QINGDAO,
China, April 29, 2024 /PRNewswire/ -- TDH
Holdings, Inc. (NASDAQ: PETZ) ("TDH" or the "Company"), a PRC-based
company that is an operator of a restaurant in the U.S., announced
today its financial results for the fiscal year ended December 31, 2023.
Full Year 2023
Financial Highlights:
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|
|
|
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For the Twelve
Months Ended
December 31,
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($ millions,
except per share data)
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2023
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2022
|
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%
Change
|
Revenues
from continuing operations
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$3.18
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$3.10
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2.49 %
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Gross
profit
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1.03
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1.05
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(0.02)
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Gross
margin
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0.32
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0.34
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-1.55 pp*
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Loss from
operations
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(6.37)
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(3.05)
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(1.09)
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Operating loss
margin
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(2.01)
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(0.98)
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-102.19 pp*
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Net loss
attributable to common stockholders
|
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(23.63)
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0.80
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(30.40)
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Loss per share -
basic and diluted
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(2.29)
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0.10
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(23.87)
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* pp:
percentage points
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- Revenues from continuing operations increased by 2.49% from
$3.10 million in fiscal year 2022 to
$3.18 million in fiscal year 2023. We
discontinued our pet food business during the first quarter of 2023
and we fully disposed of one our China subsidiaries, Qingdao Tiandihui
Foodstuffs Co., Ltd ("Tiandihui") because its bankruptcy proceeding
was concluded and all claims against it were processed by
December 27, 2023.
- Gross profit was $1.03 million in
fiscal year 2023 as compared to gross profit of $1.05 million in fiscal year 2022. The decrease
in gross margin was mainly due to increased costs in our restaurant
business.
- Operating loss was $6.37 million
in fiscal year 2023 as compared to an operating loss of
$3.05 million in fiscal year 2022.
Our operating loss as a percentage of total revenues was negative
200.58%, and negative 98.39% for the years ended December 31, 2023 and 2022, respectively. The
continuous loss from operation was mainly due to increased
operating expenses in 2023.
- Net loss attributable to common stockholders was $23.63 million, or a loss per share of
$2.29, for the fiscal year 2023 as
compared to net income of $0.80
million, or an income per share of $0.10, for fiscal year 2022. The increase in net
loss and increase in loss per share was primarily due to
recognizing a loss of approximately $15.1
million from the disposal of Tiandihui and recognizing
approximately $3.04 million
share-based compensation expense as a result of extending the
exercise date under certain investor warrants that were issued in a
2022 private placement.
Full Year 2023 Financial Results
Revenues
Due to the discontinuation of our pet food manufacturing
business segment in the first quarter of 2023, the Company's
revenue streams are now primarily from restaurant business
operations. Revenues from continuing operations increased by 2.49%
from $3.10 million in fiscal year
2022 to $3.18 million in fiscal year
2023. On December 27, 2023, the court
announced that the bankruptcy property distribution plan of
Tiandihui was implemented and the bankruptcy proceedings were
completed, and as a result our pet food business line has been
terminated.
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For the Twelve
Months Ended December 31,
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2023
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2022
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|
|
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Revenues
($'000)
|
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% of
Total
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Revenues
($'000)
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% of
Total
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Amount
($'000)
|
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%
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Pet food domestic
sales
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$
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1
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0.03 %
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$
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26
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0.84 %
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$
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(25)
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-96.15 %
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Restaurant
revenue
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3,175
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99.97 %
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|
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3,074
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99.19 %
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101
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3.29 %
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less: sales tax
and additional surcharge
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-
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-
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(1)
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-0.03 %
|
|
|
1
|
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-100.00 %
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Total
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$
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3,176
|
|
100.00 %
|
|
$
|
3,099
|
|
100.00 %
|
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$
|
77
|
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2.48 %
|
For the year ended December 31,
2023, for revenue generated from pet food sales of our
continuing operations, our domestic sales decreased by $0.03 million or 96.15%, and there was no
e-commerce sales and overseas sales of pet food products. However,
revenue from our restaurant business segment in the United States increased by $0.10 million or
3.29%.
As a result, our total revenue increased by $0.08 million or 2.48% when comparing 2023 to
2022. Due to the discontinuation of our pet food manufacturing
business segment in the first quarter of 2023, the Company's
revenue streams are now primarily from its restaurant business
operations.
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For the Twelve
Months Ended December 31,
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2023
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2022
|
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Y/Y
Change
|
|
|
Revenues
($'000)
|
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% of
Total
|
|
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Revenues
($'000)
|
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% of
Total
|
|
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Amount
($'000)
|
|
%
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Pet
chews
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$
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-
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-
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$
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8
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0.26 %
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$
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(8)
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-100.00 %
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Dried pet
snacks
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-
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-
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8
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0.26 %
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(8)
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-100.00 %
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Wet canned pet
food
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-
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-
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1
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0.03 %
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(1)
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-100.00 %
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Dental health
snacks
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-
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-
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1
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0.03 %
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|
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(1)
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|
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-100.00 %
|
Restaurant
revenue
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3,175
|
|
99.97 %
|
|
|
3,074
|
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99.19 %
|
|
|
101
|
|
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3.29 %
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Others
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1
|
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0.03 %
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|
|
8
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0.26 %
|
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(7)
|
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-87.50 %
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Less: sales tax
and additional surcharge
|
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-
|
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-
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(1)
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-0.03 %
|
|
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(1)
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-100.00 %
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Total
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$
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3,176
|
|
100.00 %
|
|
$
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3,099
|
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100.00 %
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$
|
77
|
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2.48 %
|
Our total revenue from continuing operations increased by
$0.08 million or 2.48% when comparing
2023 to 2022, among which, revenue generated from pet chews
decreased by $0.01 million or
100.00%, revenue from dried pet snacks decreased by $0.01 million or 100.00%, revenue generated from
wet canned pet foods decreased by $0.01
million or 100.00%, revenue generated from dental health
snacks decreased by $0.01 million or
100.00%, respectively, from the year ended December 31, 2022 to the year ended December 31, 2023. The decrease in pet food sales
was primarily due to the discontinuation of our pet food
manufacturing business segment in the first quarter of 2023.
Cost of revenues
Our cost of revenues from our continuing operations is primarily
comprised of the cost of our raw materials, labor and overhead
costs. Our cost of revenues from continuing operations, increased
by $100,015 or 4.89% for the year
ended December 31, 2023 as compared
to the year ended December 31, 2022,
primarily due to increased food and beverage costs, labor costs and
overhead costs associated with our restaurant business. Cost of
revenues associated with our pet food sales was immaterial in 2023.
Our cost of revenues as a percentage of revenue was 67.58% and
66.03% for the years ended December 31,
2023, and 2022, respectively.
Gross profit and gross margin
Gross profit was $1.03 million for
fiscal year 2023, compared to gross profit of $1.05 million for fiscal year 2022. Gross profit
margin was 32.42% for fiscal year 2022, compared to gross margin of
33.97% for fiscal year 2022.
Operating expense
Operating expense consists of selling expenses and general and
administrative expenses.
Operating expenses from our continuing operations were
$7,399,751, and $4,100,549 for the years ended December 31, 2023 and 2022, respectively, an
increase of $3,299,202, or 80.46%.
The ratio of operating expenses as a percentage of revenue
increased from 132.33% for the year ended December 31, 2022 to 233.00% for the year ended
December 31, 2023.
Selling expense from our continuing operations was $90,659 and $91,370
for the years ended December 31,
2023, and 2022, respectively, a decrease of $711 or 0.78%. Our selling expenses decreased in
2023 compared to 2022, mainly due to the company's management
saving expenses.
General and administrative expenses from our continuing
operations was $7,309,092, and
$4,002,346 for the years ended
December 31, 2023 and 2022
respectively, representing an increase of $3,306,746, or 82.62%. The main reasons for the
increase was due to increased payroll expenses as a result of the
increase in the number of employees, and stock-based compensation
expense due to extension of the exercise date under certain
investor warrants that were issued in a 2022 private placement.
Impairment of long-lived assets other than goodwill charge was
$0 million in fiscal year 2023, as
compared to $0.01 million in fiscal
year 2022.
Operating loss and operating loss margin
Loss from operations was $6.37
million for fiscal year 2023, compared to operating loss of
$3.05 million for fiscal year 2022.
The continuous loss from operations was mainly due to increased
payroll expenses as a result of the increase in the number of
employees, and stock-based compensation expense due to extension of
the exercise date under certain investor warrants that were issued
in a 2022 private placement.
Net income (loss) and earnings (loss) per share
- Net loss was $23.63 million for
fiscal year 2023, compared to net income of $0.86 million for fiscal year 2022. Net loss
attributable to common shareholders was $23.63 million, or loss per share of $2.29, for the fiscal year 2023. This is compared
to net income attributable to common shareholders of $0.80 million, or earnings per share of
$0.10 for fiscal year 2022. The
increase in net loss and increase in loss per share was primarily
due to recognizing a loss of approximately $15.1 million from the disposal of Tiandihui and
recognizing approximately $3.04
million share-based compensation expense as a result of
extending the exercise date under certain investor warrants that
were issued in a 2022 private placement.
Financial Conditions
As of December 31, 2023, the
Company had cash and cash equivalents of $13.66 million, compared to $21.86 million as of December 31, 2022. Accounts receivable and
inventories were $0.01 million and
$0 million, respectively, as of
December 31, 2023, compared to
$0.03 million and $0 million, respectively, as of December 31, 2022. As of December 31, 2023, we had working capital of
approximately $23.83 million, as
compared to working capital of $19.11
million as of December 31,
2022.
Net cash used in operating activities was $2.49 million for the fiscal year 2023, compared
to net cash used in operating activities of $2.07 million for fiscal year 2022. Net cash used
in investing activities was $6.07
million for fiscal year 2023, compared to $1.33 million used in fiscal 2022. Net cash
provided by financing activities was $1.92
million for the fiscal year 2023, compared to $6.06 million net cash provided by financing
activities in fiscal year 2022.
Going Concern
Our consolidated financial statements have been prepared
assuming we will continue as a going concern, which contemplates
the realization of assets and liquidation of liabilities in the
normal course of business. We discontinued our pet food business
during the first quarter of 2023, and we fully disposed of
Tiandihui in December 2023 as a
result of the completion of its bankruptcy proceeding. Currently
our revenue is substantially generated from the restaurant business
segment. Our business turnaround depends, in part, on our ability
to successfully introduce manage and acquire new restaurants. If we
are not able to effectively manage and acquire new restaurants that
successfully generate revenue, we may not be able to grow and
maintain our business as anticipated, and our sales may decline and
our future business, financial condition and results of operations
may be materially adversely affected. Furthermore, our business
operations may be further affected by the COVID-19 pandemic. There
can be no assurances that future revenue or capital infusion will
be sufficient to enable us to develop our business to a level where
we will be profitable or continuously to generate positive cash
flows.
Based on our current financial conditions, our cash balance and
revenues generated from our business operations may not be
currently sufficient and cannot be projected to cover our future
operating expenses and meet our obligations as they become due for
the next twelve months after the date that our financial statements
are issued.
We still face numerous challenges in our business activities. To
effectively sustain our business and maintain growth, we also need
to evaluate and identify suitable strategic or acquisition
opportunities, complete such transactions on commercially favorable
terms, or successfully integrate business operations,
infrastructure and management philosophies of acquired businesses
and companies. If we are unable to effectively address these
challenges, our ability to execute acquisitions as a component of
our long-term strategy will be impaired, which could have an
adverse effect on our business and growth. We also need to expand
our restaurant and customer base, refine our operational, financial
and management controls and reporting systems and procedures. If we
fail to efficiently manage this expansion of our business, our
costs and expenses may increase more than anticipated and we may
not successfully attract a sufficient number of customers in a
cost-effective manner, respond to competitive challenges, or
otherwise execute our business plans. In addition, we may, as part
of carrying out our growth strategies, adopt new initiatives to
implement new pricing models and strategies. We cannot assure you
that these initiatives may achieve the anticipated results.
Recent Developments
Discontinued operations
We discontinued our pet food manufacturing segment during the
first quarter of 2023. Our decision to discontinue our petfood
business was driven largely by the following factors: the increase
in cost of raw materials required for production; accepting
less orders in an attempt to avoid unprofitable orders and
customers; decreased demand for sales of pet food; its
historical performance and expected business forecasts in the
absence of further capital investments and opportunity costs;
lawsuits and the closing of our manufacturing facilities and them
being subject to bankruptcy proceedings. We believe the
discontinuation of our petfood manufacturing business will provide
us with the opportunity to redirect our focus and resources towards
expanding and improving our restaurant segment.
On December 27, 2023, the court
announced that the bankruptcy property distribution plan of
Tiandihui was implemented and the bankruptcy proceedings were
completed. Due to the completion of Tinadihui's bankruptcy
proceedings, all the claims against it were concluded. As a result,
Tiandihui has been fully disposed as of December 31, 2023, and all the material claims
against Tiandihui that arose prior to the date of the bankruptcy
completion were addressed.
Notice
Rounding amounts and percentages: Certain amounts and
percentages included in this press release have been rounded for
ease of presentation. Percentage figures included in this press
release have not in all cases been calculated on the basis of such
rounded figures, but on the basis of such amounts prior to
rounding. For this reason, certain percentage amounts in this press
release may vary from those obtained by performing the same
calculations using the figures in the financial statements. In
addition, certain other amounts that appear in this press release
may not sum due to rounding.
About TDH Holdings, Inc.
Founded in April 2002, TDH
Holdings, Inc. (the "Company") (NASDAQ: PETZ), is a PRC-based
company that is an operator of a restaurant in the U.S. More
information about the Company can be found
at www.tiandihui.com.
Forward-Looking Statements
This press release contains forward-looking statements as
defined by the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance, and
underlying assumptions and other statements that are other than
statements of historical facts. When the Company uses words such as
"may," "will," "intend," "should," "believe," "expect,"
"anticipate," "project," "estimate" or similar expressions that do
not relate solely to historical matters, it is making
forward-looking statements. Specifically, the Company's statements
regarding, among others: its growth and business outlook; its
ability to execute on its business plan, secure necessary capital
to sustain and maintain its operation; its ability to expand its
market and customer base; its ability to refine its operational,
financial and management controls and reporting systems and
procedures, are forward-looking statements. These statements are
subject to uncertainties and risks including, but not limited to,
the following: the Company's goals and strategies; the
ability to identify, execute and
integrate strategic or acquisition opportunities, the
Company's future business development; product and service demand
and acceptance; changes in technology; economic conditions; the
growth of the restaurant industry in the
United States; reputation and brand; the impact of
competition and pricing; government regulations; fluctuations in
general economic and business conditions in China and internationally and assumptions
underlying or related to any of the foregoing and other risks
contained in reports filed by the Company with the Securities and
Exchange Commission. For these reasons, among others,
investors are cautioned not to place undue reliance upon any
forward-looking statements in this press release. Additional
factors are discussed in the Company's filings with the U.S.
Securities and Exchange Commission, which are available for review
at www.sec.gov. The Company undertakes no obligation to publicly
revise these forward-looking statements to reflect events or
circumstances that arise after the date hereof.
For more information, please contact:
Feng Zhang, CFO
Email: tdhpets@163.com
Phone: +86 183-1102-1983
TDH HOLDINGS, INC.
AND SUBSIDIARIES
|
|
CONSOLIDATED BALANCE
SHEETS
|
|
|
|
December 31,
|
|
|
December 31,
|
|
|
2023
|
|
|
2022
|
ASSETS
|
|
|
CURRENT
ASSETS:
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
13,661,382
|
|
|
$
|
21,857,125
|
Short-term
investments
|
|
|
13,317,882
|
|
|
|
9,922,366
|
Accounts receivable,
net
|
|
|
4,961
|
|
|
|
29,318
|
Inventories,
net
|
|
|
-
|
|
|
|
987
|
Prepayments and other
current assets, net
|
|
|
237,052
|
|
|
|
130,623
|
Current assets held for
sale associated with discontinued operation of Tiandihui
|
|
|
-
|
|
|
|
1,841,335
|
Total current
assets
|
|
|
27,221,277
|
|
|
|
33,781,754
|
NON-CURRENT
ASSETS
|
|
|
|
|
|
|
|
Property, plant and
equipment, net
|
|
|
682,636
|
|
|
|
698,044
|
Intangible assets,
net
|
|
|
426,316
|
|
|
|
481,840
|
Operating lease
right-of-use assets
|
|
|
571,168
|
|
|
|
783,658
|
Non-current assets held
for sale associated with discontinued operation of
Tiandihui
|
|
|
-
|
|
|
|
768,101
|
Total non-current
assets
|
|
|
1,680,120
|
|
|
|
2,731,643
|
Total
assets
|
|
$
|
28,901,397
|
|
|
$
|
36,513,397
|
|
|
|
|
|
|
|
|
LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
|
CURRENT
LIABILITIES:
|
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
460,776
|
|
|
$
|
491,850
|
Accounts payable -
related parties
|
|
|
-
|
|
|
|
1,033
|
Advances from
customers
|
|
|
4,045
|
|
|
|
11,024
|
Bank
overdrafts
|
|
|
77,486
|
|
|
|
74,425
|
Short-term loans -
related parties
|
|
|
277,408
|
|
|
|
266,451
|
Taxes
payable
|
|
|
54,003
|
|
|
|
11,923
|
Due to related
parties
|
|
|
1,983,430
|
|
|
|
55,747
|
Operating lease
liabilities, current
|
|
|
219,917
|
|
|
|
212,814
|
Other current
liabilities
|
|
|
311,979
|
|
|
|
1,212,420
|
Current liabilities
held for sale associated with discontinued operation of
Tiandihui
|
|
|
-
|
|
|
|
12,337,657
|
Total current
liabilities
|
|
|
3,389,044
|
|
|
|
14,675,344
|
NON-CURRENT
LIABILITIES:
|
|
|
|
|
|
|
|
Operating lease
liabilities, non-current
|
|
|
463,196
|
|
|
|
683,113
|
Non-current liabilities
held for sale associated with discontinued operation of
Tiandihui
|
|
|
-
|
|
|
|
1,037
|
Total
liabilities
|
|
|
3,852,240
|
|
|
|
15,359,494
|
SHAREHOLDERS' EQUITY
:
|
|
|
|
|
|
|
|
Common shares ($0.02
par value; 50,000,000 shares authorized; 10,323,268 shares issued
and outstanding at December 31, 2023 and 2022)
|
|
|
206,465
|
|
|
|
206,465
|
Additional paid-in
capital
|
|
|
51,129,439
|
|
|
|
48,089,439
|
Statutory
reserves
|
|
|
-
|
|
|
|
160,014
|
Accumulated
deficit
|
|
|
(26,622,000)
|
|
|
|
(28,165,927)
|
Accumulated other
comprehensive income (loss)
|
|
|
(95,066)
|
|
|
|
428,249
|
Total TDH Holdings,
Inc. shareholders' equity
|
|
|
24,618,838
|
|
|
|
20,718,240
|
Non-controlling
interest
|
|
|
430,319
|
|
|
|
435,663
|
Total shareholders'
equity
|
|
|
25,049,157
|
|
|
|
21,153,903
|
Total liabilities
and shareholders' equity
|
|
$
|
28,901,397
|
|
|
$
|
36,513,397
|
|
|
|
|
|
|
|
|
The accompanying
notes are an integral part of these consolidated financial
statements
|
|
|
|
|
TDH HOLDINGS, INC.
AND SUBSIDIARIES
|
|
CONSOLIDATED
STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(LOSS)
|
|
|
|
For The Years Ended
December 31,
|
|
|
2023
|
|
|
2022
|
|
|
2021
|
Net revenue
|
|
$
|
3,175,809
|
|
|
$
|
3,098,733
|
|
|
$
|
1,081,095
|
Total
revenue
|
|
|
3,175,809
|
|
|
|
3,098,733
|
|
|
|
1,081,095
|
Cost of
revenue
|
|
|
2,146,215
|
|
|
|
2,046,200
|
|
|
|
769,967
|
Total cost of
revenue
|
|
|
2,146,215
|
|
|
|
2,046,200
|
|
|
|
769,967
|
Gross
profit
|
|
|
1,029,594
|
|
|
|
1,052,533
|
|
|
|
311,128
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
Selling
expense
|
|
|
90,659
|
|
|
|
91,370
|
|
|
|
74,278
|
General and
administrative expense
|
|
|
4,269,092
|
|
|
|
4,002,346
|
|
|
|
3,541,872
|
Stock-based
compensation expense
|
|
|
3,040,000
|
|
|
|
|
|
|
|
|
Impairment of
long-lived assets other than goodwill
|
|
|
-
|
|
|
|
6,833
|
|
|
|
-
|
Impairment of
goodwill
|
|
|
-
|
|
|
|
-
|
|
|
|
355,570
|
Total operating
expenses
|
|
|
7,399,751
|
|
|
|
4,100,549
|
|
|
|
3,971,720
|
Loss from
operations
|
|
|
(6,370,157)
|
|
|
|
(3,048,016)
|
|
|
|
(3,660,592)
|
Interest expense
(income)
|
|
|
(14,276)
|
|
|
|
43,081
|
|
|
|
(14,518)
|
Other income
(expense)
|
|
|
493,040
|
|
|
|
37,909
|
|
|
|
(670,883)
|
Investment (loss)
income, net
|
|
|
(2,644,576)
|
|
|
|
4,161,093
|
|
|
|
275,866
|
Total other
(expenses) income
|
|
|
(2,165,812)
|
|
|
|
4,242,083
|
|
|
|
(409,535)
|
Income (loss) before
income tax provision
|
|
|
(8,535,969)
|
|
|
|
1,194,067
|
|
|
|
(4,070,127)
|
Income tax
provision
|
|
|
|
|
|
|
-
|
|
|
|
-
|
Net income (loss) from
continuing operations
|
|
|
(8,535,969)
|
|
|
|
1,194,067
|
|
|
|
(4,070,127)
|
Net loss from
discontinued operations of Tiandihui
|
|
|
(15,095,547)
|
|
|
|
(339,054)
|
|
|
|
(2,645,831)
|
Net (loss)
income
|
|
|
(23,631,516)
|
|
|
|
855,013
|
|
|
|
(6,715,958)
|
Less: Net income (loss)
attributable to non-controlling interest
|
|
|
(5,344)
|
|
|
|
51,313
|
|
|
|
(595,650)
|
Net income (loss)
attributable to TDH Holdings, Inc.
|
|
$
|
(23,626,172)
|
|
|
$
|
803,700
|
|
|
$
|
(6,120,308)
|
Comprehensive income
(loss)
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss)
income
|
|
$
|
(23,626,172)
|
|
|
$
|
803,700
|
|
|
$
|
(6,120,308)
|
Other comprehensive
income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency
translation adjustment
|
|
|
(523,315)
|
|
|
|
888,951
|
|
|
|
(247,807)
|
Total comprehensive
income (loss)
|
|
|
(24,149,487)
|
|
|
|
1,692,651
|
|
|
|
(6,368,115)
|
Less: Comprehensive
income (loss) attributable to noncontrolling
interest
|
|
|
(5,344)
|
|
|
|
51,313
|
|
|
|
(595,650)
|
Comprehensive income
( loss) attributable to TDH Holdings,
Inc.
|
|
$
|
(24,144,143)
|
|
|
$
|
1,641,338
|
|
|
$
|
(5,772,465)
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per
common share attributable to TDH
Holdings, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
(2.29)
|
|
|
$
|
0.10
|
|
|
$
|
(1.17)
|
Diluted
|
|
$
|
(2.29)
|
|
|
$
|
0.10
|
|
|
$
|
(1.17)
|
Weighted average
common shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
10,323,268
|
|
|
|
8,019,208
|
|
|
|
5,218,681
|
Diluted
|
|
|
10,323,268
|
|
|
|
8,019,208
|
|
|
|
5,218,681
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying
notes are an integral part of these consolidated financial
statements
|
|
|
|
|
|
|
|
|
TDH HOLDINGS, INC.
AND SUBSIDIARIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(DEFICIT)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number
of
|
|
|
Common
|
|
|
Additional
|
|
|
Stock
|
|
|
Statutory
|
|
|
Accumulated
|
|
|
Accumulated
|
|
|
Noncontrolling
|
|
|
Total
|
Shares*
|
Shares
|
Paid-in
|
Subscription
|
Reserves
|
Deficit
|
Other
|
Interest
|
Stockholders'
|
|
|
Capital
|
Receivable
|
|
|
Comprehensive
|
|
Equity
(Deficit)
|
|
|
|
|
|
|
Income
(Loss)
|
|
|
Balance,
December 31, 2020
|
|
|
2,292,500
|
|
|
$
|
45,850
|
|
|
$
|
21,963,570
|
|
|
$
|
-
|
|
|
$
|
160,014
|
|
|
$
|
(22,849,319)
|
|
|
$
|
(212,895)
|
|
|
$
|
-
|
|
|
$
|
(892,780)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(6,120,308)
|
|
|
|
-
|
|
|
|
(595,650)
|
|
|
|
(6,715,958)
|
Issuance of common
stock
|
|
|
1,705,000
|
|
|
|
34,100
|
|
|
|
20,188,088
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
20,222,188
|
Warrants exercised for
cashless
|
|
|
1,221,181
|
|
|
|
24,424
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
24,424
|
Foreign currency
translation adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(247,807)
|
|
|
|
-
|
|
|
|
(247,807)
|
Acquisition of
non-controlling interest
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
980,000
|
|
|
|
980,000
|
Balance, December
31, 2021
|
|
|
5,218,681
|
|
|
$
|
104,374
|
|
|
$
|
42,151,658
|
|
|
$
|
|
|
|
$
|
160,014
|
|
|
$
|
(28,969,627)
|
|
|
$
|
(460,702)
|
|
|
$
|
384,350
|
|
|
$
|
13,370,067
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
803,700
|
|
|
|
-
|
|
|
|
51,313
|
|
|
|
855,013
|
Issuance of common
stock and warrants in private
placements
|
|
|
4,000,000
|
|
|
|
80,000
|
|
|
|
5,937,781
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,017,781
|
Warrants exercised for
cashless
|
|
|
1,104,587
|
|
|
|
22,091
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
22,091
|
Foreign currency
translation adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
888,951
|
|
|
|
-
|
|
|
|
888,951
|
Balance, December
31, 2022
|
|
|
10,323,268
|
|
|
$
|
206,465
|
|
|
$
|
48,089,439
|
|
|
$
|
-
|
|
|
$
|
160,014
|
|
|
$
|
(28,165,927)
|
|
|
$
|
428,249
|
|
|
$
|
435,663
|
|
|
$
|
21,153,903
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(23,626,172)
|
|
|
|
-
|
|
|
|
(5,344)
|
|
|
|
(23,631,516)
|
Stock-based
compensation expense
|
|
|
|
|
|
|
|
|
|
|
3,040,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,040,000
|
Adjustment to reflect
the effect of disposal of Tiandihui and Chongaijiujiu
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(160,014)
|
|
|
|
25,170,099
|
|
|
|
-
|
|
|
|
-
|
|
|
|
25,010,085
|
Foreign currency
translation adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-523,315
|
|
|
|
-
|
|
|
|
(523,315)
|
Balance, December
31, 2023
|
|
|
10,323,268
|
|
|
$
|
206,465
|
|
|
$
|
51,129,439
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
(26,622,000)
|
|
|
$
|
(95,066)
|
|
|
$
|
(430,319)
|
|
|
$
|
25,049,157
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying
notes are an integral part of these consolidated financial
statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F-5
TDH HOLDINGS, INC.
AND SUBSIDIARIES
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For The Years Ended
December 31,
|
|
|
2023
|
|
|
2022
|
|
|
2021
|
Cash flows from
operating activities
|
|
|
|
|
|
|
|
|
Net (loss)
income
|
|
$
|
(23,626,172)
|
|
|
$
|
803,700
|
|
|
$
|
(6,120,308)
|
Less: net (loss) income
from discontinued operations
|
|
|
(15,095,547)
|
|
|
|
(339,054)
|
|
|
|
(2,645,831)
|
Net income (loss) from
continuing operations
|
|
|
(8,530,625)
|
|
|
|
1,142,754
|
|
|
|
(3,474,477)
|
Adjustments to
reconcile net income (loss) to net cash provided by (used in)
operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization expense
|
|
|
80,149
|
|
|
|
17,114
|
|
|
|
466,720
|
Fair value change of
short-term investments
|
|
|
2,644,576
|
|
|
|
(4,161,093)
|
|
|
|
(495,265)
|
Impairment of
goodwill
|
|
|
-
|
|
|
|
-
|
|
|
|
355,570
|
Impairment of
long-lived assets other than goodwill
|
|
|
1,964
|
|
|
|
6,833
|
|
|
|
217,257
|
Inventory
write-down
|
|
|
43,662
|
|
|
|
11,532
|
|
|
|
368,441
|
Allowance for doubtful
accounts
|
|
|
22,674
|
|
|
|
7,210
|
|
|
|
2,168
|
Deferred income
taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
Loss (gain) on disposal
of property, plant and equipment
|
|
|
13,275
|
|
|
|
153,983
|
|
|
|
(5,905,889)
|
Gain from operating
lease contract modification
|
|
|
-
|
|
|
|
(408,198)
|
|
|
|
-
|
Amortization of
operating lease right-of-use assets
|
|
|
212,480
|
|
|
|
205,295
|
|
|
|
438,063
|
Non-cash lease
expense
|
|
|
-
|
|
|
|
-
|
|
|
|
(4,786,099)
|
Stock-based
compensation
|
|
|
3,040,000
|
|
|
|
-
|
|
|
|
-
|
Changes in operating
assets and liabilities:
|
|
|
-
|
|
|
|
-
|
|
|
|
(277,310)
|
Accounts receivable,
net
|
|
|
47,022
|
|
|
|
2,733
|
|
|
|
127,057
|
Inventories,
net
|
|
|
43,842
|
|
|
|
38,904
|
|
|
|
(368,246)
|
Operating lease
liabilities
|
|
|
(203,739)
|
|
|
|
(195,626)
|
|
|
|
4,830,456
|
Operating lease
liabilities – related parties
|
|
|
-
|
|
|
|
-
|
|
|
|
278,472
|
Advances to suppliers,
net
|
|
|
(34,346)
|
|
|
|
8,197
|
|
|
|
(3,653)
|
Prepayments and other
current assets, net
|
|
|
(10,418)
|
|
|
|
1,017,261
|
|
|
|
(1,029,552)
|
Accounts
payable
|
|
|
(1,748)
|
|
|
|
(305,382)
|
|
|
|
64,427
|
Accounts payable -
related parties
|
|
|
(1,033)
|
|
|
|
(132,081)
|
|
|
|
132,192
|
Interest
payable
|
|
|
3,573
|
|
|
|
(411,112)
|
|
|
|
(12,787)
|
Interest payable -
related parties
|
|
|
-
|
|
|
|
-
|
|
|
|
88,778
|
Notes
payable
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
Taxes
payable
|
|
|
(2,445)
|
|
|
|
(17,103)
|
|
|
|
15,331
|
Advances from
customers
|
|
|
(6,974)
|
|
|
|
-
|
|
|
|
-
|
Advances from customer
- related party
|
|
|
-
|
|
|
|
(13,799)
|
|
|
|
19,125
|
Deferred income tax
liability
|
|
|
-
|
|
|
|
-
|
|
|
|
1,132
|
Other current
liabilities
|
|
|
(887,302)
|
|
|
|
1,054,749
|
|
|
|
793,726
|
Net cash used in
operating activities from continuing operations
|
|
|
(3,525,413)
|
|
|
|
(1,977,789)
|
|
|
|
(8,154,363)
|
Net cash provided by
(used in) operating activities from discontinued
operations
|
|
|
1,032,689
|
|
|
|
(94,926)
|
|
|
|
4,854,800
|
Net cash used in
operating activities
|
|
$
|
(2,492,725)
|
|
|
$
|
(2,072,715)
|
|
|
$
|
(3,299,563)
|
Cash flows from
investing activities
|
|
|
|
|
|
|
|
|
|
|
|
Payments to acquire
property, plant and equipment
|
|
|
(7,655)
|
|
|
|
-
|
|
|
|
-
|
Cash obtained from
business acquisition
|
|
|
-
|
|
|
|
-
|
|
|
|
171,827
|
Payment for business
acquisition
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,020,000)
|
Purchase of short-term
investments
|
|
|
(37,066,925)
|
|
|
|
(42,483,794)
|
|
|
|
(4,372,809)
|
Proceeds from sale of
short-term investments
|
|
|
31,024,365
|
|
|
|
41,150,967
|
|
|
|
3,578,206
|
Leasehold
Improvement
|
|
|
(16,836)
|
|
|
|
-
|
|
|
|
-
|
Net cash used in
(provided by) investing activities from continuing
operations
|
|
|
(6,067,051)
|
|
|
|
(1,332,827)
|
|
|
|
(1,642,776)
|
Net cash provided by
investing activities from discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
Net cash provided by
(used in) investing activities
|
|
|
(6,067,051)
|
|
|
|
(1,332,827)
|
|
|
|
(1,642,776)
|
Cash flows from
financing activities
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from issuance
of common shares
|
|
|
-
|
|
|
|
-
|
|
|
|
20,222,188
|
Purchase of
noncontrolling interest
|
|
|
-
|
|
|
|
-
|
|
|
|
(100)
|
Collection of stock
subscription receivable
|
|
|
-
|
|
|
|
6,017,781
|
|
|
|
-
|
Proceeds from related
parties
|
|
|
-
|
|
|
|
22,410
|
|
|
|
4,085,071
|
Repayments to related
parties
|
|
|
(6,774)
|
|
|
|
-
|
|
|
|
-
|
Proceeds from
short-term loans
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
Repayments of
short-term loans
|
|
|
-
|
|
|
|
-
|
|
|
|
1,458,040
|
Proceeds from
short-term loans - related parties
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
Repayments of
short-term loans - related parties
|
|
|
-
|
|
|
|
-
|
|
|
|
22,302
|
Payment to related
party
|
|
|
1,928,329
|
|
|
|
15,829
|
|
|
|
(4,231,327)
|
Net cash provided by
financing activities from continuing operations
|
|
|
1,921,554
|
|
|
|
6,055,480
|
|
|
|
21,556,174
|
Net cash provided by
financing activities from discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
(3,604,117)
|
Net cash provided by
financing activities
|
|
$
|
1,921,554
|
|
|
$
|
6,055,480
|
|
|
$
|
17,952,057
|
Effect of exchange
rate changes on cash, cash equivalents and restricted
cash
|
|
|
(1,557,522)
|
|
|
|
985,263
|
|
|
|
(247,807)
|
Net change in cash,
cash equivalents and restricted cash
|
|
|
(8,195,743)
|
|
|
|
3,635,201
|
|
|
|
12,761,911
|
Cash, cash
equivalents and restricted cash, beginning of the
year
|
|
|
21,857,125
|
|
|
|
18,025,966
|
|
|
|
6,749,064
|
Cash, cash
equivalents and restricted cash, end of the year
|
|
$
|
13,661,382
|
|
|
$
|
23,146,176
|
|
|
$
|
19,510,975
|
Less: cash and
restricted cash of discontinued operations at the end of the
period
|
|
|
-
|
|
|
|
1,289,051
|
|
|
|
1,485,009
|
Cash and restricted
cash of continued operations at the end of the period
|
|
$
|
13,661,382
|
|
|
$
|
21,857,125
|
|
|
$
|
18,025,966
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental cash
flow information
|
|
|
|
|
|
|
|
|
|
|
|
Interest
paid
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
Income taxes
paid
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash investing
and financing activities
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities assumed in
connection with purchase of property, plant and
equipment
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
Notes payable
reclassified to short-term loans
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
Short-term loans
settled by transferring an equity investment to the
creditor
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
Cashless exercise of
warrants
|
|
$
|
|
|
|
$
|
22,091
|
|
|
$
|
24,424
|
Right of use assets
obtained in exchange for operating lease obligations
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
5,158,944
|
Reconciliation of
cash, cash equivalents, and restricted cash to the consolidated
balance sheets
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
13,661,382
|
|
|
$
|
21,857,125
|
|
|
$
|
18,025,966
|
Restricted
cash
|
|
$
|
-
|
|
|
$
|
1,289,051
|
|
|
$
|
1,485,009
|
Total cash, cash
equivalents, and restricted cash
|
|
$
|
13,661,382
|
|
|
$
|
23,146,176
|
|
|
$
|
19,510,975
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying
footnotes are an integral part of these financial
statements
|
|
|
|
|
|
|
|
|
|
|
|
View original
content:https://www.prnewswire.com/news-releases/tdh-holdings-inc-reports-full-year-2023-audited-financial-results-302130764.html
SOURCE TDH Holdings, Inc.