stock or assets of another company, which may equal or exceed 20 % of the outstanding common stock or voting power on
+Added: a pre-transaction basis, the issuer generally must obtain the prior approval of its stockholders.
+Added: Pursuant to Nasdaq Rule 5635(d), if
+Added: an issuer intends to issue common stock or securities convertible into or exercisable for common stock, other than in a public offering,
+Added: which may equal or exceed 20 % of the outstanding common stock or voting power on a pre-transaction basis for a price that is lower than
+Added: (i) the Nasdaq Official Closing Price (as reflected on Nasdaq.com) immediately preceding the signing of a binding agreement;
+Added: average Nasdaq Official Closing Price of the common stock (as reflected on Nasdaq.com) for the five trading days immediately preceding
+Added: the signing of the binding agreement for such common stock, the issuer generally must obtain the prior approval of its stockholders.
+Added: The Shares to be issued
+Added: to the BTC Sellers in the Amended 5,000 BTC Transaction exceeds the threshold for which stockholder approval is required under Nasdaq
+Added: Rule 5635(a), and the Warrant Shares to be issued to the BTC Sellers upon the full exercise of the Warrants could result in the issuance
+Added: of a number of shares exceeding the threshold and pricing for which stockholder approval is required under Nasdaq 5635(d).
+Added: Company is required to obtain requisite stockholder approval for the Amended 5,000 BTC Transaction.
+Added: As disclosed in a Preliminary
+Added: Information Statement on Schedule 14C filed by the Company on October 3, 2024, the Company has obtained the requisite stockholder approval
+Added: for the Amended 5,000 BTC Transaction in accordance with the Company’s articles of incorporation and bylaws on September 24, 2024.
+Added: NOTE 7 – ACCOUNTS RECEIVABLE
+Added: As of September 30, 2024, accounts receivable
+Added: are related to the services fee from customers as follows:
+Added: September 30,
+Added: Accounts Receivable
+Added: The Company does not require collateral for accounts
+Added: The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses.
+Added: The Company records
+Added: the allowance against bad debt expense through the condensed consolidated statements of operations, included in general and administrative
+Added: expense, up to the amount of revenues recognized to date.
+Added: Receivables are written off and charged against the recorded allowance when
+Added: the Company has exhausted collection efforts without success.
+Added: There is no allowance for expected credit loss as the accounts receivable
+Added: has been received as at reporting date.
+Added: NOTE 8 – PREPAYMENTS
+Added: As of September 30, 2024, prepayments consist
+Added: of the following:
+Added: September 30,
+Added: Prepayment for digital assets
+Added: As previously disclosed in a Form 8-K filed on
+Added: September 28, 2023, the Company entered into a BTC Trading Contract (the “BTC Contract”) with an autonomous organization (the
+Added: “Association Seller”), which supports its members in the sale of BTC.
+Added: While the Association Seller provides services to facilitate
+Added: the sale of BTC by its members, it does not exert control over them by ownership or contract, nor does it make decisions for its members
+Added: relating to the sale of BTC.
+Added: None of the members of the Association Seller hold equity, serve as director or officer, or otherwise has
+Added: voting power or management rights of the Association Seller.
+Added: Under the BTC Contract, the Company has the right
+Added: to purchase up to 6,000 BTC from the members of the Association Seller (each, a “BTC Seller”) through the Association Seller
+Added: at a locked price of $ 30,000 /BTC over a 12-month period commencing on September 25, 2023, with payment to be made in the form of cash
+Added: or the Company’s shares.
+Added: Although the BTC Contract states that the Association Seller (Party B) “owns the virtual currency”,
+Added: to our knowledge, this statement was mistakenly made and it were the individual members of the Association Seller, not the Association
+Added: Seller itself, who own the BTC to be sold under the BTC Contract.
+Added: We believe the Association Seller will coordinate with its members to
+Added: fulfill the Company’s purchase of BTC if the Company so decides, however, we cannot guarantee that the Company will be able to purchase
+Added: BTC from the BTC Sellers.
+Added: The BTC Contract was entered into by the Company with the Association Seller only and no BTC Sellers owe any
+Added: legal obligation to the Company in connection with the purchase and sale of BTC.
+Added: Following the execution of the BTC Contract, the
+Added: Company purchased 833 BTC from the BTC Sellers and decided to purchase an additional 1,000 BTC (the “1,000 BTC Purchase”).
+Added: As of December 31, 2023, the Company made a prepayment to the BTC Sellers through the Association Seller of approximately $ 12,125,500
+Added: (the “Prepayment Amount”), representing 40 % of the total purchase price for 1000 BTC.
+Added: The prepayment was made to secure favorable
+Added: pricing and demonstrate the Company’s commitment to completing the 1,000 BTC Purchase.
+Added: This prepayment is refundable if the 1,000
+Added: BTC Purchase is not completed.
+Added: While negotiating the terms of the 1,000 BTC Purchase with the BTC Sellers, the Company decided to exercise
+Added: its right under the BTC Contract to purchase 5,000 BTC (the “5,000 BTC Purchase”), which includes the previously planned 1,000
+Added: To reflect the then price increase in BTC and finalize the transaction details of the 5,000 BTC Purchase, the Company and the Association
+Added: Seller entered into that certain Amendment Agreement (the “Amendment Agreement”) on May 2, 2024, which was previously disclosed
+Added: in a Form 8-K filed by the Company on May 6, 2024.
+Added: According to the Amendment Agreement, the Company
+Added: agreed to pay the aggregate price for the 5,000 BTC through the issuance of 40,000,000 shares of the Company’s common stock (the
+Added: “Common Stock”) valued at $ 3.75 per share, which was the closing market price of the Common Stock as of May 1, 2024 (the “Then
+Added: FMV”) and warrants to purchase 80,000,000 shares of the Common Stock with the exercise price of $ 2.6 per share (equal to 70 % of
+Added: the Then FMV).
+Added: In connection with the 5,000 BTC Purchase, on May 8, 2024, the Company filed a Preliminary Information Statement on Schedule
+Added: 14C (the “Preliminary 14C”).
+Added: Subsequently, the Company decided to cease pursuing the 5,000 BTC Purchase due to the market
+Added: fluctuations in BTC and further discussions with the BTC Sellers, which was previously disclosed on a Form 8-K filed by the Company on
+Added: June 26, 2024.
+Added: Despite the cancellation of the 5,000 BTC Purchase, negotiations regarding
+Added: the original 1,000 BTC Purchase continued.
+Added: The Company’s original plan was to settle the remaining 60% of the total purchase price
+Added: for 1,000 BTC through the issuance of the Common Stock at a per share price based on the average market price over a five-day period immediately
+Added: prior to the date of the completion of the 1,000 BTC Purchase.
+Added: However, the Board believed in the potential long-term appreciation of
+Added: As a result, it has decided to halt the 1,000 BTC Purchase and instead re-negotiate the terms with the Associate Seller to acquire
+Added: 5,167 BTC, which represents the maximum number of BTC that the Company was entitled to purchase under the BTC Contract minus the BTC already
+Added: acquired under the BTC Contract.
+Added: NOTE 9 – INVESTMENT
+Added: As of September 30, 2024, investment consist of
+Added: the following:
+Added: September 30,
+Added: Investment in an associate company
+Added: In April 2024, there are 3,940,000 shares issued
+Added: with the total amount of $ 13,396,000 for the acquisition of 20 % of associate company.
+Added: The officers, directors and selling shareholders
+Added: of associate company are not related party and independent with each other, which are not acting in concert with others.
+Added: Investment in associate company that we have significant
+Added: influence but do not have control over the investee are accounted for under the equity method.
+Added: We will periodically review the investment
+Added: for impairment.
+Added: The initial measurement and periodic subsequent adjustments of the investment are calculated by applying the ownership
+Added: percentage to the net assets or equity of the partially owed entity under ASC 323.
+Added: NOTE 10 – AMOUNT DUE TO RELATED PARTIES
+Added: September 30,
Related parties payable
1 unchanged sentence
Director fee payable
−Removed: related party balance of $ 282,535 represented advances from former shareholders for Company’s daily operation.
−Removed: of June 30, 2024, the amount due to shareholders of $ 607,197 represented advances and professional expenses paid on behalf by Shareholders,
−Removed: which consist of audit fees, lawyers’ fee and other professional expenses.
−Removed: of June 30, 2024, the director fee payable of $ 886,000 represented the accrual of director fees from the appointment date to June 30,
−Removed: amount due to related parties are interest free, no collateral and have no fixed of repayment period.
+Added: The related party balance of $ 282,533 represented
+Added: advances from former shareholders for Company’s daily operation.
+Added: As of September 30, 2024, the amount due to shareholders
+Added: of $ 300,055 represented advances and professional expenses paid on behalf by Shareholders, which consist of audit fees, lawyers’
+Added: fee and other professional expenses.
+Added: As of September 30, 2024, the director fee payable
+Added: of $ 896,000 represented the accrual of director fees from the appointment date to September 30, 2024.
+Added: The amount due to related parties are interest
+Added: free, unsecured and have no fixed of repayment period.
+Added: NOTE 11 – ACCOUNT PAYABLES
+Added: As of September 30, 2024 and December 31, 2023, account
+Added: payables are related to the software services fee payables to suppliers as follow:
+Added: September 30,
Account payables
−Removed: of June 30, 2024 and December 31, 2023, account payables are related to the software services fee payables to suppliers as follow:
−Removed: 11 – OTHER PAYABLES
−Removed: of June 30, 2024, other payables consists of unpaid professional fee as follow:
−Removed: fee payables included professional balance of $ 812,500 are included outstanding legal fees in relation to shareholders’ litigation,
−Removed: BTC consultant fee and listing compliance fee owing to professional parties.
−Removed: 12 – SHAREHOLDERS’ EQUITY
−Removed: Company has an unlimited number of ordinary shares authorized, and has issued 6,976,410 shares with no par value as of June 30, 2024.
−Removed: March 29, 2019, the Company has issued 100,000,000 shares with no par value to thirty-three founders.
−Removed: On September 3, 2019, the Company
−Removed: has issued a total 74,000 shares at $ 3 each to 5 non-US shareholders.
−Removed: The total outstanding shares has increased to 100,074,000 shares
−Removed: as of December 31, 2019.
−Removed: February 2020, there are 1,666,666 shares were issued at $ 3 per share to 2 new shareholders.
−Removed: On July 10, 2020, the Company issued another
−Removed: 26,000 shares at $ 3 per share to 2 new shareholders and the total outstanding shares has increased to 101,766,666 shares.
−Removed: September 15, 2020, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation
−Removed: to effect 3 for 1 forward stock split .
−Removed: The total issued and outstanding shares of the Company’s common stock has been increased
−Removed: from 101,766,666 to 305,299,998 shares, with the par value unchanged at zero.
−Removed: September 21, 2020, there are 151,500 shares issued at $ 5 per share to 303 new shareholders, the Company’s common stock issued
−Removed: has been increased to 305,451,498 shares as of December 31, 2020.
−Removed: April 13, 2022, the Company and 15 shareholders entered into that certain Share Exchange Agreement (the “Share Exchange Agreement”),
−Removed: pursuant to which Company and the 15 Shareholders have cancelled 120,418,995 shares of Common Stock (“Cancellation Shares”).
−Removed: Upon completion of the transaction, the outstanding shares of the Company’s Common Stock has been decreased from 305,451,498 shares
−Removed: to 185,032,503 shares as of June 30, 2022.
−Removed: July 21, 2022, the Company completed uplisting of its common stock to the Nasdaq Capital Market, and the closing of its public offering
−Removed: of 10,000,000 shares of common stock with the gross proceeds of $ 40,000,000 and net proceeds of $ 37,057,176 after deducting the total
−Removed: offering cost of $ 2,942,824 .
−Removed: The shares were priced at $ 4.00 per share, and the offering was conducted on a firm commitment basis.
−Removed: shares continue to trade under the stock symbol “WETG.” The Company’s total issued and outstanding common stock has
−Removed: been increased to 195,032,503 shares after the offering.
−Removed: July 22, 2022, the Company issued 25,000 shares of common stock to certain service providers for services in connection with the public
−Removed: offering, the fair value of the share was $ 477,500 .
−Removed: The Company’s total issued and outstanding common stock has been increased
−Removed: to 195,057,503 shares in 2022.
−Removed: June 9, 2023, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation
−Removed: to effect 1 for 185 reverse stock split (“Reverse Stock Split”).
−Removed: The total issued and outstanding shares of the Company’s
−Removed: common stock decreased from 195,057,503 to 1,054,530 shares, with the par value unchanged at zero .
−Removed: September, 2023, there are 1,570,600 shares issued with the total amount of $ 12,616,454 , the Company’s common stock issued has
−Removed: been increased to 2,625,130 shares as of March 31, 2024.
−Removed: April 2024, there are 4,351,280 shares issued with the total amount of $ 14,776,000 for the acquisition of 20 % of associate company and
−Removed: loan conversion to equity, the Company’s common stock issued has been increased to 6,976,410 shares as of June 30, 2024.
−Removed: 13 – INCOME TAXES
−Removed: Company is subject to U.S.
+Added: NOTE 12 – OTHER PAYABLES
+Added: As of September 30, 2024, other payables consists
+Added: of unpaid professional fee as follow:
+Added: September 30,
+Added: Professional fees
+Added: Professional fee payables of $ 1,082,500 comprise outstanding legal
+Added: fees in relation to shareholders’ litigation, BTC consultant fee and listing compliance fee owing to professional parties.
+Added: NOTE 13 – SHAREHOLDERS’ EQUITY
+Added: The Company has an unlimited number of authorized ordinary shares and
+Added: has issued 6,976,410 shares with no par value as of September 30, 2024.
+Added: On March 29, 2019, the Company has issued 100,000,000
+Added: shares with no par value to thirty-three founders.
+Added: On September 3, 2019, the Company has issued a total 74,000 shares at $ 3 each to 5
+Added: non-US shareholders.
+Added: The total outstanding shares has increased to 100,074,000 shares as of December 31, 2019.
+Added: In February 2020, 1,666,666 shares were issued at $ 3 per share to 2
+Added: new shareholders.
+Added: On July 10, 2020, the Company issued another 26,000 shares at $ 3 per share to 2 new shareholders and the total outstanding
+Added: shares has increased to 101,766,666 shares.
+Added: On September 15, 2020, the Wyoming Secretary of
+Added: State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 3 for 1 forward stock split .
+Added: The total issued and outstanding shares of the Company’s common stock has been increased from 101,766,666 to 305,299,998 shares,
+Added: with the par value unchanged at zero.
+Added: On September 21, 2020, there are 151,500 shares
+Added: 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
+Added: December 31, 2020.
+Added: On April 13, 2022, the Company and 15 shareholders
+Added: entered into that certain Share Exchange Agreement (the “Share Exchange Agreement”), pursuant to which Company and the 15
+Added: Shareholders have cancelled 120,418,995 shares of Common Stock (“Cancellation Shares”).
+Added: Upon completion of the transaction,
+Added: the outstanding shares of the Company’s Common Stock has been decreased from 305,451,498 shares to 185,032,503 shares as of June
+Added: On July 21, 2022, the Company completed uplisting
+Added: of its common stock to the Nasdaq Capital Market, and the closing of its public offering of 10,000,000 shares of common stock with the
+Added: gross proceeds of $ 40,000,000 and net proceeds of $ 37,057,176 after deducting the total offering cost of $ 2,942,824 .
+Added: The shares were priced
+Added: at $ 4.00 per share, and the offering was conducted on a firm commitment basis.
+Added: The shares continue to trade under the stock symbol “WETG.”
+Added: The Company’s total issued and outstanding common stock has been increased to 195,032,503 shares after the offering.
+Added: On July 22, 2022, the Company issued 25,000 shares
+Added: of common stock to certain service providers for services in connection with the public offering, the fair value of the share was $ 477,500 .
+Added: The Company’s total issued and outstanding common stock has been increased to 195,057,503 shares in 2022.
+Added: On June 9, 2023, the Wyoming Secretary of State
+Added: approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 1 for 185 reverse stock split (“Reverse
+Added: Stock Split”).
+Added: The total issued and outstanding shares of the Company’s common stock decreased from 195,057,503 to 1,054,530
+Added: shares, with the par value unchanged at zero.
+Added: 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
+Added: increased to 2,625,130 shares as of December 31, 2023.
+Added: In April 2024, there are 3,940,000 shares issued
+Added: with the total amount of $ 13,396,000 for the acquisition of 20 % of associate company.
+Added: On April 9, 2024, an addition of 411,280 shares were converted to equity
+Added: from loan and outstanding professional fee with the amount of $ 1,974,140 at the conversion price of $ 4.80 per share based on average price
+Added: of last 10 trading days.
+Added: These loans are related to the long outstanding salaries, professional fee, litigation lawyer fees and BTC consultant
+Added: fee paid by shareholders on behalf of the Company.
+Added: The amount due to related parties is interest free, unsecured and has no fixed repayment
+Added: Prior to the loan conversion to equity, the amount of $ 1,974,140 is recorded as current liabilities.
+Added: Subsequent to loan to equity
+Added: conversion, the amount of $ 1,974,140 was converted to 411,280 shares and recorded in stockholders’ equity as follows:
+Added: Nature of loan:
+Added: Conversion price:
+Added: Number of shares converted:
+Added: Financial impact of conversion:
+Added: Advance from shareholders to pay outstanding legal fee, salaries, Edgar
+Added: filing fee, audit fee, which accumulated from January 2023 to March 2024.
+Added: $ 594,140 $ 4.80 123,780 shares Reclassification from amount due to related parties to equity
+Added: Accounting and compliance fee, which accumulated from January 2023
+Added: to March 2024.
+Added: $ 420,000 $ 4.80 87,500 shares Reclassification from other payables to equity
+Added: Legal advisory fee in relation to BTC transaction which
+Added: accumulated from January 2023 to March 2024.
+Added: $ 480,000 $ 4.80 100,000 shares Reclassification from other payables to equity
+Added: BTC Consultant fee, which accumulated from January 2023 to March 2024.
+Added: $ 480,000 $ 4.80 100,000 shares
+Added: Reclassification from other payables to equity
+Added: Total $ 1,974,140 411,280 shares
+Added: As of September 30, 2024, the Company’s
+Added: common stock issued has been increased to 6,976,410 shares.
+Added: NOTE 14 – INCOME TAXES
+Added: The Company is subject to U.S.
Federal tax laws.
−Removed: The Company has not recognized an income tax benefit for its operating losses in the United
−Removed: States because the Company does not expect to commence active operations in the United States.
−Removed: are several subsidiaries were incorporated in Hong Kong and are subject to Hong Kong profits tax at a tax rate of 16.5 %.
−Removed: Company is currently conducting its certain operations in the PRC through its subsidiaries, which are subject to tax from 15 % to 25 %.
−Removed: 14- SUBSEQUENT EVENTS
−Removed: subsequent events were occurs during the period.
+Added: The Company has not recognized an income tax benefit for its operating losses in the United States because the Company does not expect
+Added: to commence active operations in the United States.
+Added: There are several subsidiaries incorporated in Hong Kong and are subject
+Added: to Hong Kong profits tax at a tax rate of 16.5 %.
+Added: The Company is currently conducting its certain
+Added: operations in the PRC through its subsidiaries, which are subject to tax from 15 % to 25 %.
+Added: NOTE 15 – SUBSEQUENT EVENTS
+Added: There were no subsequent events noted
+Added: from the end of September 30, 2024 to the date of this report.
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.