VAI 8-K
Senmiao Technology Ltd (VAI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
| (Exact name of registrant as specified in its charter) |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
|
Sichuan, |
| |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including
area code:
| Not Applicable |
| (Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 2.02. Results of Operations and Financial Condition.
On February 14, 2023, Senmiao Technology Limited, a Nevada corporation, issued a press release announcing certain financial results for the fiscal quarter ended December 31, 2022. A copy of the press release is attached hereto as Exhibit 99.1.
This information under this Item 2.02 and the press release attached to this Form 8-K as Exhibit 99.1 shall be deemed to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 99.1 | Press Release dated February 14, 2023 | |
| 104 | Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL) |
SIGNATURE
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 hereunto duly authorized.
| Dated: February 14, 2023 | SENMIAO TECHNOLOGY LIMITED | |
| By: | /s/ Xi Wen | |
| Name: | Xi Wen | |
| Title: |
Chief Executive Officer (Principal Executive Officer) | |
Exhibit 99.1
Senmiao Technology Reports Fiscal 2023 Third Quarter Financial Results
CHENGDU, China, February 14, 2023 -- Senmiao Technology Limited (“Senmiao”) (Nasdaq: AIHS), a financing and servicing company focused on the online ride-hailing industry in China, as well as an operator of its own online ride-hailing platform, today announced financial results for the fiscal 2023 third quarter ended December 31, 2022.
Please note that the financial figures of Senmiao’s former variable interest entities (“VIEs”) Sichuan Senmiao Ronglian Technology Co., Ltd. (“Sichuan Senmiao”), Sichuan Jinkailong Automobile Leasing Co., Ltd. (”Jinkailong”) and Chengdu Youlu Technology Ltd. (”Youlu”) had no impact on Senmiao’s consolidated interim financial information for the three months ended December 31, 2022, as a result of deconsolidation of these former VIEs effective March 31, 2022. The financial results from these former VIEs were classified as discontinued operations in the comparative period in 2021, which were previously classified under Automobile Transaction and Related Services.
Fiscal 2023 Third Quarter Financial and Operating Highlights
| · | Total revenues of $1.74 million from continuing operations, compared to $1.66 million in the prior-year period, primarily as a result of increased operating lease revenues from automobile rentals, which was partially offset by decreased revenues from online ride-hailing platform services. | |
| · | From October 23, 2020, the date Senmiao launched its online ride-hailing platform, to December 31, 2022, approximately 27.4 million rides were completed (including orders completed on the platform operated by Senmiao and orders completed on partner platforms, such as Meituan, Xiehua and Anma) with fares paid by riders totaling $88.7 million. As of February 14, 2023, Senmiao operated in 26 cities in China, including three provincial capital cities. | |
| · | Loss from operations of $1.3 million, compared to loss of $2.5 million in the prior-year period, primarily due to the Company’s cost-cutting initiatives that directly resulted in significantly lower selling, general and administrative expenses. | |
| · | Net loss from continuing operations was $1.0 million, compared to net income of $0.3 million in the prior-year period, primarily as a result of a $3.6 million gain due to the change in fair value of derivative liabilities in the prior-year period. |
Management Commentary
Xi Wen, Chairman, Chief Executive Officer and President of Senmiao, stated, “During the first nine months of fiscal year 2023, we reported $6.3 million in revenues, more than doubling our top line from the prior-year period, achieving $1.0 million in gross profit, and significantly narrowing losses on the bottom line. We were pleased to have achieved slight revenue growth during the third quarter of fiscal year 2022, primarily driven by 53.0% growth in revenue from our automobile rental business. This was offset by lower revenue contributions from our online ride-hailing platform services business, which was significantly impacted by COVID-19 outbreaks in our key cities of Chengdu and Guangzhou, leading to fewer completed orders compared to the prior-year period. Since launching this business in October 2020, we have helped facilitate over 28.0 million rides in 26 cities as of the end of January 2023. As China’s public health situation improves and we continue to expand partner relationships, we believe we are well positioned to grow our automobile rental and online ride-hailing platform services businesses, which we expect will be our key growth drivers.”
Mr. Wen continued, “We have continued to establish strategic relationships with different partners for our online ride-hailing platform services business in cities where Senmiao operates across China, and we are pleased to report positive cash flow from our operating activities for the nine months ended December 31, 2022. Since January 2023, China has moved away from its zero COVID strategy, which we believe will have an overall favorable impact on our business in the near term.”
Financial Review
Revenues
Total revenues were $1.74 million for the fiscal third quarter ended December 31, 2022, compared to under $1.66 million in the prior-year period. The increase was mainly due to the $0.3 million increase in operating lease revenues from automobile rentals. This was partially offset by lower revenue contributions from online ride-hailing platform services.
During the fiscal third quarter ended December 31, 2022, the automobile rental business generated operating lease revenues of $0.8 million, compared to $0.5 million in the prior-year period, due to a significant increase in the number of automobiles leased. The online ride-hailing platform services business generated revenues of $0.8 million, compared to $1.0 million in the prior-year period. The decrease was primarily the result of fewer rides being completed due to COVID-19 outbreaks in Chengdu and Guangzhou, two of Senmiao’s key cities, during the fiscal third quarter ended December 31, 2022.
Cost of Revenues
Cost of revenues increased to $1.6 million for the fiscal third quarter ended December 31, 2022, compared to $1.5 million in the prior-year period, primarily due to a $0.1 million increase in cost of automobiles under operating leases as a result of business expansion.
Gross Profit
Gross profit remained flat at $0.2 million for the fiscal third quarter ended December 31, 2022, compared to gross profit of $0.2 million in the prior-year period.
Selling, General and Administrative Expenses
Selling, general and administrative expenses decreased 48.7% to $1.4 million for the fiscal third quarter ended December 31, 2022, from $2.7 million in the prior-year period. The decrease was mainly attributable to the Company’s implementation of initiatives to streamline expenses during the period, which resulted in a $0.8 million decrease in financial, legal and marketing consulting fees, a $0.3 million decrease in salary and employee benefit expenses, a $0.2 million decrease in advertising and promotion expenses for online ride-hailing platform services, and other expense reductions.
Net (Loss) Income from Continuing Operations
Net loss from Senmiao’s continuing operations for the fiscal third quarter ended December 31, 2022, was $1.0 million, compared to net income of $0.3 million in the prior-year period. This was primarily the result of a $3.6 million gain from change in fair value of derivative liabilities related to warrants issued in Senmiao’s historical offerings recognized in the prior-year period, compared to a gain of $0.03 million during the fiscal third quarter ended December 31, 2022.
(Loss) Earnings per Share
Loss per share for continuing operations for the fiscal third quarter ended December 31, 2022, was approximately $0.13 based on a weighted average number of basic and diluted common stock of 7.7 million, compared to earnings per share of approximately $0.03 based on a weighted average number of basic and diluted common stock of 5.9 million in the prior-year period.
Financial Position
As of December 31, 2022, Senmiao had cash and cash equivalents of $1.5 million, compared to $1.2 million as of March 31, 2022. Total stockholders’ equity was $5.7 million as of December 31, 2022, compared to $8.1 million as of March 31, 2022.
Additional information regarding Senmiao's results of operations for this quarterly period can be found in Senmiao’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2022, to be filed with the Securities and Exchange Commission on the date of this earnings release.
About Senmiao Technology Limited
Headquartered in Chengdu, Sichuan Province, Senmiao provides automobile transaction and related services including sales of automobiles, facilitation and services for automobile purchases and financing, management, operating leases, guarantees and other automobile transaction services, as well as operates its own ride-hailing platform aimed principally at the growing online ride-hailing market in Senmiao’s areas of operation in China. For more information about Senmiao, please visit: http://www.senmiaotech.com. Senmiao routinely provides important updates on its website.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These forward-looking statements (including those relating to the operation of Senmiao’s ride-hailing platform) are subject to significant risks, uncertainties and assumptions, including those detailed from time to time in the Senmiao’s filings with the SEC, and represent Senmiao’s views only as of the date they are made and should not be relied upon as representing Senmiao’s views as of any subsequent date. Senmiao undertakes no obligation to publicly revise any forward-looking statements to reflect changes in events or circumstances.
For more information, please contact:
At the Company:
Yiye Zhou
Email: [email protected]
Phone: +86 28 6155 4399
Investor Relations:
| The Equity Group Inc. | In China |
| Carolyne Sohn, Vice President | Lucy Ma, Associate |
| +1 408-538-4577 | +86 10 5661 7012 |
| [email protected] | [email protected] |
Alice Zhang, Associate
+1 212-836-9610
© 2023 Senmiao Technology Ltd. All rights reserved.
SENMIAO TECHNOLOGY LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Expressed in U.S. dollars, except for the number of shares)
| December 31, | March 31, | |||||||
| 2022 | 2022 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 1,537,609 | $ | 1,185,221 | ||||
| Accounts receivable, net, current portion | 204,763 | 418,022 | ||||||
| Accounts receivable, a related party | 9,816 | — | ||||||
| Inventories | — | 286,488 | ||||||
| Finance lease receivables, net, current portion | 170,337 | 314,264 | ||||||
| Prepayments, other receivables and other assets, net | 1,362,817 | 2,713,208 | ||||||
| Due from related parties, current portion, net | 659,299 | 682,335 | ||||||
| Total current assets | 3,944,641 | 5,599,538 | ||||||
| Property and equipment, net | 3,530,196 | 5,658,773 | ||||||
| Other assets | ||||||||
| Operating lease right-of-use assets, net | 174,262 | 109,621 | ||||||
| Operating lease right-of-use assets, net, related parties | 139,787 | 515,906 | ||||||
| Financing lease right-of-use assets, net | 690,365 | 305,933 | ||||||
| Intangible assets, net | 819,671 | 959,551 | ||||||
| Accounts receivable, net, noncurrent | — | 69 | ||||||
| Finance lease receivables, net, noncurrent | 50,205 | 92,980 | ||||||
| Due from a related party, noncurrent | 5,351,735 | 6,635,746 | ||||||
| Other non-current assets | 837,731 | — | ||||||
| Total other assets | 8,063,756 | 8,619,806 | ||||||
| Total assets | $ | 15,538,593 | $ | 19,878,117 | ||||
| LIABILITIES, MEZZANNIE EQUITY AND EQUITY | ||||||||
| Current liabilities | ||||||||
| Borrowings from a financial institution | $ | 22,857 | $ | 145,542 | ||||
| Accounts payable | 61,090 | 14,446 | ||||||
| Advances from customers | 120,871 | 120,629 | ||||||
| Accrued expenses and other liabilities | 2,715,209 | 2,444,367 | ||||||
| Due to related parties and affiliates | 117,237 | 11,682 | ||||||
| Operating lease liabilities | 104,075 | 50,177 | ||||||
| Operating lease liabilities - related parties | 163,558 | 330,781 | ||||||
| Financing lease liabilities | 402,526 | 304,557 | ||||||
| Derivative liabilities | 572,021 | 2,215,204 | ||||||
| Current liabilities - discontinued operations | 485,736 | 528,426 | ||||||
| Total current liabilities | 4,765,180 | 6,165,811 | ||||||
| Other liabilities | ||||||||
| Operating lease liabilities, non-current | 97,350 | 47,910 | ||||||
| Operating lease liabilities, non-current - related parties | 52,205 | 226,896 | ||||||
| Financing lease liabilities, non-current | 289,358 | 1,376 | ||||||
| Deferred tax liability | 42,746 | 46,386 | ||||||
| Total other liabilities | 481,659 | 322,568 | ||||||
| Total liabilities | 5,246,839 | 6,488,379 | ||||||
SENMIAO TECHNOLOGY LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)
(Expressed in U.S. dollars, except for the number of shares)
| December 31, | March 31, | |||||||
| 2022 | 2022 | |||||||
| (Unaudited) | ||||||||
| Commitments and contingencies | ||||||||
| Mezzanine Equity | ||||||||
| Series A convertible preferred stock (par value $1,000 per share, 5,000 shares authorized; 1,741 and 5,000 shares issued and outstanding at December 31, 2022 and March 31, 2022, respectively) | 285,802 | 820,799 | ||||||
| Stockholders’ equity | ||||||||
| Common stock (par value $0.0001 per share, 10,000,000 shares authorized; 7,693,040 and 6,186,783 shares issued and outstanding at December 31, 2022 and March 31, 2022, respectively) * | 782 | 630 | ||||||
| Additional paid-in capital | 43,339,412 | 42,803,033 | ||||||
| Accumulated deficit | (36,323,523 | ) | (34,601,545 | ) | ||||
| Accumulated other comprehensive loss | (1,327,692 | ) | (109,454 | ) | ||||
| Total Senmiao Technology Limited stockholders’ equity | 5,688,979 | 8,092,664 | ||||||
| Non-controlling interests | 4,316,973 | 4,476,275 | ||||||
| Total equity | 10,005,952 | 12,568,939 | ||||||
| Total liabilities, mezzanine equity and equity | $ | 15,538,593 | $ | 19,878,117 | ||||
*Giving retroactive effect to the 1-for-10 reverse stock split effected on April 6, 2022
SENMIAO TECHNOLOGY LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Expressed in U.S. dollars, except for the number of shares)
| For the Three Months Ended December 31, | For the Nine Months Ended December 31, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| Revenues | ||||||||||||||||
| Revenues | $ | 1,710,172 | $ | 1,660,119 | $ | 6,000,597 | $ | 3,152,592 | ||||||||
| Revenues, a related party | 30,748 | — | 323,321 | — | ||||||||||||
| Total revenues | 1,740,920 | 1,660,119 | 6,323,918 | 3,152,592 | ||||||||||||
| Cost of revenues | ||||||||||||||||
| Cost of revenues | (1,372,916 | ) | (1,457,589 | ) | (5,038,614 | ) | (5,378,411 | ) | ||||||||
| Cost of revenues, a related party | (185,254 | ) | — | (333,756 | ) | — | ||||||||||
| Total cost of revenues | (1,558,170 | ) | (1,457,589 | ) | (5,372,370 | ) | (5,378,411 | ) | ||||||||
| Gross profit (loss) | 182,750 | 202,530 | 951,548 | (2,225,819 | ) | |||||||||||
| Operating expenses | ||||||||||||||||
| Selling, general and administrative expenses | (1,385,580 | ) | (2,701,921 | ) | (4,832,658 | ) | (7,102,107 | ) | ||||||||
| Provision for doubtful accounts, net of recovery | (126,546 | ) | (6,926 | ) | (470,982 | ) | (125,709 | ) | ||||||||
| Impairments of inventories | — | — | (3,085 | ) | — | |||||||||||
| Impairments of long-lived assets and goodwill | — | (1,975 | ) | - | (142,516 | ) | ||||||||||
| Total operating expenses | (1,512,126 | ) | (2,710,822 | ) | (5,306,725 | ) | (7,370,332 | ) | ||||||||
| Loss from operations | (1,329,376 | ) | (2,508,292 | ) | (4,355,177 | ) | (9,596,151 | ) | ||||||||
| Other income (expense) | ||||||||||||||||
| Other income, net | 320,151 | 97,710 | 807,276 | 81,600 | ||||||||||||
| Interest expense | (6,975 | ) | — | (6,975 | ) | (5,872 | ) | |||||||||
| Interest expense on finance leases | (626 | ) | (13,612 | ) | (8,927 | ) | (44,369 | ) | ||||||||
| Change in fair value of derivative liabilities | 30,557 | 3,536,859 | 1,641,650 | 5,185,309 | ||||||||||||
| Issuance cost incurred for issuing series A convertible preferred stock | — | (821,892 | ) | — | (821,892 | ) | ||||||||||
| Total other income, net | 343,107 | 2,799,065 | 2,433,024 | 4,394,776 | ||||||||||||
| Income (loss) before income taxes | (986,269 | ) | 290,773 | (1,922,153 | ) | (5,201,375 | ) | |||||||||
| Income tax expense | — | (4,539 | ) | — | (4,550 | ) | ||||||||||
| Net income (loss) from continuing operations | (986,269 | ) | 286,234 | (1,922,153 | ) | (5,205,925 | ) | |||||||||
| Loss from discontinued operations, net of applicable income taxes | — | (418,355 | ) | — | (2,418,757 | ) | ||||||||||
| Net loss | (986,269 | ) | (132,121 | ) | (1,922,153 | ) | (7,624,682 | ) | ||||||||
| Net loss attributable to non-controlling interests from continuing operations | 14,928 | 178,808 | 200,175 | 1,322,575 | ||||||||||||
| Net loss attributable to non-controlling interests from discontinued operations | — | 108,772 | — | 628,877 | ||||||||||||
| Net income (loss) attributable to the Company’s stockholders | $ | (971,341 | ) | $ | 155,459 | $ | (1,721,978 | ) | $ | (5,673,230 | ) | |||||
| Net loss | $ | (986,269 | ) | $ | (132,121 | ) | $ | (1,922,153 | ) | $ | (7,624,682 | ) | ||||
SENMIAO TECHNOLOGY LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (CONTINUED)
(Expressed in U.S. dollars, except for the number of shares)
| For
the Three Months Ended December 31, |
For
the Nine Months Ended December 31, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||
| Other comprehensive income (loss) | ||||||||||||
| Foreign currency translation adjustment | 328,208 | 70,638 | (1,177,365) | 48,458 | ||||||||
| Comprehensive loss | (658,061) | (61,483) | (3,099,518) | (7,576,224) | ||||||||
| less: Total comprehensive loss attributable to noncontrolling interests | (75,611) | (303,768) | (159,302) | (1,984,990) | ||||||||
| Total comprehensive income (loss) attributable to stockholders | $ | (582,450) | $ | 242,285 | $ | (2,940,216) | $ | (5,591,234) | ||||
| Weighted average number of common stock | ||||||||||||
| Basic and diluted* | 7,689,406 | 5,922,655 | 7,016,860 | 5,579,271 | ||||||||
| Earnings (loss) per share - basic and diluted* | ||||||||||||
| Continuing operations | $ | (0.13) | $ | 0.08 | $ | (0.25) | $ | (0.70) | ||||
| Discontinued operations | — | (0.05) | — | (0.32) | ||||||||
| Total earnings (loss) per share - basic and diluted* | $ | (0.13) | $ | 0.03 | $ | (0.25) | $ | (1.02) | ||||
*Giving retroactive effect to the 1-for-10 reverse stock split effected on April 6, 2022
SENMIAO TECHNOLOGY LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in U.S. dollars, except for the number of shares)
| For the Nine Months Ended December 31, | ||||||||
| 2022 | 2021 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Cash Flows from Operating Activities: | ||||||||
| Net loss | $ | (1,922,153 | ) | $ | (7,624,682 | ) | ||
| Net loss from discontinued operations | — | (2,418,757 | ) | |||||
| Net loss from continuing operations | (1,922,153 | ) | (5,205,925 | ) | ||||
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||||
| Depreciation and amortization of property and equipment | 873,480 | 704,741 | ||||||
| Stock compensation expense | — | 653,000 | ||||||
| Issuance costs for series A convertible preferred stock | — | 821,892 | ||||||
| Amortization of right-of-use assets | 579,209 | 635,036 | ||||||
| Amortization of intangible assets | 128,538 | 104,829 | ||||||
| Provision for doubtful accounts, net of recovery | 470,982 | 125,709 | ||||||
| Impairments of inventories | 3,085 | — | ||||||
| Impairments of long-lived assets | — | 142,516 | ||||||
| Gain on disposal of long-lived assets | (596,564 | ) | — | |||||
| Change in fair value of derivative liabilities | (1,641,650 | ) | (5,185,309 | ) | ||||
| Change in operating assets and liabilities | ||||||||
| Accounts receivable | 177,273 | 8,693 | ||||||
| Accounts receivable, a related party | (9,876 | ) | — | |||||
| Inventories | 322,689 | (93,172 | ) | |||||
| Prepayments, other receivables and other assets | 1,115,661 | 683,439 | ||||||
| Finance lease receivables | 187,695 | 556,021 | ||||||
| Accounts payable | 48,108 | 76,877 | ||||||
| Advances from customers | 10,048 | (1,812 | ) | |||||
| Accrued expenses and other liabilities | 639,657 | (664,848 | ) | |||||
| Operating lease liabilities | (37,872 | ) | (113,238 | ) | ||||
| Operating lease liabilities - related parties | (99,023 | ) | (124,143 | ) | ||||
| Net cash provided by (used in) operating activities from continuing operations | 249,287 | (6,875,694 | ) | |||||
| Net cash provided by operating activities from discontinued operations | — | 416,522 | ||||||
| Net Cash Provided by (Used in) Operating Activities | 249,287 | (6,459,172 | ) | |||||
| Cash Flows from Investing Activities: | ||||||||
| Purchases of property and equipment | (1,213,996 | ) | (3,484,051 | ) | ||||
| Cash proceed from disposal of long-lived assets | 1,527,550 | — | ||||||
| Purchases of intangible assets | (26,408 | ) | (76,637 | ) | ||||
| Net cash provided by (used in) investing activities from continuing operations | 287,146 | (3,560,688 | ) | |||||
| Net cash provided by investing activities from discontinued operations | — | 22,586 | ||||||
| Net Cash Provided by (Used in) Investing Activities | 287,146 | (3,538,102 | ) | |||||
SENMIAO TECHNOLOGY LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(Expressed in U.S. dollars, except for the number of shares)
| For the Nine Months Ended December 31, | ||||||||
| 2022 | 2021 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Cash Flows from Financing Activities: | ||||||||
| Net proceeds from issuance of common stock in a registered direct offering | — | 5,771,053 | ||||||
| Net proceeds from issuance of common stock upon warrants exercised | — | 22,015 | ||||||
| Net proceeds from issuance of series A convertible preferred stock and warrants in a private placement offering | — | 4,369,937 | ||||||
| Borrowings from a financial institution | — | 534,112 | ||||||
| Loan to related parties | — | (232,751 | ) | |||||
| Repayment from related parties and affiliates | 359,383 | 15,546 | ||||||
| Repayments of current borrowings from financial institutions | (111,615 | ) | (529,226 | ) | ||||
| Principal payments of finance lease liabilities | (349,140 | ) | (333,480 | ) | ||||
| Net cash provided by (used in) financing activities from continuing operations | (101,372 | ) | 9,617,206 | |||||
| Net cash used in financing activities from discontinued operations | — | (1,439,919 | ) | |||||
| Net Cash Provided by (Used in) Financing Activities | (101,372 | ) | 8,177,287 | |||||
| Effect of exchange rate changes on cash and cash equivalents | (82,673 | ) | 173,623 | |||||
| Net increase (decrease) in cash and cash equivalents | 352,388 | (1,646,364 | ) | |||||
| Cash and cash equivalents, beginning of the period | 1,185,221 | 4,448,075 | ||||||
| Cash and cash equivalents, end of the period | 1,537,609 | 2,801,711 | ||||||
| Less: Cash and cash equivalents from discontinued operations | — | 833,060 | ||||||
| Cash and cash equivalents from continuing operations, end of period | $ | 1,537,609 | $ | 1,968,651 | ||||
| Supplemental Cash Flow Information | ||||||||
| Cash paid for interest expense | $ | 6,975 | $ | 44,123 | ||||
| Non-cash Transaction in Investing and Financing Activities | ||||||||
| Recognition of right-of-use assets and lease liabilities | $ | 917,786 | $ | 196,671 | ||||
| Recognition of right-of-use assets and lease liabilities, related parties | $ | 118,030 | $ | 180,973 | ||||
| Termination of right-of use assets and lease liabilities | 54,546 | — | ||||||
| Termination of right-of use assets and lease liabilities, related parties | 252,939 | — | ||||||
| Cashless exercise of November 2021 Investor warrants into common stock | $ | 1,533 | $ | — | ||||
| Allocation of fair value of derivative liabilities for issuance of common stock | $ | — | $ | 7,933,434 | ||||
| Allocation of fair value of derivative liabilities to additional paid in capital upon warrants exercised | $ | — | $ | 45,674 | ||||
| Acquisition of XXTX’S minority interest with issuance of common stock at fair value | $ | — | $ | 1,972,717 | ||||