Item 1. Financial Statements
Item 1. Financial Statements
WETOUCH TECHNOLOGY INC. AND ITS SUBSIDIARIES
INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheets at March 31, 2026 and December 31, 2025 (Unaudited)
F-1
Condensed Consolidated Statements of Income and Comprehensive Income (Loss) for the Three Months Ended March 31, 2026 and 2025 (Unaudited)
F-2
Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three Months Ended March 31, 2026 and 2025 (Unaudited)
F-3
Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025 (Unaudited)
F-4
Notes to Condensed Consolidated Financial Statements
F-5 - F-19
1
WETOUCH TECHNOLOGY INC. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
March 31,
2026
December 31,
2025
(Unaudited)
ASSETS
CURRENT ASSETS
Cash
$ 120,518,189
$ 118,363,448
Accounts receivable, net
11,059,940
6,505,038
Inventories
29,060
45,202
Prepaid expenses and other current assets
1,116,411
1,189,616
TOTAL CURRENT ASSETS
132,723,600
126,103,304
Property, plant and equipment, net
9,008,142
8,885,976
Land use right, net
542,910
544,118
Operating right-of-use assets
370,689
521,454
Deferred tax assets, net
71,201
71,223
Long-term prepayment
4,573,164
4,510,973
TOTAL ASSETS
$ 147,289,706
$ 140,637,048
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable
$ 937,337
$ 1,063,759
Due to a related party
321,310
286,311
Income tax payable
1,202,262
-
Accrued expenses and other current liabilities
1,285,170
1,372,047
Operating lease liabilities
370,689
521,454
TOTAL CURRENT LIABILITIES
4,116,768
3,243,571
TOTAL LIABILITIES
$ 4,116,768
$ 3,243,571
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY
Common stock, $ 0.001 par value, 65,000,000 shares authorized, 11,931,534 and 11,931,534 issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
$ 11,932
$ 11,932
Additional paid in capital
52,501,680
52,501,680
Statutory reserve
8,073,968
8,073,968
Retained earnings
85,656,190
81,789,884
Accumulated other comprehensive loss
( 3,070,832 )
( 4,983,987 )
TOTAL STOCKHOLDERS’ EQUITY
143,172,938
137,393,477
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$ 147,289,706
$ 140,637,048
The accompanying notes are an integral part of
these condensed consolidated financial statements.
F- 1
WETOUCH TECHNOLOGY INC. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE LOSS
(Unaudited)
For the
Three Months Ended
March 31,
2026
2025
(Unaudited)
(Unaudited)
REVENUES
$ 16, 312,169
$ 15,289,578
Cost of revenues
( 10,488,869 )
( 9,647,947 )
GROSS PROFIT
5,823,300
5,641,631
OPERATING EXPENSES
Selling expenses
( 157,953 )
( 102,457 )
General and administrative expenses
( 579,003 )
( 1,566,440 )
Total operating expenses
( 736,956 )
( 1,668,897 )
INCOME FROM OPERATIONS
5,086,344
3,972,734
OTHER INCOME
Interest income
23,147
61,094
TOTAL OTHER INCOME
23,147
61,094
INCOME BEFORE INCOME TAX EXPENSE
5,109,491
4,033,828
INCOME TAX EXPENSE
( 1,243,185 )
( 1,471,106 )
NET INCOME
$ 3,866,306
$ 2,562,722
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation adjustment
1,913,155
732,380
COMPREHENSIVE INCOME
$ 5,779,461
$ 3,295,102
EARNINGS PER COMMON SHARE
Basic
$ 0.32
$ 0.21
Diluted
$ 0.32
$ 0.21
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING*
Basic
11,931,534
11,931,534
Diluted
11,931,534
11,931,534
The accompanying notes are an integral part of
these condensed consolidated financial statements.
F- 2
WETOUCH TECHNOLOGY INC. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS’ EQUITY
(Unaudited)
Common stock at
Par value $0.001
Additional
paid-in
Statutory
Retained
Accumulated
other
comprehensive
Total stockholders’
Shares
Amount
capital
reserve
Earnings
loss
equity
Balance as of December 31 2024
11,931,534
$ 11,932
$ 52,501,680
$ 8,073,968
$ 74,629,374
$ ( 10,631,289 )
$ 124,585,665
Net income
-
-
-
-
2,562,722
-
2,562,722
Foreign currency translation adjustment
-
-
-
-
-
732,380
732,380
Balance as of March 31, 2025
11,931,534
$ 11,932
$ 52,501,680
$ 8,073,968
$ 77,192,096
$ ( 9,898,909 )
$ 127,880,767
Common stock at
Par value $0.001
Additional
paid-in
Statutory
Retained
Accumulated
other
comprehensive
Total
stockholders’
Shares
Amount
capital
reserve
Earnings
loss
equity
Balance as of December 31 2025
11,931,534
$ 11,932
$ 52,501,680
$ 8,073,968
$ 81,789,884
$ ( 4,983,987 )
$ 137,393,477
Net income
-
-
-
-
3,866,306
-
3,866,306
Foreign currency translation adjustment
-
-
-
-
-
1,913,155
1,913,155
Balance as of March 31, 2026
11,931,534
$ 11,932
$ 52,501,680
$ 8,073,968
$ 85,656,190
( 3,070,832 )
$ 143,172,938
The accompanying notes are an integral part of
these condensed consolidated financial statements.
F- 3
WETOUCH TECHNOLOGY INC. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For the
Three Months Ended
March 31,
2026
2025
(Unaudited)
(Unaudited)
Cash flows from operating activities
Net income
$ 3,866,306
$ 2,562,722
Adjustments to reconcile net income to cash provided by operating activities
Allowance for credit loss
12
45,739
(Reversal) of provision for obsolete inventory
( 4,012 )
( 25,276 )
Depreciation and amortization
9,020
2,471
Amortization of operating Right-of-use assets
157,410
156,014
Changes in operating assets and liabilities:
Accounts receivable
( 4,449,866 )
( 3,545,017 )
Inventories
20,719
( 8,289 )
Prepaid expenses and other current assets
75,316
554,764 )
Deferred tax assets, net
1,000
( 5,383 )
Accounts payable
( 140,602 )
322,661
Amounts due to related parties
34,999
250,959
Income tax payable
1,198,125
1,290,429
Accrued expenses and other current liabilities
( 89,876 )
589,309
Operating lease liabilities
( 159,050 )
( 151,375 )
Net cash provided by operating activities
519,501
2,039,728
Cash flows from investing activities
Net cash used in investing activities
-
-
Cash flows from financing activities
Net cash provided by financing activities
-
-
Effect of changes of foreign exchange rates on cash
1,635,240
607,512
Net increase in cash
2,154,741
2,647,240
Cash, beginning of period
118,363,448
103,760,324
Cash, end of period
$ 120,518,189
$ 106,407,564
Supplemental disclosures of cash flow information
Income tax paid
$ -
$ -
Lease liabilities arising from obtaining right-of-use assets
$ 1,640
$ 47,251
The accompanying notes are an integral part of
these condensed consolidated financial statements.
F- 4
WETOUCH TECHNOLOGY INC. AND ITS SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 — BUSINESS DESCRIPTION
Wetouch Technology Inc.
(“Wetouch”, or the “Company”), formerly known as Gulf West Investment Properties, Inc., was originally incorporated
in August 1992, under the laws of the state of Nevada.
On October 9, 2020, the
Company entered into a share exchange agreement (the “Share Exchange Agreement”) with Wetouch Holding Group Limited (“BVI
Wetouch”) and all the shareholders of BVI Wetouch (each, a “BVI Shareholder” and collectively, the “BVI Shareholders”),
to acquire all the issued and outstanding capital stock of BVI Wetouch in exchange for the issuance to the BVI Shareholders an aggregate
of 28,000,000 shares ( 1,400,000 shares post-Reverse Stock Split) of the Company’s common stock (the “Reverse Merger”).
In the Reverse Merger, each ordinary share of BVI Wetouch was exchanged for 2,800 shares ( 140 shares post-Reverse Stock Split) of common
stock of Wetouch. Immediately after the closing of the Reverse Merger on October 9, 2020, the Company had a total of 31,396,394 ( 1,569,820
shares post-Reverse Stock Split) issued and outstanding shares of common stock. As a result of the Reverse Merger, BVI Wetouch became
a wholly-owned subsidiary of the Company.
BVI Wetouch is a holding
company whose only asset, held through a subsidiary, is 100 % of the registered capital of Sichuan Wetouch Technology Co., Ltd. (“Sichuan
Wetouch”), a limited liability company organized under the laws of the People’s Republic of China (“China” or
the “PRC”). Sichuan Wetouch is primarily engaged in the business of research and development, manufacture, and distribution
of touchscreen displays to customers both in the PRC and overseas. The touchscreen products, which are manufactured by the Company, are
primarily for use financial terminals, automotive, Point of Sales, gaming, lottery, medical, Human-Machine Interface (HMI), and other
specialized industries.
The Reverse Merger was
accounted for as a recapitalization effected by a share exchange, wherein BVI Wetouch is considered the acquirer for accounting and financial
reporting purposes. The assets and liabilities of BVI Wetouch have been brought forward at their book value and no goodwill has been recognized.
The number of shares, par value amount, and additional paid-in capital in the prior years are retrospectively adjusted accordingly.
Corporate History
of BVI Wetouch
BVI Wetouch was incorporated
under the laws of British Virgin Islands on August 14, 2020. It became the holding company of Hong Kong Wetouch Electronics Technology
Limited (“Hong Kong Wetouch”) on September 11, 2020.
Hong Kong Wetouch Technology
Limited (“HK Wetouch”), was incorporated as a holding company under the laws of Hong Kong Special Administrative Region (the
“SAR”) on December 3, 2020. On March 2, 2021, HK Wetouch acquired all shares of Hong Kong Wetouch. Due to the fact that Hong
Kong Wetouch and HK Wetouch are both under the same sole stockholder, the acquisition is accounted for under common control.
In June 2021, Hong Kong
Wetouch started its dissolution process pursuant to the minutes of its special stockholder meeting and was dissolved on March 18, 2022.
Sichuan Wetouch was formed
on May 6, 2011 in the PRC and became a Wholly Foreign-Owned Enterprise (“WFOE”) in PRC on February 23, 2017. On July 19, 2016,
Sichuan Wetouch was 100 % held by HK Wetouch.
On December 30, 2020,
Sichuan Vtouch was incorporated in Chengdu, Sichuan, under the PRC laws.
In March 2021, pursuant
to local PRC government guidelines on local environmental issues and the national plan, Sichuan Wetouch was under the government directed
relocation order. Sichuan Vtouch took over the operating business of Sichuan Wetouch.
On March 30, 2023, an independent third party
acquired all shares of Sichuan Wetouch for a nominal amount.
As a result of the above
restructuring, HK Wetouch became the sole stockholder of Sichuan Vtouch.
F- 5
The following diagram illustrates the Company’s
current corporate structure:
NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
(a) Basis of Presentation and Principles
of Consolidation
The accompanying unaudited condensed consolidated
financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.
GAAP”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S.
GAAP have been condensed or omitted as permitted by rules and regulations of the United States Securities and Exchange Commission (the
“SEC”). The condensed consolidated balance sheet as of December 31, 2025 was derived from the audited consolidated financial
statements of Wetouch. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated
balance sheet of the Company as of December 31, 2025, and the related consolidated statements of comprehensive income, changes in equity
and cash flows for the years then ended.
In the opinion of the management, all adjustments
(which include normal recurring adjustments) necessary to present a fair statement of the financial position as of March 31, 2026, the
results of operations and cash flows for the three-month periods ended March 31, 2026 and 2025 have been made. However, the results of
operations included in such financial statements may not necessarily be indicative of annual results.
(b) Uses of Estimates
In preparing the consolidated financial statements
in conformity with US GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses
during the reporting period. These estimates are based on information as of the date of the consolidated financial statements. Significant
estimates required to be made by management include, but are not limited to, the allowance for estimated uncollectible receivables, fair
values of financial instruments, inventory valuations, useful lives of property, plant and equipment, the recoverability of long-lived
assets, provision necessary for contingent liabilities, revenue recognition and realization of deferred tax assets. Actual results could
differ from those estimates.
F- 6
(c) Significant Accounting Policies
For a detailed discussion about Wetouch’s
significant accounting policies, refer to Note 2 — “Summary of Significant Accounting Policies,” in Wetouch’s
consolidated financial statements included in Company’s 2025 audited consolidated financial statements. Other than the revised accounting
policies on lease and segment reporting as below, during the three-month periods ended March 31, 2026, there were no significant changes
made to Wetouch significant accounting policies.
(d) Property, plant and equipment,
net
Property, plant and equipment are stated at cost
less accumulated depreciation and amortization. Depreciation and amortization of property and equipment is provided using the straight-line
method over their expected useful lives, as follows:
Useful life
Buildings 20 years
Machinery and equipment 10 years
Vehicles 4 years
Expenditures for maintenance and repairs, which
do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments
which substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets retired
or sold are removed from the respective accounts, and any gain or loss is recognized in the consolidated statements of income and other
comprehensive income in other income or expenses.
Construction in progress, funded by Company’s
working capital, represents manufacturing facilities and office building under construction, is stated at cost and transferred to property,
plant and equipment when it is substantially ready for its intended use. No depreciation is recorded for construction in progress.
The construction of the new facility was delayed
first due to the impact of COVID 19 and later the supply of the construction materials. The management estimate that construction in progress
for our new facilities will be completed by the end of first half of 2027 and will transfer construction in progress to property, plant
and equipment to start depreciation.
F- 7
(e) Land
use right, net
A land use right in the PRC represents an exclusive
right to occupy, use and develop a piece of land during the contractual term of the land use right. Land use right is usually paid in
one lump sum at the date the right is granted or at the date of the prepayment pursuant to the land use right transfer contract with the
local government. The prepayment usually covers the entire duration period of the land use right. The lump sum advance payment is capitalized
and recorded as land use right and then charged to expense on a straight-line basis over the period of the right.
On August 6, 2021, Sichuan Vtouch entered into
a contract with Chengdu Wenjiang District Planning and Natural Resources Bureau (“Wenjiang Bureau”) for the purchase of a
land use right of a parcel of land of 131,010 square feet ( 12,171 . 28 square meters) for a consideration of RMB 3,925,234 (equivalent
to $ 569,039 ) for the Company’s new facility. The Company paid the consideration in full by November 18, 2021 and recorded in the
prepayment.
Pursuant to the contract, Sichuan Vtouch will
construct a new facility on this parcel according to the specifications. Once the Project is fully completed, Wenjiang Bureau shall transfer
the title of land use right to Sichuan Vtouch for 20 years.
The Company’s new facility started in August
2021 yet was delayed and suspended due to the outbreak of Covid-19 and government-ordered shutdowns in China. The Company has rescheduled
and extended the completion by first half of 2027 with the production at the new facilities will commencing by the end of 2027.
During the years ended December 31, 2025, management
assessed the probability of the obtaining the land use right upon the completion of the new facility, reclassified prepayment of RMB 3,925,234
(equivalent to $ 569,039 ) to land use right, started the amortization by a useful life of approximately 16 years.
The amortization expense of land use rights was
US$ 8,680 and nil for the three months ended March 31, 2026 and 2025, respectively, and included
in general and administrative expenses.
Useful life
Land use right 16 years
(f) Impairment of long-lived Assets
Long-lived assets, such as property, plant and
equipment, land use rights, are reviewed for impairment when events or changes in circumstances indicate that the carrying value of such
assets may not be recoverable. Recoverability of a long-lived asset or asset group to be held and used is measured by a comparison of
the carrying amount of an asset or asset group to the estimated undiscounted future cash flows expected to be generated by the asset or
asset group. If the carrying value of an asset or asset group exceeds its estimated undiscounted future cash flows, an impairment charge
is recognized by the amount that the carrying value exceeds the estimated fair value of the asset or asset group. Fair value is determined
through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals,
as considered necessary. Assets to be disposed are reported at the lower of carrying amount or fair value less costs to sell, and are
no longer depreciated. There was $ nil impairment of construction in progress recognized for the three months ended March 31, 2026 and
2025, respectively.
F- 8
(g) Recent accounting pronouncements
Recently issued accounting
pronouncements not yet adopted
In November 2024, the FASB issued ASU No. 2024-03, Income
Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of
Income Statement Expenses (“ASU 2024-03”), and in January 2025, the FASB issued ASU No. 2025-01, Income
Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective
Date (“ASU 2025-01”). ASU 2024-03 requires additional disclosure of the nature of expenses included in
the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income
statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for annual periods beginning after December 15,
2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. This guidance will be applied
either prospectively or retrospectively. The Company is currently evaluating the impact from the adoption of this ASU on its consolidated
financial statements.
In July 2025, the FASB issued ASU 2025-05, Financial
Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides a practical
expedient and accounting policy election to allow entities to measure expected credit losses on certain trade receivables and contract
assets using a provision matrix approach. ASU 2025-05 is effective for annual periods beginning after December 15, 2025,
and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of this guidance
on our consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-10, Government
Grants (Topic 832): Accounting for Government Grants Received by Business Entities, which provides updated guidance on how to recognize,
measure, and present government grants. The ASU will be effective for annual reporting periods beginning after December 15, 2028,
including interim periods within those fiscal years. with early adoption permitted. The Company is currently evaluating the impact of
this guidance on our consolidated financial statements and related disclosures.
Recently issued accounting
pronouncements adopted
In December 2023, the FASB issued ASU No. 2023-09, Income
Taxes (Topic 740): Improvements to Income Tax Disclosures, which aims to improve the transparency of income tax disclosures by requiring
consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid disaggregated by jurisdiction.
ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and early adoption is permitted. The Company
adopted ASU 2023-09 on January 1, 2025, on a prospective basis (see note 14). The adoption did not have a material impact
on the consolidated financial statements and related disclosures.
Other accounting standards that have been issued
by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements
upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on, or are unrelated to,
its consolidated financial condition, results of operations, cash flows or disclosures.
F- 9
NOTE 3 — ACCOUNTS RECEIVABLE
Accounts receivable consists of the following:
March 31,
2026
December 31,
2025
(Unaudited)
Accounts receivable
$ 11,060,456
$ 6,505,535
Allowance for credit losses
( 516 )
( 497 )
Accounts receivable, net
$ 11,059,940
$ 6,505,038
The Company’s accounts receivable primarily
includes balance due from customers when the Company’s products are sold and delivered to customers.
The following table provides
an analysis of the aging of accounts receivable as of March 31, 2026 and December 31, 2025:
March 31,
2026
December 31,
2025
(Unaudited)
Current
$ 6,936,884
$ 2,866,497
1-3 months past due
4,064,186
2,946,141
4-6 months past due
49,719
657,474
6-12 months past due
9,151
34,926
Total accounts receivable
$ 11,059,940
$ 6,505,038
NOTE 4 — PREPAID EXPENSES AND OTHER CURRENT
ASSETS
Prepaid expenses and other current assets consist
of the following:
March 31,
2026
December 31,
2025
(Unaudited)
Advance to suppliers
$ 24,040
$ 3,638
Security deposit (i)
56,973
56,198
Prepaid market research fees (ii)
955,000
955,000
Interest receivable (ii)
68,693
60,570
Tax receivable (iii)
-
105,370
Others receivable (iv)
11,705
8,840
Prepaid expenses and other current assets
$ 1,116,411
$ 1,189,616
(i) On July 28, 2021, Sichuan Vtouch made a security deposit of RMB 393,000 (equivalent to $ 56,973 ) to Chengdu Cross-Strait Science and Technology Industry Development Park Management Committee to obtain a construction license for its new facility. This deposit will be refunded upon the completion of the new facility.
(ii) On February 29, 2024, the Company advanced market research fees $ 70,000 and $ 855,000 , respectively, to two unrelated individuals, Mr. Chien Hui Chueh and Mr. Cheung Ming Lin, in relation to the Company’s market research service overseas. The two individuals signed borrowing contracts with a principal amount of $ 70,000 and $ 855,000 , respectively, on February 29, 2024. Those contracts were issued to the Company to evidence the advances, bearing 3.45 % interest per annum, and payable on February 28, 2025, and later extended till August 29, 2026.
(iii) Tax receivable mainly includes prepaid corporate income tax and value-added tax (VAT) refundable.
(iv) Other receivables are mainly employee advances and prepaid expenses.
F- 10
NOTE 5 — PROPERTY, PLANT AND EQUIPMENT,
NET
March 31, 2026
December 31,
2025
Buildings
$ 12,485
$ 12,315
Machinery and equipment
8,118
8,008
Vehicles
42,448
41,871
Construction in progress
8,985,587
8,863,391
Sub total
9,048,639
8,925,585
Less: accumulated depreciation
( 40,497 )
( 39,609 )
Property, plant and equipment, net
$ 9,008,142
8,885,976 )
Depreciation expense was $ 340 and $ 2,471 for the
three-month period ended March 31, 2026 and 2025, respectively
As of March 31, 2026, the Company had commitment
of RMB 7.3 million (equivalent to $ 1.06 million) for construction in progress of our new facility.
NOTE 6 — OPERATING LEASE
In March 2021, pursuant to the local PRC government
guidelines on local environmental issues and the national plan, the Company was under the government directed relocation order to relocate
from a parcel of state-owned land where we maintained our executive offices, research and development facilities and factories. The Company
received a total amount of RMB 115.2 million (approximately $ 16.7 million) from the local government (see ITEM 2. PROPERTIES AND FACILITIES)
to start the construction of the new facility in a neighboring Chengdu Wenjiang District.
On March 16, 2021, in order to minimize interruption
of the Company’s business, Sichuan Vtouch entered into a leasing agreement with Sichuan Renshou Shigao Tianfu Investment
Co., Ltd. (later renamed as Meishan Huantian Industrial Co., Ltd.), a limited liability company owned by the local government, to lease
the property, and all buildings, facilities and equipment thereon (the “Demised Properties) of Sichuan Wetouch, commencing from
April 1, 2021 until December 31, 2021 at a monthly rent of RMB 300,000 ($ 43,491 ), which period was extended to October 31, 2022. The lease
was renewed on October 30, 2022, October 30, 2023, August 9, 2024 and September 29, 2025, respectively , with a monthly rent of RMB 400,000
($ 57,988 ), the term of which has been extended to October 31, 2026 for the use of the Demised Properties.
Management makes estimates and assumptions to
use the leasing property till the end of October 2026, and applies ASU 2016-02 “Leases (Topic 842) as practical expedients during
the three months ended March 31, 2026.
Both operating lease expense and short-term lease
expense are recognized in cost of revenues and general and administrative expenses.
The components of lease
expense for the three months ended March 31, 2026 and 2025 were as follows:
For the
Three Months Ended
March 31,
2026
2025
Lease expense
(Unaudited)
(Unaudited)
Operating lease expense
$ 159,050
$ 151,375
F- 11
The balances for the operating leases where the
Company is the lessee are presented as follows:
March 31,
2026
December 31,
2025
(Unaudited)
Operating lease right-of-use assets
$ 370,689
$ 521,454
Lease liabilities – current
$ 370,689
$ 521,454
The following is a schedule, by years, of maturities
of lease liabilities as of March 31, 2026:
Operating
lease
2026 lease payment (till October 31, 2026
$ 372,398
Less: imputed interest
( 1,709 )
Present value of lease liabilities
$ 370,689
Lease term and discount
rate:
For the
Three Months Ended
March 31,
2026 2025
Weighted-average remaining lease term (years) (Unaudited)
Operating lease 0.58 1.6
Weighted-average discount rate
Operating lease 1.38 % 1.09 %
Supplemental cash flow
information related to leases where the Company was the lessee for the three months ended March 31, 2026 and 2025 was as follows:
For the
Three Months Ended
March 31,
2026
2025
(Unaudited)
Cash payments for operating lease
$
159,050
$
151,375
Lease liabilities arising from obtaining right-of-use assets
1,640
47,251
F- 12
NOTE 7 — LONG-TERM PREPAYMENT
March 31, 2026
December 31,
2025
Prepaid equipment
$ 32,618
$ 32,174
Prepaid construction in progress
4,540,546
4,478,799
Total long-term prepayment
$ 4,573,164
$ 4,510,973
In 2021, for the purpose of construction of our
new facility ( NOTE 5 — PROPERTY, PLANT AND EQUIPMENT, NET ), the Company prepaid equipment of RMB 225,000 (equivalent to $ 32,618 )
to an external equipment provider, and prepaid construction in progress of RMB 20,319,674 (equivalent to $ 2,945,734 ) and RMB 11,001,014
(equivalent to $ 1,594,812 ) to two third party constructors. Due to the delayed of construction work incomplete, the Company reclassified
the above amount to long-term prepayment. Upon the completion of the new facility, the management will reclass them to property, plant
and equipment.
NOTE 8 — RELATED PARTY TRANSACTIONS
Amounts due to a related
party are as follows:
Relationship March 31,
2026 December 31,
2025 Note
(Unaudited)
Chengdu Wetouch Intelligent Optoelectronics Co., Ltd. Affiliate of Ms. Jiaying Cai, director of the Company $ 321,310 $ 286,311 Payable to affiliate for expenses paid on behalf of the Company
Total $ 321,310 $ 286,311
Chengdu Wetouch Intelligent Optoelectronics Co., Ltd., was incorporated
on January 28, 2021 in Chengdu, Sichuan Province under the laws of PRC, with Ms. Jiaying Cai, our former director and secretary of the
Company, and the niece of Mr. Guangrong Cai, the Chairman of the Company, as its sole shareholder holding 100 % of its equity interests.
F- 13
NOTE 9 — INCOME TAXES
Wetouch
Wetouch is subject to a tax rate of 21 % per beginning
2018, and files a U.S. federal income tax return.
BVI Wetouch
Under the current laws of the British Virgin Islands,
BVI Wetouch, a wholly owned subsidiary of Wetouch, is not subject to tax on its income or capital gains. In addition, no British Virgin
Islands withholding tax will be imposed upon the payment of dividends by the Company to its shareholders.
Hong Kong
HK Wetouch is subject to profit taxes in Hong
Kong at a progressive rate of 16.5 %.
PRC
Sichuan Vtouch files income tax returns in the
PRC. Effective from January 1, 2008, the PRC statutory income tax rate is 25 % according to the Corporate Income Tax (“CIT”)
Law which was passed by the National People’s Congress on March 16, 2007. Sichuan Vtouch is subject to a 25 % income tax rate.
Under PRC CIT Law, domestic enterprises
and foreign investment enterprises (the “FIEs”) are usually subject to a unified 25 % enterprise income tax rate. The Company’s
PRC subsidiary Sichuan Vtouch is subject to a 25 % income tax rate.
The CIT Law and its implementation rules impose
a withholding income tax at 10 %, unless reduced by a tax treaty or arrangement, on the amount of dividends distributed by a PRC-resident
enterprise to its immediate holding company outside the PRC that are related to earnings accumulated beginning on January 1, 2008. Dividends
relating to undistributed earnings generated prior to January 1, 2008 are exempt from such withholding income tax.
The CIT Law and its implementation rules
impose a withholding income tax at 10 %, unless reduced by a tax treaty or arrangement, on the amount of dividends distributed by a PRC-resident
enterprise to its immediate holding company outside the PRC that are related to earnings accumulated beginning on January 1, 2008. Dividends
relating to undistributed earnings generated prior to January 1, 2008 are exempt from such withholding income tax.
The Company’s provision for income taxes expenses consisted of:
For the
Three Months Ended
March 31,
PRC income tax
2026
2025
(Unaudited)
Income tax provision
$ 1,242, 185
$ 1,476,488
Deferred income tax expenses
1,000
( 5,382 )
Total
$ 1,243,185
$ 1,471,106
US
-
-
BVI
-
-
Hong Kong
-
-
Income tax provision
$ 1,243,185
$ 1,471,106
F- 14
The following table reconciles the PRC statutory
rates to the Company’s effective tax rate for the three months March 31, 2026 and 2025:
For the
Three Months Ended
March 31,
2026
2025
(Unaudited)
(Unaudited)
PRC statutory income tax rate
25.0 %
25.0 %
Income tax computed at PRC statutory corporate income tax rate of 25 %
24.9 %
26.1 %
Tax rate differential on entities not subject to PRC income
0.1 %
( 1.1 )%
Temporary differences
0.0 %
0.1 %
Non-deductible expenses
( 0.7 )%
11.4 %
Effective tax rate
24.3 %
36.5 %
The Company follows ASC 740, “Income Taxes”,
which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been
included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences
in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end
based on enacted tax laws and statutory tax rates, applicable to the periods in which the differences are expected to affect taxable income.
Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
The Company’s deferred tax assets consisted
of the following components:
As of
March 31,
2026
As of
December 31,
2025
Deferred tax assets:
Allowance for credit losses
$ 3,753
$ 3,699
Provision of obsolete inventory
21,751
22,448
Impairment of construction in progress
45,697
45,076
Leasing liabilities
92,672
130,363
Total gross deferred tax assets
163,873
201,586
Less valuation allowance
-
-
Deferred tax assets net of valuation allowance
163,873
201,586
Deferred tax liabilities:
Right-of-use assets
( 92,672 )
( 130,363 )
Deferred tax liabilities
( 92,672 )
( 130,363 )
Deferred tax assets, net
$ 71,201
$ 71,223
The Company continually evaluates expiring statutes
of limitations, audits, proposed settlements, changes in tax law and new authoritative rulings. As of March 31, 2026 and December 2025,
taxes for Sichuan Vtouch remained open for statutory examination by PRC tax authorities.
F- 15
NOTE 10 — ACCRUED EXPENSES AND OTHER
CURRENT LIABILITIES
Accrued expenses and other current liabilities
consist of the following:
March 31,
2026
December 31,
2025
Accrued payroll and employee benefits
$ 106,169
$ 83,276
Accrued professional fees
137,173
298,802
Accrued director fees
97,345
96,698
Other payable to third parties
629,694
629,694
Other tax payables (i)
167,687
116,476
Others (ii)
147,102
147,101
Accrued expenses and other current liabilities
$ 1,285,170
$ 1,372,047
(i) Other tax payable mainly represent value added tax payable.
(ii) Others mainly represent accrued employee reimbursement payable and other accrued miscellaneous operating expenses.
NOTE 11— STOCKHOLDERS’ EQUITY
1) Common Stock
The Company’s authorized number of shares of common
stock was 65,000,000 shares with par value of $ 0.001 .
On December 22, 2020, the Company issued 5,181
shares of common stock to The Crone Law Group, P.C. or its designees for legal services (see Note 12).
On January 1, 2021, the Company issued an aggregate
of 15,541 shares to a third- party service provider for consulting services that had been rendered.
On April 14, April 27 and September 1, 2022, the
Company issued 5,777 , 5,599 and 2,857 shares of common stock upon cashless exercise of the Note Warrants to three lenders, respectively.
(see Note 11 (b)).
During the year ended
December 31, 2022, the Company issued 6,211 shares of common stock to a third party upon exercise of warrants (see Note 12).
During the year ended
December 31, 2022, the Company issued 69,228 shares of common upon conversion of convertible promissory note payable (see Note 11 (a)).
On January 19, 2023,
the Company sold an aggregate of 8,000,000 shares of common stock to purchasers in a private placement for an aggregate purchase price
of $ 40,000,000 , or $ 5.00 per share. On January 20, 2023, the Company received net proceeds of $ 40 million accordingly.
During the year ended December 31, 2023, the Company
issued 25,000 shares of common stock upon conversion of convertible promissory note payable (see Note 11(a)).
During the year ended December 31, 2023, the Company
issued 22,338 shares of common stock to two third parties upon exercise of warrants (see Note 11 (b)).
On February
20, 2024, the Company issued 2,160,000 shares of common stock at a public offering price of $ 5.00 per share. The Company’s common
stock began trading on the Nasdaq Capital Market under the ticker symbol “WETH” on February 21, 2024.
On January
7, 2026, the company filed with the Secretary of State of the State of Nevada an amendment to the Company’s Articles of Incorporation,
as amended (the “Amendment”), which became effective on that date. In connection with the Amendment, the Company also filed
its Second Amended and Restated Articles of Incorporation (the “Restated AOI”). The Amendment was approved by the Company’s
stockholders at the annual meeting held on December 26, 2025, and increased the number of authorized shares of the Company’s common
stock from 15,000,000 to 65,000,000 .
As of May 11, 2026, there were
11,931,534 shares of common stock issued and outstanding.
F- 16
2) Reverse Stock Split
On February 17, 2023, the Company’s board
of directors authorized a reverse stock split of common stock with a ratio of not less than one to five (1:5) and not more than one to
eighty (1:80), with the exact amount and the timing of the reverse stock split to be determined by the Chairman of the Board. Upon effectiveness
of such reverse stock split, the number of authorized shares of the common stock of the Company will also be decreased in the same ratio.
Pursuant to Section 78.209 of the Nevada Revised Statutes, the reverse stock split does not have to be approved by the stockholders of
the Company.
On July 16, 2023, the Company’s board of
directors approved the reverse stock split of the Company’s common stock at a ratio of 1-for-20. On July 16, 2023, the Company filed
a certificate of change (with an effective date of July 16, 2023) with the Nevada Secretary of State pursuant to Section 78.209 of the
Nevada Revised Statutes to effectuate a 1-for-20 reverse stock split of its common stock. On September 11, 2023, the reverse stock split
was approved by the Financial Industry Regulatory Authority and took effect on September 12, 2023. All share information included in this Quarterly Report has been adjusted as if the reverse stock split occurred as of the earliest period presented.
3) Closing of the 2024 Public Offering
On February
23, 2024, the Company closed its offering of 2,160,000 shares of common stock at a public offering price of $ 5.00 per share, for aggregate
gross proceeds of $ 10.8 million before deducting underwriting discounts, and other offering expenses.
The Company complies with the requirements of
FASB ASC Topic 340-10-S99-1, “Other Assets and Deferred Costs – SEC Materials” (“ASC 340-10-S99”) and SEC
Staff Accounting Bulletin Topic 5A, “Expenses of Offering”, and charged issuance costs of $ 1,810,246 to additional paid-in
capital during the years ended December 31, 2024.
3) Statutory Reserve and Restricted Net
Assets
Under PRC rules and regulations,
all companies in the PRC are required to appropriate 10 % of their net income to a statutory surplus reserve until the reserve balance
reaches 50 % of their registered capital. The appropriation to this statutory surplus reserve must be made before distribution of dividends
can be made. The statutory reserve is non-distributable, other than during liquidation, and can be used to fund previous years losses,
if any, and may be converted into share capital by issuing new shares to existing shareholders in proportion to their shareholders or
by increasing the par value of the shares currently outstanding, provided that the remaining balance of the statutory reserve after such
issue is not less than 25 % of the registered capital.
Appropriations to the discretionary surplus reserve
are made at the discretion of the board of directors. The statutory reserve may be applied against prior year losses, if any, and may
be used for general business expansion and production or increase in registered capital, but are not distributable as cash dividends.
As of March 31, 2026
and December 31, 2025, the Company had reserve fund of US 8,073,968 and US $ 8,073,968 , respectively.
NOTE 12 — WEIGHTED AVERAGE NUMBER OF SHARES
In October 2020, the Company entered into a reverse
merger transaction. The Company computes the weighted-average number of shares of common stock outstanding in accordance with ASC 260
states that in calculating the weighted average shares when a reverse merger takes place in the middle of the year, the number of common
shares outstanding from the beginning of that period to the acquisition date shall be computed on the basis of the weighted-average number
of shares of common stock of the legal acquiree (accounting acquirer) outstanding during the period multiplied by the exchange ratio established
in the merger agreement. The number of shares of common stock outstanding from the acquisition date to the end of that period shall be
the actual number of shares of common stock of the legal acquirer (the accounting acquiree) outstanding during that period.
F- 17
NOTE 13 — RISKS AND UNCERTAINTIES
Credit Risk – The carrying
amount of accounts receivable included in the balance sheet represents the Company’s exposure to credit risk in relation to its
financial assets. No other financial asset carries a significant exposure to credit risk. The Company performs ongoing credit evaluations
of each customer’s financial condition. The Company maintains allowances for doubtful accounts and such allowances in the aggregate
have not exceeded management’s estimates.
The Company has its cash in bank deposits primarily
at state owned banks located in the PRC. Historically, deposits in PRC banks have been secured due to the state policy of protecting depositors’
interests. The PRC promulgated a Bankruptcy Law in August 2006, effective June 1, 2007, which contains provisions for the implementation
of measures for the bankruptcy of PRC banks. The bank deposits with financial institutions in the PRC are insured by the government authority
for up to RMB 500,000 .
Interest Rate Risk – The Company
is exposed to the risk arising from changing interest rates, which may affect the ability of repayment of existing debts and viability
of securing future debt instruments within the PRC.
Currency Risk - A majority of the
Company’s revenue and expense transactions are denominated in RMB and a significant portion of the Company’s assets and liabilities
are denominated in RMB. RMB is not freely convertible into foreign currencies. In the PRC, certain foreign exchange transactions are required
by law to be transacted only by authorized financial institutions at exchange rates set by the People’s Bank of China (“PBOC”).
Remittances in currencies other than RMB by the Company in China must be processed through the PBOC or other China foreign exchange regulatory
bodies which require certain supporting documentation in order to affect the remittance.
Concentrations - The Company sells its products primarily
to customers in the PRC and to some extent, the overseas customers in European countries and East Asia such as South Korea and Taiwan.
For the three-month period ended March 31, 2026 and 2025, five customers accounted for 22.8 %, 17.9 %, 15.3 %, 14.3 % and 11.9 %, respectively,
and five customers accounted for 21.1 %, 16.9 %, 15.8 %, 15.1 % and 12.4 %, respectively, of the Company’s revenue.
The Company’s top ten customers aggregately
accounted for an aggregate of 100.0 % and 99.9 % of the total revenue for the three-month period ended March 31, 2026 and 2025,
respectively.
As of March 31, 2026, five customers accounted for 26.6 %, 18.6 %, 13.2 %, 12.2 %, and 10.9 %
of the total accounts receivable balance, respectively.
The Company purchases its raw materials through various suppliers.
Raw material purchases from these suppliers which individually exceeded 10% of the Company’s total raw material purchases, accounted
for an aggregate of approximately 10.1 % (one supplier) and 49.2 % (four suppliers) for the three-month period ended March 31, 2026
and 2025, respectively.
NOTE 14 — COMMITMENTS AND CONTINGENCIES
i) Legal Proceedings
We may from time to time be subject to various
legal or administrative claims and proceedings arising in the ordinary course of business. Litigation or any other legal or administrative
proceeding, regardless of the outcome, can result in substantial cost and the diversion of our resources, including our management’s
time and attention.
As of the date of this Quarterly Report, we are not aware
of any material, active, pending or threatened to which the Company or any of its subsidiaries is a party, or to which any of their property
is subject.
ii) Capital Expenditure Commitment
As of March 31, 2026, the Company had commitment
RMB 7.3 million (equivalent to $ 1.06 million) for construction in progress.
F- 18
NOTE 15 — SEGMENT REPORTING
The Company’s chief operating decision maker
has been identified as the Chief Executive Officer (“CEO”), who reviews financial information of operating segments based
on U.S. GAAP amounts when making decisions about allocating resources and assessing performance of the Company.
The Company determined that it operated in one operating segment of
touch screen business.
The Company primarily operates in People’s
Republic of China (“PRC”). and substantially all of the Company’s long-lived assets are located in the PRC.
1) The Company’s geographical revenue information is set forth below:
Three-Month Period Ended
March 31
2026
2025
(Unaudited)
Sales in PRC
$ 11,000,025
$ 10,301,069
Sales in Overseas
-Republic of China (ROC, or Taiwan)
2,978,322
2,667,917
-South Korea
2,333,822
2,320,592
Sub-total
5,312,144
4,988,509
Total revenues
$ 16,312,169
$ 15,289,578
2) Segment information is
set forth below:
Three-Month Period Ended
March 31
2026
2025
(Unaudited)
Revenues
$ 16,312,169
$ 15,289,578
Less:
Cost of revenues
10,488,869
9,647,947
Allowance for credit losses
12
45,739
Reversal of provision for obsolete inventory
( 4,012 )
( 25,276 )
Staff cost
404,744
351,635
Depreciation and amortization expense
9,020
2,471
Lease expense
159,050
151,375
Income tax expense
1,243,185
1,471,106
Other segment items*
144,995
1,081,859
Segment net income
3,866,306
2,562,722
Consolidated net income
$ 3,866,306
$ 2,562,722
Consolidated total assets
$ 147,289,706
$ 133,677,892
* Other segment items include remaining selling expense, general and administration expenses and interest income.
NOTE 16 — SUBSEQUENT EVENTS
The Company has evaluated subsequent events and
transactions that occurred after the balance sheet date through the date the consolidated financial statements were issued and no subsequent
events occurred that require accrual or disclosure.
F- 19
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.