Erayak Power Solution Group Inc 6-K, filed Nov 21, 2023
Erayak Power Solution Group Inc. (RAYA)
About this 6-K
Erayak Power Solution Group Inc filed this 6-K on November 21, 2023.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November
Commission File Number:
No. 528, 4th Avenue
Binhai Industrial Park
Wenzhou, Zhejiang Province
People’s Republic of China 325025
+86-577-86829999
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Erayak Power Solution Group Inc | ||
| Date: November 21, 2023 | By: | /s/ Lingyi Kong |
| Name: | Lingyi Kong | |
| Title: | Chief Executive Officer | |
1
Exhibit Index
| Exhibit No. | Description | |
| 99.1 | Management’s Discussion and Analysis of Financial Condition and Results of Operations for the Six Months Ended June 30, 2023 and 2022 | |
| 99.2 | Unaudited Interim Condensed Consolidated Financial Statements for the Six Months Ended June 30, 2023 and 2022 | |
| 101.INS | Inline XBRL Instance Document. | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
2
Exhibit 99.1
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes that appear in this prospectus. In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this prospectus, particularly in “Risk Factors.” All amounts included herein with respect to the six months ended June 30, 2023 and 2022 (“Interim Financial Statements”) are derived from our unaudited consolidated financial statements for the six months ended June 30, 2023 and 2022 included elsewhere in this prospectus. All amounts included herein with respect to the fiscal years ended December 31, 2022 and 2021 are derived from our audited consolidated financial statements (“Annual Financial Statements”) included elsewhere in this prospectus. These Interim Financial Statements and Annual Financial Statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles, or US GAAP.
Overview
Erayak Power Solution Group Inc. was formed in 2019 under the laws of the Cayman Islands. We conduct business primarily through our wholly-owned subsidiary, Zhejiang Leiya Electronics Co. Ltd., in the People’s Republic of China (“PRC”). Our company specializes in the manufacturing, research and development (“R&D”), and wholesale and retail of power solution products. Our product portfolio includes sine wave and off-grid inverters, inverter and gasoline generators, battery and smart chargers, power banks, and custom-designed products. Our products are used principally in agricultural and industrial vehicles, recreational vehicles (“RVs”), electrical appliances, and outdoor living products. Our primary office is located in Zhejiang province, where we serve a large customer base throughout PRC and expand our reach to international clients. Our goal is to be the premier power solutions brand and a solution for mobile life and outdoor living. We seek to leverage our flexibility and passion for quality to provide a personalized mobile living solution for each customer.
Since the founding of Zhejiang Leiya Electronics Co. Ltd. in 2009, we have grown to be one of the very few manufacturers in the world to design, develop and mass produce premium power solution products in the retail chain. We also offer our products in Japan, England, Germany, France, Spain, Switzerland, Sweden, the Netherlands, the U.S., Canada, Mexico, Australia, Dubai, and nine other countries. We manufacture all of our products in factories operating under quality management systems accredited by the International Organization for Standardization (ISO 9001:2015). Furthermore, our products have been tested for regulatory compliance and safety. Some of our compliance marks include: TÜV certification from Technischer Überwachungsverein, an internationally recognized service company; GS Mark for safety under the German Equipment and Product Safety Act; C-tick certification by the Australian Communications Media Authority; FCC Mark from the U.S. Federal Communications Commission, PAH certification mark for Polycyclic Aromatic Hydrocarbon concentrations; REACH Certification for substances of very high concern under the European Chemicals Agency; CE Mark certifying compliance with European Union safety, health and environmental protection standards; RoHs Mark for compliance with the Restriction of Hazardous Substances in the European Union; c ETL Certification for compliance with Canadian safety standards; and us ETL Mark for compliance with U.S. safety standards. We generated revenue mostly from four types of products: (1) inverters constituted approximately 43.66% and 62.52% of our total revenue for the six months ended June 30, 2023 and 2022, respectively; (2) chargers, which generated approximately 2.42% and 3.49% of our total revenue for the six months ended June 30, 2023 and 2022, respectively; (3) gasoline generators generated approximately 47.78% and 32.95% of our total revenue for the six months ended June 30, 2023 and 2022, respectively; and (4) power banks, which generated approximately 4.79% and nil of our total revenue for the six months ended June 30, 2023 and 2022, respectively.
Due to our substantial investment in research and development, we were awarded High-Tech Enterprise status by the Zhejiang provincial government, which qualified us for China’s National High-Tech Enterprise Program, a national-level program. Specifically, companies in the China’s National High-Tech Enterprise Program are eligible for up to a 10% corporate income tax break and certain deductions related to intangible assets, such as obtaining patents in the R&D process. Additionally, our research and patents in the power solution space have brought us local recognition; we were awarded certificates by the provincial and city government that identifies us as a Zhejiang Science and Technology Enterprise, and a Wenzhou Science and Technology Innovation Enterprise. These certificates entitle us to certain preferential tax treatment and sometimes grants from the government to aid R&D efforts in furtherance of the business. Furthermore, we are a supplier for many international companies, including Einhell Germany AG, Canadian Tire Corporation Limited, ALDI Inc., Steren Electronics International, LLC, etc.
Our products are customized and built to order, or BOT. Our BOT business model maximizes our flexibility in production scheduling, material procurement, and delivery to meet our customers’ unique demands. We adopted a multi-step, full-service system to ensure quality and client satisfaction. Customers can choose from within our product portfolio and communicate specified requirements to the sales department. Our technical department will evaluate the request’s feasibility and coordinate with the customer to make adjustments. The production department will create samples that will undergo inspection by the quality inspection department for quality and material warranty. The sales department will submit the prototype, inspection report, quality assurance, and quote to the customer for verification. After confirmation by the customers, our procurement department will purchase the raw materials, and the production department will fulfill the order. Finally, our inspection department will inspect and issue a report affirming the quality before the production department pack and deliver the final product to the customer.
Key Factors Affecting Our Results
Our results are primarily derived from the sale of power generators and inverters to various wholesalers and retailers in China and some other foreign countries. Our business is therefore dependent upon construction activity in these sectors of the economy. The historical performance and outlook for our business is influenced by numerous factors, including the following:
| ● | Economic Cycles - In addition to fluctuations in steel prices, demand for the products we manufacture is dependent on general economic cycles and infrastructure and non-residential construction end markets. |
| ● | General Competition - Several of our products have historically faced significant competition both in China and some foreign markets, and we have successfully competed against our competitors with excellent customer service, high quality products and rapid fulfillment of customer orders. However, our business could be adversely affected by competitors who reduce prices, improve on-time delivery and take other competitive actions, which may reduce our customers’ purchases of products from us. |
| ● | Fluctuations in Foreign Currency Exchange - We sell a significant portion of our products in countries outside of China (approximately 46.68% for the six months ended June 30, 2023). Historically, we have relied on lower wages and favorable exchange rates in China to make our products sold abroad competitive in price. If in any circumstances China’s currency appreciates against the U.S. dollar, our advantage in price competitiveness might be impacted. To the extent the Chinese RMB start to appreciate, our products could become more expensive and, as a result, less attractive to potential customers in other countries. |
Results of Operations
For the Six Months Ended June 30, 2023 and 2022
The following table summarizes the results of our operations for the six months ended June 30, 2023 and 2022, respectively, and provides information regarding the dollar and percentage increase or (decrease) during such periods.
(All amounts, other than percentages, are in U.S. dollars)
For the Six Months Ended June 30, | Variance | |||||||||||||||
| 2023 | 2022 | Amount | Percentage | |||||||||||||
| Sales | $ | 9,449,817 | $ | 11,478,147 | $ | (2,028,330 | ) | -17.67 | % | |||||||
| Cost of sales | (6,619,695 | ) | (7,603,901 | ) | 984,206 | -12.94 | % | |||||||||
| Gross profit | 2,830,122 | 3,874,246 | (1,044,124 | ) | -26.95 | % | ||||||||||
| Operating expenses: | ||||||||||||||||
| General and administrative expenses | (1,168,174 | ) | (357,521 | ) | (810,653 | ) | 226.74 | % | ||||||||
| Selling and marketing expenses | (436,619 | ) | (332,218 | ) | (104,401 | ) | 31.43 | % | ||||||||
| Research and development costs | (481,702 | ) | (560,017 | ) | 78,315 | -13.98 | % | |||||||||
| Inventory reserve provision | (83,419 | ) | - | (83,419 | ) | - | % | |||||||||
| Total operating expenses | (2,169,914 | ) | (1,249,756 | ) | (920,158 | ) | 73.63 | % | ||||||||
| Operating income | $ | 660,208 | $ | 2,624,490 | $ | (1,964,282 | ) | -74.84 | % | |||||||
| Other income (expenses): | ||||||||||||||||
| Rental income, net | 102,712 | 83,925 | 18,787 | 22.39 | % | |||||||||||
| Interest expenses, net | (199,712 | ) | (240,904 | ) | 41,192 | -17.10 | % | |||||||||
| Other income, net | 4,671 | 15,031 | (10,360 | ) | -68.93 | % | ||||||||||
| Total other (expenses) income, net | (92,329 | ) | (141,948 | ) | 49,619 | -34.96 | % | |||||||||
| Income before income taxes | $ | 567,879 | $ | 2,482,542 | $ | (1,914,663 | ) | -77.13 | % | |||||||
| Income tax provision | (92,707 | ) | (291,881 | ) | 199,174 | -68.24 | % | |||||||||
| Net income | $ | 475,172 | $ | 2,190,661 | $ | (1,715,489 | ) | -78.31 | % | |||||||
2
Revenues
Revenues decreased by approximately $2.03 million, or 17.67%, to approximately $9.45 million for the six months ended June 30, 2023 from approximately $11.48 million for the six months ended June 30, 2022. The decrease in revenues was primarily driven by the decreased demand for inverters due to the sluggish market during the post-pandemic era. For the six months ended June 30, 2023, our sales on inverters decreased by approximately $3.05 million, which represents 42.51% decrease compared to the previous period.
The following tables present our top five markets by net revenues for the six months ended June 30, 2023 and 2022, respectively.
| June 30, 2023 | ||||||||
| Top Five Markets: | Sales Amount (In USD) | As % of Sales | ||||||
| China | $ | 5,038,977 | 53.32 | % | ||||
| Poland | 975,149 | 10.32 | % | |||||
| Germany | 814,979 | 8.62 | % | |||||
| U.K. | 517,598 | 5.48 | % | |||||
| Mexico | 394,632 | 4.18 | % | |||||
| June 30, 2022 | ||||||||
| Top Five Markets: | Sales Amount (In USD) | As % of Sales | ||||||
| China | $ | 6,524,707 | 56.84 | % | ||||
| Germany | 821,350 | 7.16 | % | |||||
| Poland | 762,129 | 6.64 | % | |||||
| Canada | 605,241 | 5.27 | % | |||||
| France | 513,700 | 4.48 | % | |||||
Gross profit
Our gross profit decreased by approximately $1.04 million, or 26.95%, to approximately $2.83 million for the six months ended June 30, 2023 from approximately $3.87 million for the six months ended June 30, 2022. Gross profit margin was 29.95% for the six months ended June 30, 2023, as compared to 33.75% for the six months ended June 30, 2022. The decrease in gross margin was primarily due to the increased initial cost in raw materials for producing newly developed products.
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General and administrative (“G&A”) expenses
General and administrative expenses increased by approximately $0.81 million, or 226.74% to approximately $1.17 million for the six months ended June 30, 2023 as compared to approximately $0.36 million for the six months ended June 30, 2022. The increase in G&A expenses was mainly due to increased expenses in accounting and legal related consulting services, which were previously deducted from the IPO proceeds.
General and administrative expenses for the six months ended June 30, 2023 and 2022 consisted of following:
| 2023 | 2022 | |||||||
| Employee compensation and benefits | $ | 207,833 | 142,900 | |||||
| Travel and communication expenses | 31,916 | 18,146 | ||||||
| Rent and utilities | 30,454 | 22,071 | ||||||
| Consulting fees | 682,558 | 65,874 | ||||||
| Insurance | 13,680 | 12,971 | ||||||
| Depreciation and amortization expenses | 51,636 | 31,131 | ||||||
| Sales tax | 36,158 | 38,840 | ||||||
| Entertainment | 18,383 | 2,278 | ||||||
| Office and miscellaneous | 95,556 | 23,310 | ||||||
| Total | $ | 1,168,174 | 357,521 | |||||
Selling and marketing expenses
Selling and marketing expenses increased by approximately $0.11 million, or 31.43% to approximately $0.44 million for the six months ended June 30, 2023 as compared to approximately $0.33 million for the six months ended June 30, 2022. The increase in selling and marketing expenses was mainly due to the increase in entertainment expenses. After China lifted travel restrictions, the Company hosted more business visitors from both domestic and international markets.
Selling and marketing expenses as of June 30, 2023 and 2022 consisted of the following:
| 2023 | 2022 | |||||||
| Employee compensation and benefits | $ | 54,981 | $ | 55,943 | ||||
| Travel and promotion | 47,633 | 19,638 | ||||||
| Transportation | 105,514 | 90,388 | ||||||
| Insurance | 8,228 | - | ||||||
| Consulting fee | 6,053 | 1,349 | ||||||
| Inspection and certification fees | 67,265 | 106,195 | ||||||
| Entertainment | 110,453 | 49,247 | ||||||
| Office and miscellaneous | 36,492 | 9,458 | ||||||
| Total | $ | 436,619 | $ | 332,218 | ||||
Research and development (“R&D”) expenses
Research and development expenses decreased by approximately $0.08 million, or 13.98% to approximately $0.48 million for the six months ended June 30, 20223 as compared to approximately $0.56 million for the six months ended June 30, 2022. The decrease in R&D expenses was mainly due to the decreased contract services and supplies, and design cost related to R&D activities. The Company’s R&D input accounts for about 5% of its total revenue. The decrease in R&D expenses is in line with the decreased revenue during the period.
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Research and development expenses as of June 30, 2023 and 2022 consisted of the following:
| 2023 | 2022 | |||||||
| Salaries | $ | 210,995 | $ | 231,691 | ||||
| Contract services and supplies | 238,637 | 276,015 | ||||||
| Utility | 1,215 | 1,122 | ||||||
| Design cost | 14,047 | 40,901 | ||||||
| Depreciation | 12,883 | 10,091 | ||||||
| Other | 3,925 | 197 | ||||||
| Total | $ | 481,702 | $ | 560,017 | ||||
Interest expenses, net
Our interest expense (net) decreased by approximately $0.04 million, to approximately $0.20 million for the six months ended June 30, 2023, from approximately $0.24 million for the six months ended June 30, 2022. The decrease of interest expense was mainly due to decreased short-term borrowings during the first half of fiscal 2023 as compared to the first half of fiscal 2022.
Provision for income taxes
Our provision for income taxes was approximately $0.09 million for the six months ended June 30, 2023, a decrease of approximately $0.20 million from approximately $0.29 million for the six months ended June 30, 2022. The decrease is in line with the decrease in operating income.
Results of Operations
Year ended December 31, 2022 compared to year ended December 31, 2021
The following table summarizes the results of our operations for the years ended December 31, 2022 and 2021, respectively, and provides information regarding the dollar and percentage increase or (decrease) during such periods.
(All amounts, other than percentages, are in U.S. dollars)
For the Fiscal Years Ended December 31, | Variance | |||||||||||||||
| 2022 | 2021 | Amount | Percentage | |||||||||||||
| Sales | $ | 26,909,025 | $ | 18,628,886 | $ | 8,280,139 | 44.45 | % | ||||||||
| Cost of sales | (20,290,231 | ) | (12,909,462 | ) | (7,380,769 | ) | 57.17 | % | ||||||||
| Gross profit | 6,618,794 | 5,719,424 | 899,370 | 15.72 | % | |||||||||||
| Operating expenses: | ||||||||||||||||
| General and administrative | (929,500 | ) | (690,619 | ) | (238,881 | ) | 34.59 | % | ||||||||
| Selling and marketing | (720,120 | ) | (506,305 | ) | (213,815 | ) | 42.23 | % | ||||||||
| Research and development | (932,268 | ) | (986,885 | ) | 54,617 | -5.53 | % | |||||||||
| Bad debt expense | - | (2,649 | ) | 2,649 | - | % | ||||||||||
| Inventory impairment reversal (provision) | 31,668 | (47,358 | ) | 79,026 | -166.87 | % | ||||||||||
| Total operating expenses | (2,550,220 | ) | (2,233,816 | ) | (316,404 | ) | 14.16 | % | ||||||||
| Operating income | $ | 4,068,574 | $ | 3,485,608 | $ | 582,966 | 16.72 | % | ||||||||
| Other income (expenses): | ||||||||||||||||
| Interest expenses, net | (473,088 | ) | (417,648 | ) | (55,440 | ) | 13.27 | % | ||||||||
| Rental income, net | 98,716 | 116,193 | (17,477 | ) | -15.04 | % | ||||||||||
| Other income, net | 219,530 | 512,412 | (292,882 | ) | -57.16 | % | ||||||||||
| Total other income (expenses), net | (154,842 | ) | 210,957 | (365,799 | ) | -173.40 | % | |||||||||
| Income before income taxes | $ | 3,913,732 | $ | 3,696,565 | $ | 217,167 | 5.87 | % | ||||||||
| Income tax provision | (437,771 | ) | (301,916 | ) | (135,855 | ) | 45.00 | % | ||||||||
| Net income | $ | 3,475,961 | $ | 3,394,649 | $ | 81,312 | 2.40 | % | ||||||||
5
Revenues
Revenues increased by approximately $8.28 million, or 44.45%, to approximately $26.91 million for the year ended December 31, 2022 from approximately $18.63 million for the year ended December 31, 2021. The increase in revenues was primarily driven by the continuous impact of the energy crisis that has significantly increased demand for our generators, especially in Europe. Our domestic customers also sell our products to international end users. For the year ended December 31, 2022, our sales to domestic customers increased by approximately $7.39 million, which represents 9.91% growth compared to the previous fiscal year.
The following tables present our top 5 international markets by net revenues for the years ended December 31, 2022 and 2021, respectively.
| December 31, 2022 | ||||||||
| Top Five International Markets: | Sales Amount (In USD) | As % of Sales | ||||||
| China | $ | 18,033,220 | 67.02 | % | ||||
| Poland | 1,607,394 | 5.97 | % | |||||
| Germany | 1,217,732 | 4.53 | % | |||||
| Canada | 971,909 | 3.61 | % | |||||
| U.K. | 879,733 | 3.27 | % | |||||
| December 31, 2021 | ||||||||
| Top Five International Markets: | Sales Amount (In USD) | As % of Sales | ||||||
| China | $ | 10,638,503 | 57.11 | % | ||||
| France | 1,202,988 | 6.46 | % | |||||
| Poland | 1,129,165 | 6.06 | % | |||||
| Mexico | 1,071,869 | 5.75 | % | |||||
| U.K. | 790,326 | 4.24 | % | |||||
Gross profit
Our gross profit increased by approximately $0.90 million, or 15.72%, to approximately $6.62 million for the year ended December 31, 2022 from approximately $5.72 million for the year ended December 31, 2021. Gross profit margin was 24.60% for the year ended December 31, 2022, as compared to 30.70% for the year ended December 31, 2021. The decrease in gross margin was primarily due to our small profit but quick turnover sales policy on generators, which accounted for about 43.82% of our total sales.
General and administrative (“G&A”) expenses
General and administrative expenses increased by approximately $0.24 million, or 34.59% to approximately $0.93 million for the year ended December 31, 2022 as compared to approximately $0.69 million for the year ended December 31, 2021. The increase in G&A expenses was mainly due to increased expenses in consulting services for lean manufacturing and management improvement in factory operation.
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General and administrative expenses as of December 31, 2022 and 2021 consisted of following:
| 2022 | 2021 | |||||||
| Employee compensation and benefits | $ | 312,479 | 323,325 | |||||
| Travel and communication expenses | 34,267 | 33,068 | ||||||
| Rent and utilities | 58,466 | 70,178 | ||||||
| Consulting fees | 310,039 | 53,169 | ||||||
| Insurance | 13,165 | 16,699 | ||||||
| Depreciation and amortization expenses | 60,698 | 55,042 | ||||||
| Sales tax | 80,595 | 82,052 | ||||||
| Entertainment | 17,193 | 5,193 | ||||||
| Office and miscellaneous | 42,598 | 51,893 | ||||||
| Total | $ | 929,500 | 690,619 | |||||
Selling and marketing expenses
Selling and marketing expenses increased by approximately $0.21 million, or 42.23% to approximately $0.72 million for the year ended December 31, 2022 as compared to approximately $0.51 million for the year ended December 31, 2021. The increase in selling and marketing expenses was mainly due to the increase in cost of testing and certification on our exported products.
Selling and marketing expenses as of December 31, 2022 and 2021 consisted of the following:
| 2022 | 2021 | |||||||
| Employee compensation and benefits | $ | 141,600 | $ | 99,797 | ||||
| Travel and promotion | 36,768 | 45,083 | ||||||
| Transportation | 181,556 | 78,281 | ||||||
| Insurance | - | 2,813 | ||||||
| Consulting fee | 6,917 | 6,203 | ||||||
| Inspection and certification fees | 196,732 | 77,352 | ||||||
| Entertainment | 140,292 | 166,295 | ||||||
| Office and miscellaneous | 16,255 | 30,481 | ||||||
| Total | $ | 720,120 | $ | 506,305 | ||||
Research and development (“R&D”) expenses
Research and development expenses decreased by approximately $0.06 million, or 5.53% to approximately $0.93 million for the year ended December 31, 2022 as compared to approximately $0.99 million for the year ended December 31, 2021. The decrease in R&D expenses was mainly due to decreased contract services and supplies, depreciation and other expenses related to R&D activities.
Research and development expenses as of December 31, 2022 and 2021 consisted of the following:
| 2022 | 2021 | |||||||
| Salaries | $ | 427,525 | $ | 347,434 | ||||
| Contract services and supplies | 409,149 | 541,055 | ||||||
| Utility | 2,025 | 1,777 | ||||||
| Design cost | 46,651 | - | ||||||
| Depreciation | 22,499 | 39,365 | ||||||
| Other | 24,419 | 57,254 | ||||||
| Total | $ | 932,268 | $ | 986,885 | ||||
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Interest expenses, net
Our interest expense (net) increased by approximately $0.05 million, to approximately $0.47 million for the year ended December 31, 2022, from approximately $0.42 million for the year ended December 31, 2021. The increase of interest expense was mainly due to increased short-term borrowings in the fiscal 2022 as compared to the fiscal 2021.
Provision for income taxes
Our provision for income taxes was approximately $0.44 million for the year ended December 31, 2022, an increase of approximately $0.14 million from approximately $0.30 million for the year ended December 31, 2021. The increase is in line with the increase in revenues.
Cash Flow Summary
| Six Months Ended June 30, 2023 | Year Ended December 31, 2022 | Year Ended December 31, 2021 | ||||||||||
| Net cash provided by (used in) operating activities | $ | 5,454,714 | $ | (4,151,135 | ) | $ | 4,689,518 | |||||
| Net cash (used in) investing activities | (4,344,326 | ) | (4,896,167 | ) | (290,798 | ) | ||||||
| Net cash (used in) provided by financing activities | (619,025 | ) | 11,319,867 | (3,395,530 | ) | |||||||
| Effect of exchange rate changes on cash and cash equivalents | (284,958 | ) | (380,011 | ) | 109,448 | |||||||
| Net increase in cash and cash equivalents | $ | 206,405 | $ | 1,892,554 | $ | 1,112,638 | ||||||
| Cash, cash equivalents and restricted cash, beginning of period | 7,067,247 | 5,174,693 | 4,062,055 | |||||||||
| Cash, cash equivalents and restricted cash, end of period | 7,273,652 | 7,067,247 | 5,174,693 | |||||||||
Operating Activities:
Net cash provided by operating activities for the six months ended June 30, 2023 was approximately $5.45 million, which was primarily attributable to a net profit approximately $0.48 million, adjusted for non-cash items for approximately $0.54 million and adjustments for changes in working capital approximately $0.44 million. The adjustments for changes in working capital mainly included:
| (i) | decrease in accounts receivable of approximately $3.73 million – our accounts receivable decreased due to the decrease in sales revenue, and the slower payback cycle on domestic sales during the first half of fiscal 2023; |
| (ii) | decrease in advance to suppliers of approximately $2.76 million was primarily due to collection of payments on potential purchase of oversea land and warehouse in the amount of $4 million, and advance payment on a potential long-term lease of a custom-built factory for the purpose of expanding business in the energy storage industry in the amount of $1 million; |
| (iii) | increase in inventory of approximately $1.05 million due to our increased raw material inventory to respond to the higher demand from international market during the second half of the year; |
| (iv) | decrease in accounts payable of approximately $0.58 million due to decreased payment cycle in purchase of integrated circuit related raw materials during the first half of fiscal 2023; |
| (v) | decrease in advance from customers of approximately $0.33 million primarily due to decreased sales during the first half of fiscal 2023; |
8
Net cash used in operating activities for the fiscal year ended December 31, 2022 was approximately $4.15 million, which was primarily attributable to a net profit approximately $3.48 million, adjusted for non-cash items for approximately $0.79 million and adjustments for changes in working capital approximately $8.42 million. The adjustments for changes in working capital mainly included:
| (i) | increase in accounts receivable of approximately $8.55 million – our accounts receivable increased due to the increase in sales revenue and the corresponding increased payback cycle on domestic sales during the 2022 fiscal year; |
| (ii) | decrease in advance to suppliers of approximately $1.23 million was primarily due to increased cash payments for purchase of raw materials; | |
| (iii) | decrease in prepaid expenses of approximately $0.47 million primarily due to the deferred IPO expenses were fully amortized during the year; |
| (iv) | increase in inventory of approximately $2.66 million due to our increased raw material inventory for the corresponding increased sales in generators; |
| (v) | increase in accounts payable of approximately $0.66 million due to increased purchase of raw materials because of the increased sales during the fiscal year of 2022; |
| (vi) | increase in advance from customers of approximately $0.22 million primarily due to increased sales during the fiscal year of 2022; |
Net cash provided by operating activities for the fiscal year ended December 31, 2021 was approximately $4.69 million, which was primarily attributable to a net profit approximately $3.39 million, adjusted for non-cash items for approximately $0.85 million and adjustments for changes in working capital approximately $0.44 million. The adjustments for changes in working capital mainly included:
| (i) | decrease in accounts receivable of approximately $3.38 million – our accounts receivable decreased due to collection of substantial amount of outstanding accounts receivable of 2020 fiscal year, and increase of cash sales; |
| (ii) | increase in advance to suppliers of approximately $1.11 million primarily due to the increased purchase of raw materials to support our growing orders generated from both domestic and international markets; | |
| (iii) | increase in prepaid expenses of approximately $0.50 million primarily due to increased deferred IPO expenses; |
| (iv) | increase in inventory of approximately $2.20 million due to expanded business and increased production to reduce delivery cycle; |
| (v) | increase in accounts payable of approximately $0.85 million due to increased purchase of raw materials because of the increased sales during the fiscal year of 2021; |
| (vi) | decrease in advance from customers of approximately $0.28 million primarily due to the order delivery which offsets the advance balance; | |
| (vii) | increase in other payables and accruals of approximately $0.36 million primarily due to the increased accrued payroll and welfare. |
Zhejiang Leiya entered into a factory workshop leasing agreement with Wenzhou Ailefu Furniture Tech Limited Company (“Ailefu”), an entity indirectly 100% owned by Lingyi Kong, our Chief Executive Officer and Chairman, effective January 1, 2018. The factory is located at Wenzhou Economic Technological Development Zone, Binghai Fourth Blvd. No. 528. The lease is for 20 years, effective from January 1, 2018 to December 31, 2037. The property is 36,134.78 square meters and total rent is RMB 70,489,500, or approximately $10,900,720, which has been paid upfront, through the lease term ending December 31, 2037. Majority of the net cash provided by operating activities are used for the lease payment. Ailefu provided the leased assets as guarantee for the Company to apply for a bank loan for the lease payment.
9
Investing Activities:
Net cash used in investing activities was approximately $4.34 million for the six months ended June 30, 2023. It was primarily attributable to the addition of fixed assets for production needs during the period, and a fixed deposit, which is presented as other non-current assets on the Interim Consolidated Balance Sheet.
Net cash used in investing activities was approximately $4.90 million for the year ended December 31, 2022. It was primarily attributable to addition of fixed assets for production needs during the fiscal year, and an advance payment on potential oversea land purchase for the purpose of business expansion in North America.
Net cash used in investing activities was approximately $0.29 million for the year ended December 31, 2021. It was primarily attributable to the addition of fixed and intangible assets for production needs during the fiscal year.
Financing Activities:
Net cash used in financing activities was approximately $0.62 million for the six months ended June 30, 2023. It was primarily attributable to the repayment of short-term loans with an approximate amount of $1 million and repayment of related party loans with an approximate amount of $0.17 million, offset by the proceeds from long-term bank loans with approximate amount of $0.55 million.
Net cash provided by financing activities was approximately $11.32 million for the year ended December 31, 2022. It was primarily attributable to the net proceeds received from share issuance in the amount of approximately $10.08 million.
Net cash used in financing activities was approximately $3.40 million for the year ended December 31, 2021. It was primarily attributable to the repayment of bank note payable with an approximate amount of $7.29 million and repayment of related party loans with an approximate amount of $0.86 million, offset by the proceeds from long-term bank loans with approximate amount of $4.65 million and net proceeds from short-term loans with an approximate amount of $0.10 million.
Liquidity and Capital Resources
Primary Sources and Uses of Liquidity
Our primary sources of liquidity consist of existing cash balances, cash flows from our operating activities and availability under our Revolving Credit Facility. Our ability to generate sufficient cash flows from our operating activities is primarily dependent on our sales of converters and power generating products to our customers at margins sufficient to cover fixed and variable expenses.
As of June 30, 2023 and December 31, 2022, we had cash and cash equivalents of $7,273,652 and $7,067,247, respectively. We believe that our current cash, cash to be generated from our operations and access to help from our related parties will be sufficient to meet our working capital needs for at least the next twelve months. Although we do not have any amounts committed to be provided by our related parties, due to their relatively small amounts, we do not believe our working capital needs will be negatively impacted without such funds provided by related parties.
Substantially all of our operations are conducted in China and a majority portion of our revenues, expense, cash and cash equivalents are denominated in Renminbi (RMB). RMB is subject to the exchange control regulation in China, and, as a result, we may have difficulty distributing any dividends outside of China due to PRC exchange control regulations that restrict its ability to convert RMB into U.S. Dollars.
10
Accounts Receivable
Accounts receivable are recognized and carried at original invoiced amount less an estimated allowance for uncollectible accounts. The Company usually determines the adequacy of reserves for doubtful accounts based on individual account analysis and historical collection trends. The Company establishes a provision for doubtful receivables when there is objective evidence that the Company may not be able to collect amounts due. The allowance is based on management’s best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. Based on management of customers’ credit and ongoing relationship, management makes conclusions whether any balances outstanding at the end of the period will be deemed uncollectible on an individual basis and on aging analysis basis. The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the consolidated statements of income and comprehensive income. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable.
The Company does not believe it has a material collection risk under its business model, nor does it believe that macroeconomic issues will have a negative impact on its collectability. The Company expects the business will continue to grow due to innovation and the urbanization process in China. Thus, the Company does not believe the collection issues will impact its liquidity adversely.
Credit Facility
We mainly finance our operations through short-term revolving loans provided by a syndicate of banks, as listed in Note 10 under our Consolidated Financial Statements. As of June 30, 2023, we had four outstanding short-term loans provided by one bank, totaling RMB 30,000,000 in the aggregate, or approximately $4.14 million. Each of these borrowings has a term of one year and, as per our agreement with the bank, all of the loans can be renewed. These loans have a fixed interest rate. We plan to repay outstanding principal and interest of each loan either by our working capital or the funds from the renewal of a loan from the same bank or loans from other banks.
Capital Expenditures
Our capital expenditures consist primarily of expenditures for the purchase of fixed assets to support our business growth. Our capital expenditures amounted to approximately $0.40 million and $0.93 million for the six months ended June 30, 2023 and for the year ended December 31, 2022, respectively.
Contractual Obligations
There were no significant contractual obligations and commercial commitments, other than our bank borrowings as disclosed in Credit Facility section, as of June 30, 2023 and December 31, 2022.
Critical Accounting Policies and Estimates
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements and related notes have been prepared in accordance with generally accepted accounting principles in the United Stated of America (“US GAAP”) and have been consistently applied. The accompanying consolidated financial statements include the financial statements of the Company and its majority-owned and controlled subsidiaries. All significant inter-company transactions and balances have been eliminated upon consolidation.
Use of Estimates
The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and the accompanying notes. Such estimates include, but are not limited to, allowances for doubtful accounts, inventory valuation, useful lives of property, plant and equipment, intangible assets, impairment in equity investment, and income taxes related to realization of deferred tax assets and uncertain tax position. Actual results could differ from those estimates.
11
Cash and Cash Equivalents
Cash and cash equivalents primarily consist of cash and deposits with financial institutions which are unrestricted as to withdrawal and use. Cash equivalents consist of highly liquid investments that are readily convertible to cash generally with original maturities of three months or less when purchased.
Restricted Cash
The Company had bank acceptance notes outstanding with the bank and is required to keep certain amounts on deposit that are subject to withdrawal restrictions. Those notes are generally short term in nature due to their short maturity period of six to nine months; thus, restricted cash is classified as a current asset.
In November 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires companies to include amounts generally described as restricted cash and restricted cash equivalents in cash and cash equivalents when reconciling beginning-of-period and end-of-period total amounts presented in the statement of cash flows. The Company adopted the new standard effective January 1, 2018, using the retrospective transition method.
As of June 30, 2023 and December 31, 2022, restricted cash was $1,500,224 and $34,728, respectively. No cash is restricted to assure future credit availability.
Revenue Recognition
The Company generates its revenues mainly from sales of electrical products, such as electrical converter and inverter, to third-party customers, who are mainly distributors and retailers. The Company follows Financial Accounting Standards Board (FASB) ASC 606 and accounting standards updates (“ASU”) 2014-09 for revenue recognition. On January 1, 2018, the Company has early adopted ASU 2014-09, which is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company considers revenue realized or realizable and earned when all the five following criteria are met: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when (or as) the entity satisfies a performance obligation.
The Company considers customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. As part of its consideration of the contract, the Company evaluates certain factors including the customer’s ability to pay (or credit risk). For each contract, the Company considers the promise to transfer products, each of which is distinct, to be the identified performance obligations. In the principal versus agent consideration, since no another party is involved in transactions, the Company is a principal.
In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. The Company analyzed historical refund claims for defective products and concluded that they have been immaterial.
Revenues are reported net of all value added taxes. As the Company’s standard payment terms are less than one year, the Company has elected the practical expedient under ASC 606-10-32-18 to not assess whether a contract has a significant financing component. The Company allocates the transaction price to each distinct product based on their relative standalone selling price.
Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied at a point in time), which typically occurs at delivery. For international sales, the Company sells its products primarily under the free onboard (“FOB”) shipping point term. For sales under the FOB shipping point term, the Company recognizes revenues when products are delivered from Company to the designated shipping point. Prices are determined based on negotiations with the Company’s customers and are not subject to adjustment.
12
Recent Accounting Pronouncements
The Company considers the applicability and impact of all accounting standards updates (“ASU”). Management periodically reviews new accounting standards that are issued.
Recently Issued Accounting Standards
In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326). The amendments in this update are related to the following two issues:
| – | Issue 1: Troubled Debt Restructurings (“TDRs”) by Creditors |
The amendments in this Update eliminate the accounting guidance for TDRs by creditors in Subtopic 310-40,
Receivables—Troubled Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Specifically, rather than applying the recognition and measurement guidance for TDRs, an entity must apply the loan refinancing and restructuring guidance in paragraphs 310-20-35-9 through 35-11 to determine whether a modification results in a new loan or a continuation of an existing loan.
| – | Issue 2: Vintage Disclosures—Gross Writeoffs |
For public business entities, the amendments in this Update require that an entity disclose current-period gross writeoffs by year of origination for financing receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments—Credit Losses—Measured at Amortized Cost.
For entities that have adopted the amendments in Update 2016-13, the amendments in this Update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. For entities that have not yet adopted the amendments in Update 2016-13, the effective dates for the amendments in this Update are the same as the effective dates in Update 2016-13.
The Company does not expect the adoption to have a material impact on its consolidated financial statements.
Other accounting standards that have been issued by the FASB or other standards-setting bodies are not expected to have a material effect on the Company’s financial position, result of operations or cash flows.
Off-balance Sheet Commitments and Arrangements
There were no off-balance sheet arrangements for the periods ended June 30, 2023 and December 31, 2022, that have or that in the opinion of management are likely to have, a current or future material effect on our consolidated financial condition or results of operations.
Future Related Party Transactions
The Corporate Governance Committee of our Board of Directors will be required to approve all related party transactions. All related party transactions will be made or entered into on terms that are no less favorable to use than can be obtained from unaffiliated third parties.
Impact of Inflation
We do not believe the impact of inflation on our Company is material. Our operations are in China and China’s inflation rates have been relatively stable in the last three years: 3.7% for 2022, 0.85% for 2021, and 2.5% for 2020.
13
Holding Company Structure
We are a holding company with no material operations of our own. We conduct our operations through our subsidiaries in China. As a result, our ability to pay dividends and to finance any debt we may incur depends upon dividends paid by our subsidiaries. Our PRC subsidiaries may purchase foreign exchange from relevant banks and make distributions to offshore companies after completing relevant foreign exchange registration with the SAFE. Our offshore companies may inject capital into or provide loans to our PRC subsidiaries through capital contributions or foreign debts, subject to applicable PRC regulations. If our subsidiaries or any newly formed subsidiaries incur debt on their own behalf in the future, the instruments governing their debt may restrict their ability to pay dividends to us. In addition, our subsidiaries are permitted to pay dividends to us only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations.
Under PRC law, each of our affiliates in China is required to set aside at least 10% of its after-tax profits each year, if any, to fund a statutory reserve until such reserve reached 50% of its registered capital, after which any mandatory appropriation stops. Although the statutory reserves can be used, among other ways, to increase the registered capital and eliminate future losses in excess of retained earnings of the respective companies, the reserve funds are not distributable as cash dividends except in the event of liquidation of the companies. The reserved amounts as determined pursuant to PRC statutory laws totaled $916,912 as of June 30, 2023.
Quantitative and Qualitative Disclosures about Market Risk
Foreign Exchange Risk
All of our revenues and substantially all of our expenses are denominated in RMB. Our financial information uses RMB as the functional currency has been translated into U.S. dollars in our consolidated financial statements. We do not believe that we currently have any significant direct foreign exchange risk and have not used any derivative financial instruments to hedge exposure to such risk.
The value of the RMB against the U.S. dollar and other currencies is affected by, among other things, changes in China’s political and economic conditions. The PRC government allowed the RMB to appreciate by more than 20% against the U.S. dollar between July 2005 and July 2008. Between July 2008 and June 2010, the RMB and the U.S. dollar exchange rate had been stable and traded within a narrow band. Since June 2010, the PRC government has allowed the RMB to appreciate slowly against the U.S. dollar, though there have been periods when the RMB has depreciated against the U.S. dollar. In particular, on August 11, 2015, the PBOC allowed the RMB to depreciate by approximately 2% against the U.S. dollar. It is difficult to predict how long the current situation may last and when and how the RMB and the U.S. dollar relationship may change again.
To the extent that we need to convert U.S. dollars into RMB for our operations, appreciation of the RMB against the U.S. dollar would have an adverse effect on the RMB amount we receive from the conversion. Conversely, if we decide to convert RMB into U.S. dollars, appreciation of the U.S. dollar against the RMB would have a negative effect on the U.S. dollar amounts available to us.
Market Risk
Market risk is the risk of loss arising from adverse changes in market rates and prices. Our market risk exposure is generally limited to those risks that arise in the normal course of business, as we do not engage in speculative, non-operating transactions, nor do we utilize financial instruments or derivative instruments for trading purposes.
Commodity Price Risk
Our revenue is exposed to the market risk of price fluctuations related to the sale of our generators. Prices for the generators that we sell are generally determined by market forces. These prices may be influenced by factors such as supply and demand, production costs (including the costs of our raw materials) and global and domestic economic growth. Adverse changes in any of these factors may reduce the revenue that we receive from the sale of our generators. Our costs are also exposed to fluctuations in prices for the purchase, processing and production of microchips and other raw material inputs. Historically, we have generally been able to pass along price increases to our customers; however, we may be unable to do so in the future. We do not engage in commodity price hedging activities.
14
Exhibit 99.2
ERAYAK POWER SOLUTION GROUP INC.
INTERIM CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 2023 AND DECEMBER 31, 2022
(IN U.S. DOLLARS, EXCEPT SHARE DATA)
| June 30, | ||||||||
| 2023 (Unaudited) | December
31, 2022 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash | ||||||||
| Accounts receivable, net | ||||||||
| Inventories | ||||||||
| Advances to suppliers | ||||||||
| Prepaid expenses | ||||||||
| Loan receivable | ||||||||
| Other receivables | ||||||||
| Due from related parties | ||||||||
| Total current assets | ||||||||
| Property, plant and equipment, net | ||||||||
| Intangible assets, net | ||||||||
| Right-of-use assets | ||||||||
| Deferred tax assets | ||||||||
| Other non-current assets | ||||||||
| TOTAL ASSETS | $ | $ | ||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Short-term borrowings | $ | $ | ||||||
| Accounts payable | ||||||||
| Accrued expenses and other current liabilities | ||||||||
| Advances from customers | ||||||||
| Due to related parties | ||||||||
| Long-term loans – current portion | ||||||||
| Tax payable | ||||||||
| Total current liabilities: | ||||||||
| Non-current liabilities: | ||||||||
| Long-term loans | ||||||||
| TOTAL LIABILITIES | ||||||||
| COMMITMENTS AND CONTINGENCIES | ||||||||
| Shareholders’ Equity: | ||||||||
| Class A shares, | ||||||||
| Class B shares, | ||||||||
| Additional paid-in capital | ||||||||
| Statutory reserve | ||||||||
| Retained earnings | ||||||||
| Accumulated other comprehensive (loss) income | ( | ) | ( | |||||
| Total Shareholders’ equity | ||||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | $ | ||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
F-1
ERAYAK POWER SOLUTION GROUP INC.
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF
INCOME AND COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022
(IN U.S. DOLLARS, EXCEPT SHARE DATA)
| Six months ended June 30, | ||||||||
| 2023 | 2022 | |||||||
| Sales | $ | $ | ||||||
| Cost of sales | ( | ) | ( | ) | ||||
| Gross profit | ||||||||
| Operating expenses: | ||||||||
| General and administrative | ( | ) | ( | ) | ||||
| Selling and marketing | ( | ) | ( | ) | ||||
| Research and development | ( | ) | ( | ) | ||||
| Inventory reserve provision | ( | ) | ||||||
| Total operating expenses | ( | ) | ( | ) | ||||
| Operating income | ||||||||
| Other income (expenses): | ||||||||
| Interest expenses, net | ( | ) | ( | ) | ||||
| Rental income, net | ||||||||
| Other income (expenses), net | ||||||||
| Total other (expenses) income, net | ( | ) | ( | ) | ||||
| Income before income taxes | ||||||||
| Income tax provision | ( | ) | ( | ) | ||||
| Net income | $ | $ | ||||||
| Other comprehensive income: | ||||||||
| Foreign currency translation adjustment | ( | ) | ( | ) | ||||
| Total comprehensive (loss) income | $ | ( | ) | $ | ||||
| Earnings per share attributable to common shareholders: | ||||||||
| Shares | ||||||||
| $ | $ | |||||||
| Weighted average number of shares outstanding | ||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
F-2
ERAYAK POWER SOLUTION GROUP INC.
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022
(IN U.S. DOLLARS, EXCEPT SHARE DATA)
For the six months ended June 30, 2023:
| Class A shares | Ordinary shares, $0.0001 par Amount | Class B shares | Amount | Additional Paid-in Capital | Statutory Reserve | Retained Earnings | Accumulated Other Comprehensive Income (loss) | Total shareholders’ equity | ||||||||||||||||||||||||||||
| Balance at December 31, 2022 | | | ( | ) | ||||||||||||||||||||||||||||||||
| Foreign currency translation loss | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||
| Net income | ||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2023 | ( | ) | ||||||||||||||||||||||||||||||||||
For the six months ended June 30, 2022:
| Class A shares | Ordinary shares, $0.0001 par Amount | Class B shares | Amount | Additional Paid-in Capital | Statutory Reserve | Retained Earnings | Accumulated Other Comprehensive Income (loss) | Total shareholders’ equity | ||||||||||||||||||||||||||||
| Balance at December 31, 2021 | | |||||||||||||||||||||||||||||||||||
| Foreign currency translation loss | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||
| Net income | ||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2022 | ( | ) | ||||||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
F-3
ERAYAK POWER SOLUTION GROUP INC.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022
(UNAUDITED, IN U.S. DOLLARS)
| 2023 | 2022 | |||||||
| Cash Flows from Operating Activities: | ||||||||
| Net income | $ | $ | ||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | ||||||||
| Imputed interest expenses | ||||||||
| Right of use lease asset | ||||||||
| Inventory reserve provision | ||||||||
| Loss on asset disposal | ||||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | ( | ) | ||||||
| Inventories | ( | ) | ( | ) | ||||
| Advances to suppliers | ||||||||
| Prepaid expenses | ( | ) | ( | ) | ||||
| Other receivables | ( | ) | ( | ) | ||||
| Loan receivable | ||||||||
| Accounts payable | ( | ) | ( | ) | ||||
| Accrued expenses and other current liabilities | ( | ) | ||||||
| Advances from customers | ( | ) | ||||||
| Tax payable | ( | ) | ||||||
| Net cash provided by operating activities | ||||||||
| Cash Flows from Investing Activities: | ||||||||
| Purchases of property, plant, and equipment | ( | ) | ( | ) | ||||
| Fixed deposit | ( | ) | ||||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash Flows from Financing Activities: | ||||||||
| Proceeds from short-term borrowings | ||||||||
| Repayments on short-term borrowings | ( | ) | ( | ) | ||||
| Proceeds from related parties | ||||||||
| Payments to related parties | ( | ) | ( | ) | ||||
| Proceeds(repayment) of notes payable | ||||||||
| Proceeds from long-term bank loans | ||||||||
| Repayments on long-term bank loans | ( | ) | ( | ) | ||||
| Net cash (used in) provided by financing activities | ( | ) | ||||||
| Effect of exchange rate changes on cash | ( | ) | ( | ) | ||||
| Net increase in cash and cash equivalents | ||||||||
| Cash and cash equivalents at the beginning of period | ||||||||
| Cash and cash equivalents at the end of period | ||||||||
| Reconciliation of cash, cash equivalents and restricted cash to the Consolidated Balance Sheet | ||||||||
| Cash and cash equivalents | ||||||||
| Restricted cash | ||||||||
| Cash and cash equivalents at the end of year | $ | |||||||
| Supplemental disclosures of cash flows information: | ||||||||
| Cash paid for income taxes | $ | $ | ||||||
| Cash paid for interest | $ | $ | ||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
F-4
ERAYAK POWER SOLUTION GROUP INC.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1 – ORGANIZATION AND NATURE OF OPERATIONS
Erayak Power Solution Group Inc. (“Erayak Group”)
Erayak Group was incorporated on June 14, 2019
under the laws of Cayman Islands. Under its memorandum of association, Erayak Group was authorized to issue
Erayak Group is a holding company and is currently not actively engaging in any business. Erayak Group’s registered agent is Harneys Fiduciary (Cayman) Limited, and its registered office is at 4th Floor, Harbour Place, 103 South Church Street, P.O. Box 10240, Grand Cayman, KY1-1002, Cayman Islands.
| Entity Name |
Registered Location |
Date of Incorporation |
Ownership as of the issuance date of the report | |||
| Erayak Power Solution Group Inc. (“Erayak Group”) | ||||||
| Erayak Power Solution Limited (“Erayak BVI’) |
||||||
| Erayak Power Solution Hong Kong Limited (“Erayak HK”) | ||||||
| Wenzhou Wenjie Technology Limited (“Wenjie”) | ||||||
| Zhejiang Leiya Electronics Limited (“Leiya”) | ||||||
| Wenzhou New Focus Limited (“New Focus”) |
Erayak Power Solution Limited (“Erayak BVI”)
Erayak BVI was incorporated on June 17, 2019 under
the laws of British Virgin Islands. Under its memorandum of association, Erayak BVI is authorized to issue
Erayak Power Solution Hong Kong Limited (“Erayak HK”)
Erayak HK was incorporated on June 26, 2019 under
the laws of Hong Kong and is a wholly owned subsidiary of Erayak Power Solution Limited. The paid in capital was $
Wenzhou Wenjie Technology Limited (“Wenjie”)
Wenjie was incorporated on December 11, 2019 in
People’s Republic of China (“China” or “PRC”), and is a wholly owned subsidiary of Erayak Power Solution
Hong Kong Limited. Wenjie is a wholly-foreign owned enterprise organized under the laws of the PRC. The paid in capital was $
F-5
Zhejiang Leiya Electronics Limited (“Leiya”)
Leiya was incorporated on March 5, 2009 under
the laws of the People’s Republic of China. The paid in capital was RMB
The registered principal activities of Leiya are mainly development, production and sales of inverters, chargers and gasoline generators.
Wenzhou New Focus Limited (“New Focus”)
New Focus was incorporated on November 21, 2012
in China, and is a wholly owned subsidiary of Leiya. The paid in capital was RMB
The principal activity of New Focus is mainly the sale of Leiya’s products, which involves exports to multiple countries.
Reorganization
In or about April and August 2020, the Company
completed corporate reorganization to roll several controlled entities (now referred to as the subsidiaries) into one legal corporation
(the Company). Shengling Xiang transferred
During the years presented in these consolidated financial statements, the control of the entities has never changed (always under the ultimate control of Lingyi Kong). Accordingly, the combination has been treated as a corporate restructuring (reorganization) of entities under common control and thus the current capital structure has been retroactively presented in prior periods as if such structure existed at that time and in accordance with ASC 805-50-45-5, the entities under common control are presented on a combined basis for all periods to which such entities were under common control. The consolidation of the Company and its subsidiaries has been accounted for at historical cost and prepared on the basis as if the aforementioned transactions had become effective as of the beginning of the first period presented in the accompanying consolidated financial statements.
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements and related notes have been prepared in accordance with generally accepted accounting principles in the United Stated of America (“US GAAP”) and have been consistently applied. The accompanying consolidated financial statements include the financial statements of the Company and its majority-owned and controlled subsidiaries. All significant inter-company transactions and balances have been eliminated upon consolidation.
F-6
Use of Estimates
The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and the accompanying notes. Such estimates include, but are not limited to, allowances for doubtful accounts, inventory valuation, useful lives of property, plant and equipment, intangible assets, and income taxes related to realization of deferred tax assets and uncertain tax position. Actual results could differ from those estimates.
Foreign Currency Translation
The financial records of the Company’s subsidiaries in People’s Republic of China (“PRC”) are maintained in their local currencies which are Chinese Yuan (“CNY” or “RMB”). Monetary assets and liabilities denominated in currencies other than their local currencies are translated into local currencies at the rates of exchange in effect at the consolidated balance sheet dates. Transactions denominated in currencies other than their local currencies during the year are converted into local currencies at the applicable rates of exchange prevailing when the transactions occur. Transaction gains and losses are recorded in other income/(expense), net in the consolidated statements of income and comprehensive income.
The Company maintained its financial record using the United States dollar (“US dollar”) as the functional currency, while the subsidiaries of the Company in Hong Kong and mainland China maintained their financial records using RMB as the functional currencies. The reporting currency of the Company is US dollar. When translating local financial reports of the Company’s subsidiaries into US dollar, assets and liabilities are translated at the exchange rates at the consolidated balance sheet date, equity accounts are translated at historical exchange rates and revenue, expenses, gains and losses are translated at the average rate for the period. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income in the consolidated statements of income and comprehensive income.
| June 30, | June 30, | December 31, | ||||||||||
| 2023 | 2022 | 2022 | ||||||||||
| Period Ended RMB: USD exchange rate | ||||||||||||
| Period Average RMB: USD exchange rate | ||||||||||||
Cash and Cash Equivalents
Cash and cash equivalents primarily consist of cash and deposits with financial institutions which are unrestricted as to withdrawal and use. Cash equivalents consist of highly liquid investments that are readily convertible to cash generally with original maturities of three months or less when purchased.
Restricted Cash
The Company had bank acceptance notes outstanding with the bank and is required to keep certain amounts on deposit that are subject to withdrawal restrictions. Those notes are generally short term in nature due to their short maturity period of six to nine months; thus, restricted cash is classified as a current asset.
In November 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires companies to include amounts generally described as restricted cash and restricted cash equivalents in cash and cash equivalents when reconciling beginning-of-period and end-of-period total amounts presented in the statement of cash flows. The Company adopted the new standard effective January 1, 2018, using the retrospective transition method.
As of June 30, 2023 and December 31, 2022, restricted
cash was $
F-7
Accounts Receivable, net
Accounts receivables are recognized and carried at original invoiced amount less an estimated allowance for uncollectible accounts. The Company usually determines the adequacy of reserves for doubtful accounts based on individual account analysis and historical collection trends. The Company establishes a provision for doubtful receivables when there is objective evidence that the Company may not be able to collect amounts due. The allowance is based on management’s best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. Based on management of customers’ credit and ongoing relationship, management makes conclusions whether any balances outstanding at the end of the period will be deemed uncollectible on an individual basis and on aging analysis basis. The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the consolidated statements of income and comprehensive income. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable.
Inventories
Inventories are stated at the lower of cost or net realizable value. Cost is principally determined using the weighted-average method. The Company records adjustments to inventory for excess quantities, obsolescence or impairment when appropriate to reflect inventory at net realizable value. These adjustments are based upon a combination of factors including current sales volume, market conditions, lower of cost or market analysis and expected realizable value of the inventory.
Advances to Suppliers
Advances to suppliers refer to advances for purchase of materials or services, which are applied against accounts payable when the materials or services are received.
The Company reviews a supplier’s credit history and background information before advancing a payment. If the financial condition of its suppliers were to deteriorate, resulting in an impairment of their ability to deliver goods or provide services, the Company would write off such amount in the period when it is considered impaired. As of June 30, 2023 and December 31, 2022, the Company had no write-offs for advances to suppliers.
Advances from Customers
Advances from customers refer to advances received from customers, which are applied against accounts receivable when products are sold.
Property, Plant and Equipment, net
| Useful lives | ||
| Buildings | ||
| Machinery and equipment | ||
| Transportation vehicles | ||
| Office furniture and equipment | ||
| Electronic equipment |
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.
Intangible Assets
| Useful lives | ||
| Patents | ||
| Trademark |
F-8
Leases/Right of use assets
Effective January 1, 2018, the Company adopted the new lease accounting standard using a modified retrospective transition method which allowed the Company not to recast comparative periods presented in its consolidated financial statements. In addition, the Company elected the package of practical expedients, which allowed the Company to not reassess whether any existing contracts contain a lease, to not reassess historical lease classification as operating or finance leases, and to not reassess initial direct costs. The Company has not elected the practical expedient to use hindsight to determine the lease term for its leases at transition. The Company combines the lease and non-lease components in determining the ROU assets and related lease obligation. Adoption of this standard resulted in the recording of operating lease ROU assets and corresponding operating lease liabilities as disclosed in financial statements. ROU assets and related lease obligations are recognized at commencement date based on the present value of remaining lease payments over the lease term.
Impairment of Long-lived Assets
The Company’s management reviews the carrying values of long-lived assets whenever events and circumstances, such as a significant decline in the asset’s market value, obsolescence or physical damage affecting the asset, significant adverse changes in the assets use, deterioration in the expected level of the assets performance, cash flows for maintaining the asset are higher than forecast, indicate that the net book value of an asset may not be recovered through expected future cash flows from its use and eventual disposition. If the estimated cash flows from the use of the asset and its eventual disposition are below the asset’s carrying value, then the asset is deemed to be impaired and written down to its fair value.
There was no impairment charge recognized for long-lived assets for the periods ended June 30, 2022 and December 31, 2021.
Fair Value Measurement
Fair Value Measurements and Disclosures requires disclosure of the fair value of financial instruments held by the Company. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:
| ● | Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets. |
| ● | Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in inactive markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. |
| ● | Level 3 inputs to the valuation methodology use one or more unobservable inputs which are significant to the fair value measurement. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. |
For the Company’s financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, other receivables, accounts payable, other current liabilities, and bank loans, the carrying amounts approximate their fair values due to their short maturities as of June 30, 2023 and December 31, 2022.
F-9
Value-added Tax (“VAT”)
Sales revenue represents the invoiced value of
goods, net of VAT. All of the Company’s products that are sold in the PRC are subject to a VAT on the gross sales price.
Revenue Recognition
The Company generates its revenues mainly from sales of electrical products, such as electrical converters and inverters, to third-party customers, who are mainly distributors and retailers. The Company follows Financial Accounting Standards Board (FASB) ASC 606 and accounting standards updates (“ASU”) 2014-09 for revenue recognition. On January 1, 2018, the Company has early adopted ASU 2014-09, which is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company considers revenue realized or realizable and earned when all the five following criteria are met: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when (or as) the entity satisfies a performance obligation.
The Company considers customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. As part of its consideration of the contract, the Company evaluates certain factors including the customer’s ability to pay (or credit risk). For each contract, the Company considers the promise to transfer products, each of which is distinct, to be the identified performance obligations. In the principal versus agent consideration, since no another party is involved in transactions, the Company is a principal.
In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. The Company analyzed historical refund claims for defective products, and since no warranty, discount or return policy are documented in the sales agreements, the Company concluded that they have been immaterial.
Revenues are reported net of all value added taxes. As the Company’s standard payment terms are less than one year, the Company has elected the practical expedient under ASC 606-10-32-18 to not assess whether a contract has a significant financing component. The Company allocates the transaction price to each distinct product based on their relative standalone selling price.
Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied at a point in time), which typically occurs at delivery. For international sales, the Company sells its products primarily under the free onboard (“FOB”) shipping point term. For sales under the FOB shipping point term, the Company recognizes revenues when products are delivered from Company to the designated shipping point. Prices are determined based on negotiations with the Company’s customers and are not subject to adjustment.
Rental income
Rental income is from subleasing part of the leased assets under operating leases, and it is recognized in the statements of comprehensive income on a straight-line basis over the term of the lease.
Government Grant
Government grants are the compensation for expenses already incurred or for the purpose of giving immediate financial support to the Company. The government evaluates the Company’s eligibility for the grants on a consistent basis, and then makes the payment. Therefore, there are no restrictions on the grants.
Government grants are recognized when received
and all the conditions for their receipt have been met. The grants received were $
F-10
Research and Development Costs
Research and development activities are directed toward the development of new products as well as improvements in existing processes. These costs, which primarily include salaries, contract services and supplies, are expensed as incurred.
Shipping and Handling Costs
Shipping and handling costs are expensed when
incurred and are included in selling and marketing expense. Shipping and handling costs were $
Advertising Costs
Advertising costs are expensed as incurred in
accordance with ASC 720-35, “Selling and Marketing Expenses-Advertising Costs”. Advertising costs were $
Income Taxes
The Company accounts for income taxes using the asset and liability method whereby it calculates deferred tax assets or liabilities for temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements, net operating loss carry forwards and credits by applying enacted tax rates applicable to the years in which those temporary differences are expected to be reversed or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. The components of the deferred tax assets and liabilities are individually classified as non-current amounts.
The Company records uncertain tax positions in
accordance with ASC 740 on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that
the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the
more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than
To the extent applicable, the Company records
interest and penalties as other expense. All of the tax returns of the Company’s PRC subsidiaries remain subject to examination
by PRC tax authorities for
The Company and its subsidiaries are not subject to U.S. tax laws and local state tax laws. The Company’s income and that of its related entities must be computed in accordance with Chinese and foreign tax laws, as applicable, and all of which may be changed in a manner that could adversely affect the amount of distributions to shareholders. There can be no assurance that Income Tax Laws of PRC will not be changed in a manner that adversely affects shareholders. In particular, any such change could increase the amount of tax payable by the Company, reducing the amount available to pay dividends to the holders of the Company’s ordinary shares.
Earnings Per Share
Earnings (loss) per share is calculated in accordance with ASC 260 Earnings per Share. Basic earnings (loss) per share is computed by dividing the net income (loss) attributable to shareholders of the Company by the weighted average number of ordinary shares outstanding during the year. Diluted earnings per share is computed in accordance with the treasury stock method and based on the weighted average number of ordinary shares and dilutive ordinary share equivalents. Dilutive ordinary share equivalents are excluded from the computation of diluted earnings per share if their effects would be anti-dilutive. There were no dilutive ordinary share equivalents outstanding during the six months ended June 30, 2023 and 2022.
The Company did not use the two-class method to compute net income per ordinary share, because it did not have other issued securities other than ordinary shares. Class A and Class B shares are both ordinary shares, and per Article 6 in Memorandum and Articles of Association (amended and restated), they have the same rights, preferences, privileges, and restrictions, except for voting and conversion rights.
F-11
Comprehensive income/(loss)
Comprehensive income/(loss) is defined as the changes in shareholders’ equity during a period arising from transactions and other events and circumstances excluding transactions resulting from investments by shareholders and distributions to shareholders. Comprehensive income or loss is reported in the consolidated statements of comprehensive income/(loss). Accumulated other comprehensive income/(loss), as presented on the accompanying consolidated balance sheets, consists of accumulated foreign currency translation adjustments.
Certain Risks and Concentration
Exchange Rate Risks
The Company operates in PRC, which may give rise to significant foreign currency risks mainly from fluctuations and the degree of volatility of foreign exchange rates between the USD and the RMB.
Currency Convertibility Risks
Substantially all of the Company’s operating activities are transacted in RMB, which is not freely convertible into foreign currencies. All foreign exchange transactions take place either through the People’s Bank of China or other banks authorized to buy and sell foreign currencies at the exchange rates quoted by the People’s Bank of China. Approval of foreign currency payments by the People’s Bank of China or other regulatory institutions requires submitting a payment application form together with other information such as suppliers’ invoices, shipping documents and signed contracts.
Concentration of Credit Risks
Financial instruments that potentially subject the Company to concentration of credit risks consist primarily of cash and cash equivalents, restricted cash, notes receivable. The Company places its cash and cash equivalents, restricted cash, and note receivable in good credit quality financial institutions in Hong Kong and PRC. Concentration of credit risks with respect to accounts receivables is linked to the concentration of revenue. To manage credit risk, the Company performs ongoing credit evaluations of customers’ financial condition.
Interest Rate Risks
The Company is subject to interest rate risk. The Company has bank interest bearing loans charged at variable interest rates. And although some bank interest bearing loans are charged at fixed interest rates within the reporting period, the Company is still subject to the risk of adverse changes in the interest rates charged by the banks when these loans are refinanced.
Risks and Uncertainties
The operations of the Company are located in the PRC. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by political, economic, and legal environments in the PRC, as well as by the general state of the PRC economy. The Company’s results may be adversely affected by changes in the political, regulatory and social conditions in the PRC. Although the Company has not experienced losses from these situations and believes that it is in compliance with existing laws and regulations including its organization and structure disclosed in Note1, this may not be indicative of future results.
Liquidity Risks
Our primary sources of liquidity consist of existing cash balances, cash flows from our operating activities and availability under our revolving credit facility. Our ability to generate sufficient cash flows from our operating activities is primarily dependent on our sales of converters and power generating products to our customers at margins sufficient to cover fixed and variable expenses.
As of June 30, 2023 and December 31, 2022, we
had cash and cash equivalents of $
F-12
Recent Accounting Pronouncements
The Company considers the applicability and impact of all accounting standards updates (“ASU”). Management periodically reviews new accounting standards that are issued.
Recently Issued Accounting Standards
In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326). The amendments in this update are related to the following two issues:
| - | Issue 1: Troubled Debt Restructurings (“TDRs”) by Creditors |
The amendments in this Update eliminate the accounting guidance for TDRs by creditors in Subtopic 310-40,
Receivables—Troubled Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Specifically, rather than applying the recognition and measurement guidance for TDRs, an entity must apply the loan refinancing and restructuring guidance in paragraphs 310-20-35-9 through 35-11 to determine whether a modification results in a new loan or a continuation of an existing loan.
| - | Issue 2: Vintage Disclosures—Gross Writeoffs |
For public business entities, the amendments in this Update require that an entity disclose current-period gross writeoffs by year of origination for financing receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments—Credit Losses—Measured at Amortized Cost.
For entities that have adopted the amendments in Update 2016-13, the amendments in this Update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. For entities that have not yet adopted the amendments in Update 2016-13, the effective dates for the amendments in this Update are the same as the effective dates in Update 2016-13.
The Company does not expect the adoption to have a material impact on its consolidated financial statements.
Other accounting standards that have been issued by the FASB or other standards-setting bodies are not expected to have a material effect on the Company’s financial position, result of operations or cash flows.
Reclassification of Prior Period Presentation
Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations.
NOTE 3 – ACCOUNTS RECEIVABLE
| June 30, 2023 | December 31, 2022 | |||||||
| Accounts receivable | $ | $ | ||||||
| Less: allowance for doubtful accounts | ( | ) | ( | ) | ||||
| Accounts receivable, net | $ | $ | ||||||
The average accounts receivable turnover period
was approximately
| June 30, 2023 | December 31, 2022 | |||||||
| Beginning balance | $ | ( | ) | $ | ( | ) | ||
| Exchange difference | ||||||||
| Ending balance | $ | ( | ) | $ | ( | ) | ||
There was no bad debt expense recorded by the Company during the fiscal periods ended June 30, 2023 and December 31, 2022.
F-13
NOTE 4 – INVENTORIES
| June 30, 2023 | December 31, 2022 | |||||||
| Raw materials | $ | $ | ||||||
| Work in process | ||||||||
| Finished goods | ||||||||
| Inventory valuation allowance | ( | ) | ( | ) | ||||
| Total | $ | $ | ||||||
The inventory valuation allowance recognized for
the fiscal periods ended June 30, 2023 and December 31, 2022 was $
NOTE 5 – ADVANCES TO SUPPLIERS AND OTHER
| June 30, 2023 | December 31, 2022 | |||||||
| Advance to suppliers | $ | $ | ||||||
| Advance payment for potential factory lease and land purchase | ||||||||
| Total | ||||||||
As of June 30, 2023, there was an advance payment
in the amount of $
As of December 31, 2022, there was $
NOTE 6 – PROPERTY, PLANT AND EQUIPMENT
| June 30, 2023 | December 31, 2022 | |||||||
| Machinery and equipment | $ | $ | ||||||
| Transportation vehicles | ||||||||
| Electronic devices | ||||||||
| Office furniture and equipment | ||||||||
| Leasehold improvements | ||||||||
| Building | ||||||||
| Total property plant and equipment, at cost | ||||||||
| Less: accumulated depreciation | ||||||||
| Property, plant and equipment, net | $ | $ | ||||||
As of June 30, 2023 and December 31, 2022, the Company had no impaired or pledged property and equipment.
Additions to property and equipment for the fiscal
periods ended June 30, 2023 and December 31, 2022 were $
Depreciation expenses were $
There were depreciation expenses included in cost of sales during the six months ended June 30, 2023 and 2022.
F-14
NOTE 7 – INTANGIBLE ASSETS
| June 30, 2023 | December 31, 2022 | |||||||
| Intangible assets | ||||||||
| Cost | $ | $ | ||||||
| Accumulated amortization | ( | ) | ( | ) | ||||
| Additions, at cost | ||||||||
| Amortization current period | ( | ) | ( | ) | ||||
| Intangible assets, net | $ | $ | ||||||
The intangible assets represent the ERAYAK trademark and the Company’s purchase of patents related to new technologies to produce inverters.
There were no disposals for the fiscal periods ended June 30, 2023 and December 31, 2022.
During the periods of June 30, 2023 and December 31, 2022, the Company had no impaired or pledged intangibles.
| Year | Amortization | Net carrying value | ||||||
| 2024 | $ | $ | ||||||
| 2025 | ||||||||
| 2026 | ||||||||
| 2027 | ||||||||
| 2028 | ||||||||
NOTE 8 – LEASE
The Company has one related party lease for the
land where it operates with no option to renew, and the Company’s lease agreements do not contain any material residual value guarantees
or material restrictive covenants. After paid part of the
The ending balances of right of use assets were $
NOTE 9 – OTHER NON-CURRENT ASSETS
As of June 30, 2023, other non-current assets
included a three-year fixed deposit in the amount of RMB
NOTE 10 – SHORT-TERM BORROWINGS
| As of | ||||||||
| June 30, 2023 | December 31, 2022 | |||||||
| Short-term borrowings from financial institutions | $ | $ | ||||||
| Government loan | ||||||||
| Total | $ | $ | ||||||
F-15
| Bank Name | Amount – RMB | Amount – USD | Issuance Date | Expiration Date | Interest | |||||||||||
| Minsheng Bank | $ | % | ||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Total | RMB | $ | ||||||||||||||
Short-term borrowings from financial institutions consisted of the following at December 31, 2022:
| Bank Name | Amount – RMB | Amount – USD | Issuance Date | Expiration Date | Interest | |||||||||||
| Longwan Rural Commercial Bank | % | |||||||||||||||
| Longwan Rural Commercial Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Total | RMB | $ | ||||||||||||||
The Company’s short-term bank borrowings
are guaranteed by the Company’s major shareholders, their immediate family members, and related companies. For the fiscal periods
ended June 30, 2023 and 2022, interest expenses on short-term borrowings from financial institutions amounted to $
For the six months ended June 30, 2023 and 2022,
the imputed interest expense recorded by the Company on the government loan was $
NOTE 11 – LONG-TERM LOANS
| Description | Amount – RMB | Amount – USD | Issuance Date | Expiration Date | Interest | |||||||||||
| WeBank Shenzhen | $ | % | ||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| Longwan Rural Commercial Bank | % | |||||||||||||||
| Longwan Rural Commercial Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Subtotal | ||||||||||||||||
| Current portion of long-term loans | ( | ) | ( | ) | ||||||||||||
| Total | RMB | $ | ||||||||||||||
F-16
| Description | Amount – RMB | Amount – USD | Issuance Date | Expiration Date | Interest | |||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| WeBank Shenzhen | % | |||||||||||||||
| Minsheng Bank | % | |||||||||||||||
| Subtotal | ||||||||||||||||
| Current portion of long-term loans | ( | ) | ( | ) | ||||||||||||
| Total | RMB | $ | ||||||||||||||
As of June 30, 2023 and December 31, 2022, the long-term loans from Minsheng Bank were secured by the leased property from Ailefu, which is disclosed in Note 8 - Lease.
For the six months ended June 30, 2023 and 2022,
interest expenses on long-term loans amounted to $
NOTE 12 – SALES
| 2023 | 2022 | |||||||
| Inverters | $ | $ | ||||||
| Chargers | ||||||||
| Gasoline generators | ||||||||
| Power bank | ||||||||
| Other products | ||||||||
| Total | $ | $ | ||||||
There is no warranty, discount or return policy documented in the sales agreements.
NOTE 13 – GENERAL AND ADMINISTRATIVE EXPENSES
| 2023 | 2022 | |||||||
| Employee compensation and benefits | $ | $ | ||||||
| Travel and communication expenses | ||||||||
| Rent and utilities | ||||||||
| Consulting fees | ||||||||
| Insurance | ||||||||
| Depreciation and amortization expenses | ||||||||
| Sales tax | ||||||||
| Entertainment | ||||||||
| Office and miscellaneous | ||||||||
| Total | $ | $ | ||||||
NOTE 14 – SELLING AND MARKETING EXPENSES
| 2023 | 2022 | |||||||
| Employee compensation and benefits | $ | $ | ||||||
| Travel and promotion | ||||||||
| Transportation | ||||||||
| Insurance | ||||||||
| Consulting fee | ||||||||
| Inspection and certification fees | ||||||||
| Entertainment | ||||||||
| Office and miscellaneous | ||||||||
| Total | $ | $ | ||||||
F-17
NOTE 15 – RESEARCH AND DEVELOPMENT EXPENSES
| 2023 | 2022 | |||||||
| Salaries | $ | $ | ||||||
| Contract services and supplies | ||||||||
| Utility | ||||||||
| Design cost | ||||||||
| Depreciation | ||||||||
| Other | ||||||||
| Total | $ | $ | ||||||
NOTE 16 – INTEREST EXPENSES, NET
| 2023 | 2022 | |||||||
| Interest expense | $ | ( | ) | $ | ( | ) | ||
| Interest income | ||||||||
| Total interest expense, net | $ | ( | ) | $ | ( | ) | ||
NOTE 17 – RENTAL INCOME, NET
| 2023 | 2022 | |||||||
| Rental income | $ | $ | ||||||
| Rental expense | ( | ) | ( | ) | ||||
| Total rental income, net | $ | $ | ||||||
NOTE 18 – OTHER INCOME, NET
| 2023 | 2022 | |||||||
| Government grant | $ | $ | ||||||
| Loss on asset disposal | ( | ) | ||||||
| Exchange gains (losses) | ( | ) | ||||||
| Bank charges | ( | ) | ( | ) | ||||
| Miscellaneous income | ||||||||
| Miscellaneous expenses | ( | ) | ( | ) | ||||
| Total other income (expenses), net | $ | $ | ||||||
F-18
NOTE 19 – CUSTOMER AND SUPPLIER CONCENTRATIONS
Significant customers and suppliers are those
that account for greater than
The Company sold a substantial portion of products
to one customer (
The Company sold a substantial portion of products
to two customers (
The loss of one significant customer or the failure to attract new customers could have a material adverse effect on our business, consolidated results of operations and financial condition.
For the six months ended June 30, 2023 and 2022, there was no significant concentration in suppliers for the Company’s raw material purchase.
The Company has numerous suppliers that could be substituted should any of the current suppliers become unavailable or non-competitive.
NOTE 20 – RELATED PARTY TRANSACTIONS
| Name | Relationship with the Company | |
| Wenzhou Ailefu Technology Co. Ltd. (“Ailefu”) | ||
| Hangzhou Xiangze Trading Co. Ltd. (“Xiangze”) | ||
| Wenzhou Weidi Technology Co. Ltd. (“Weidi”) | ||
| Shanghai Fushishenye Mechanical and Electrical Equipment Co. Ltd. (“Fushishenye”) | ||
| Ruian Xiaobai New Energy Automobile Rental Co. Ltd. (“Xiaobai”) | ||
| Chuanlong Lin | ||
| Shengling Xiang | ||
| Lingyi Kong | ||
| Chunhua Xiang |
F-19
2) Related party transactions
The Company leases offices and factory buildings from Ailefu. The nature of the lease is disclosed in Note 8 - Lease.
There were no transactions between the Company and Xiangze, the Company and Weidi, the Company and Fushishenye, and the Company and Xiaobai during the six months ended June 30, 2023 and 2022. As of June 30, 2023 and December 31, 2022, the Company had no outstanding balances from these entities.
Chuanlong Lin periodically provides working capital to support the Company’s operations when needed. Chuanlong Lin didn’t provide working capital during the six months ended June 30, 2023 and 2022. As of June 30, 2023 and December 31, 2022, the Company had no outstanding balance from this individual.
Shengling Xiang periodically provides working
capital to support the Company’s operations when needed. During the six months ended June 30, 2023 and 2022, Shengling Xiang provided
working capital of $
Lingyi Kong periodically provides working capital
to support the Company’s operations when needed. During the six months ended June 30, 2023 and 2022, Lingyi Kong provided working
capital of $
Chunhua Xiang periodically provides working capital
to support the Company’s operations when needed. During the six months ended June 30, 2023 and 2022, Chunhua Xiang provided working
capital of $
3) Related party balances
| Accounts | Name of related parties | June 30, 2023 | December 31, 2022 | |||||||
| Due from related party | Shengling Xiang | |||||||||
| Total due from related party | $ | |||||||||
| Due to related party | Lingyi Kong | ( | ) | ( | ) | |||||
| Shengling Xiang | ( | ) | ||||||||
| Chunhua Xiang | ( | ) | ||||||||
| Total due to related parties | $ | ( | ) | $ | ( | ) | ||||
NOTE 21 – SHAREHOLDERS’ EQUITY
Ordinary shares
The Company is authorized to issue
Holders of Class A Ordinary Shares and Class B Ordinary Shares shall at all times vote together as one class on all resolutions submitted to a vote by the Members. Each Class A Ordinary Share shall entitle the holder thereof to one (1) vote on all matters subject to vote at general meetings of the Company, and each Class B ordinary share shall entitle the holder thereof to twenty (20) votes on all matters subject to vote at general meetings of the Company. Each Class B Ordinary Share is convertible into one (1) Class A Ordinary Share at any time at the option of the holder thereof. In no event shall Class A Ordinary Shares be convertible into Class B Ordinary Shares. Save and except for voting rights and conversion rights, the Class A Ordinary Shares and the Class B Ordinary Shares shall rank pari passu with one another and shall have the same rights, preferences, privileges and restrictions.
F-20
Initial Public Offering
On December 14, 2022, the Company consummated
its initial public offering (“IPO”) of
Statutory Reserve
The Company’s PRC subsidiaries are required
to make appropriations to certain reserve funds, comprising the statutory surplus reserve and the discretionary surplus reserve, based
on after-tax net income determined in accordance with generally accepted accounting principles of the PRC (“PRC GAAP”). Appropriations
to the statutory surplus reserve are required to be at least
Under PRC laws and regulations, paid in capital, additional paid in capital, and statutory surplus reserves are restricted to set-off against losses, expansion of production and operation and increasing registered capital of the respective company and are not distributable other than upon liquidation. The reserves are not allowed to be transferred to the Company in terms of cash dividends, loans or advances, nor allowed for distribution except under liquidation.
NOTE 22 – INCOME TAXES
Enterprise Income Taxes (“EIT”)
Erayak Power Solution Group Inc. is incorporated in Cayman Island as an offshore holding company and is not subject to tax on income or capital gain under the laws of Cayman Island.
Erayak Power Solution Limited is incorporated in BVI as an offshore holding company and is not subject to tax on income or capital gain under the laws of BVI.
Erayak Power Solution Hong Kong Limited is established in Hong Kong
and is subject to statutory income tax rate at
Wenzhou Wenjie Technology Limited is established in PRC and is subject
to statutory income tax rate at
Zhejiang Leiya Electronics Limited and Wenzhou
New Focus Limited are the Company’s main operating subsidiaries in PRC. Zhejiang Leiya Electronics is a high technology company
and has applicable EIT rate of
The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of June 30, 2023, and December 31, 2022, the Company did not have any significant unrecognized uncertain tax positions. The Company did not incur any interest and penalties related to potential underpaid income tax expenses for the fiscal periods ended June 30, 2023 and December 31, 2022, respectively, and also does not anticipate any significant increases or decreases in unrecognized tax benefits in the next 12 months from December 31, 2022.
| 2023 | 2022 | |||||||
| Income before taxes excluded the amounts of loss incurring entities | $ | $ | ||||||
| PRC EIT tax rates | % | % | ||||||
| Tax at the PRC EIT tax rates | $ | |||||||
| Tax effect of R&D expenses deduction | ( | ) | ( | ) | ||||
| Tax effect of non-deductible expenses | ||||||||
| Tax effect of accumulated loss | ( | ) | ||||||
| Income tax expenses | $ | $ | ||||||
F-21
| 2023 | 2022 | |||||||
| Current income tax | $ | $ | ||||||
| Deferred income tax | ||||||||
| Total income tax expense | $ | $ | ||||||
| As of | ||||||||
| June 30, 2023 | December 31, 2022 | |||||||
| Deferred tax assets: | ||||||||
| Opening balance | ||||||||
| Effect of exchange rate | ( | ) | ( | ) | ||||
| Total | $ | $ | ||||||
There was no valuation allowance for the deferred tax assets as of June 30, 2023 and December 31, 2022. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical taxable income, projections for future taxable income over the periods in which the deferred tax assets are deductible, and the scheduled reversal of deferred tax liabilities, management believes it is more likely than not the company will realize the benefits of those deductible differences as of June 30, 2023 and December 31, 2022.
NOTE 23 – COMMITMENTS AND CONTINGENCIES
As of June 30, 2023 and December 31, 2022, the
Company had no material purchase commitments, and
From time to time, the Company is involved in various legal proceedings, claims and other disputes arising from commercial operations, employees, and other matters which, in general, are subject to uncertainties and in which the outcomes are not predictable. The Company determines whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. Although the Company can give no assurances about the resolution of pending claims, litigation or other disputes and the effect such outcomes may have on the Company, the Company believes that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided or covered by insurance, will not have a material adverse effect on our consolidated financial position or results of operations or liquidity. As of June 30, 2023 and December 31, 2022, Company had no pending legal proceedings outstanding.
NOTE 24 – SEGMENT REPORTING
ASC 280, “Segment Reporting”, establishes
standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure
as well as information about geographical areas, business segments and major customers in financial statements for details on the Company’s
business segments. The Company uses the “management approach” in determining reportable operating segments. The management
approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating
decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the chief
operating decision maker, reviews operation results as
F-22
| June 30, 2023 | ||||||||
| Top Five Markets: | Sales Amount (In USD) | As % of Sales | ||||||
| China | $ | % | ||||||
| Poland | % | |||||||
| Germany | % | |||||||
| U.K. | % | |||||||
| Mexico | % | |||||||
| June 30, 2022 | ||||||||
| Top Five Markets: | Sales Amount (In USD) | As % of Sales | ||||||
| China | $ | % | ||||||
| Germany | % | |||||||
| Poland | % | |||||||
| Canada | % | |||||||
| France | % | |||||||
NOTE 25 – FINANCIAL IMPACT OF COVID-19
In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China, which spreaded throughout China and other parts of the world, including the United States. On January 30, 2020, the World Health Organization declared the outbreak of the coronavirus disease (COVID-19) a “Public Health Emergency of International Concern,” and on March 11, 2020, the World Health Organization characterized the outbreak as a “pandemic.” Governments in affected countries were imposing travel bans, quarantines and other emergency public health measures, which had caused material disruption to businesses globally resulting in an economic slowdown.
As the PRC government announced optimization of COVID-19 rules in November 2022, many of the restrictive measures previously adopted by the PRC governments at various levels to control the spread of the COVID-19 virus have been revoked or replaced with more flexible measures. The financial impact of COVID-19 outbreak on the Company’s financial condition and results of operations is declining. However, for the full fiscal year of 2023, the Company is currently unable to quantify the expected impact of the COVID-19 pandemic on its future operations, financial condition, liquidity and results of operations.
NOTE 26 – SUBSEQUENT EVENTS
The Company has evaluated subsequent events through November XX, 2023. No other matters were identified affecting the accompanying financial statements or related disclosures.
F-23