6-K
Meiwu Technology Co Ltd (WNW)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
Form6-K
REPORTOF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDERTHE SECURITIES EXCHANGE ACT OF 1934
For the month of September 2021
Commission File Number: 001-39803
MeiwuTechnology Company Limited.
(Translation of registrant’s name into English)
B401, 4th Floor Building 12, Hangcheng Street,
Hourui No. 2 Industrial District,
Southern Section, Zhichuang Juzhen Double Creative Park,
Bao’an District, Shenzhen, People’s Republic of China
Telephone: +86-755-85255139
(Address of principal executive office)
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 ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
ExplanatoryNote
Meiwu Technology Company Limited, formerly known as Wunong Net Technology Company Limited, (the “Company”) is furnishing this report on Form 6-K to provide its interim financial statements for the six months ended June 30, 2021 and 2020.
INDEXTO EXHIBITS
| Exhibit | |
|---|---|
| Number | Exhibit Title |
| 99.1 | Operating Results for the Six Months<br> Ended June 30, 2021 and 2020 |
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.
| Meiwu Technology Company Limited. | ||
|---|---|---|
| By: | /s/ Xinliang Zhang | |
| Xinliang<br> Zhang | ||
| Chief<br> Executive Officer | ||
| Date:<br> September 3, 2021 |
Exhibit99.1
WunongNet Technology Co., Limited Unaudited Financial Results for the First Half Fiscal Year of 2021
FirstHalf Fiscal Year of 2021 Operating Highlights
| ● | Registered users of the Company’s online planform were 672,398 as of June 30, 2021, compared to 527,852 as of June 30, 2020. |
|---|---|
| ● | Average daily active users (“DAUs”) of the Company’s online platform decreased to approximately 894.98 from 1,094.95<br> in the same period of 2020. |
| ● | Number of merchants carried in the Company’s online platform were 417 as of June 30, 2021, compared to 269 as of June 30, 2020. |
| ● | Type of goods carried in the Company’s online platform were 3,607 as of June 30, 2021, compared to 998 as of June 30, 2020. |
FirstHalf Fiscal Year of 2021 Financial Highlights
| ● | Total revenues in the first half fiscal year of 2021 increased by 150.00% to US$7.50 million compared to US$3.00 million in the same<br> period of 2020. |
|---|---|
| ● | Net loss in the first half fiscal year of 2021 decreased by 6.87% to US$1.22 million from US$1.31 million in the same period of 2020. |
FirstHalf Fiscal Year of 2021 Key Operating Metrics
The Company monitors the following key metrics to evaluate the growth of its business, measure the effectiveness of its marketing efforts, identify trends affecting its business, and make strategic decisions.
Registeredusers of the Company’s online platform. The Company defines this metric as the total number of the registered users of the Company’s online platform as of the end of the period. As an online and mobile e-commerce business, the Company believes that this is a key operating metric for understanding the growth of its business. The Company views the number of registered users at the end of a given period as a key indicator of the attractiveness and usability of its online platform traffic. As of June 30, 2021, the registered users of Wunong Net’s online platform exceeded 672,398, as compared to 527,852 as of June 30, 2020. The Company believes that this increase in registered users demonstrates the success that convert the offline users to online users.
DailyActive Users (DAUs). The Company defines daily active users, or DAUs, as users who have logged in or accessed its online platform, whether on a mobile phone or tablet. The Company calculates DAUs using internal company data based on the activity of the user account and as adjusted to remove “duplicate” accounts. The DAU number is a metric that Wunong Net’s management uses to manage their operations. In particular, its management sets daily targets of DAUs and monitors the DAUs to see whether to make adjustments as to the promotional activities and advertising campaigns. For the six months ended June 30, 2021 and 2020, the average DAUs were 894.98 and 1,094.95, respectively.
Numberof merchants. The company defines this metric as the total number of the merchants which sell goods on Wunong Net’s online platform as of the end of the period. Merchants sell goods on Wunong Net’s online platform after passing the company’s review. Different businesses offer different products. The number of merchants were 417 as of June 30, 2021, compared to 269 as of June 30, 2020.
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Impactsof the COVID-19 Pandemic. During the first half fiscal year of 2021, the impact of the COVID-19 epidemic in China has been greatly reduced. Based on more than 100 local service centers cross 17 provinces in China, including Shanxi, Xinjiang, Gansu, Henan, Hebei, Sichuan, Hunan, Guangdong and Guangxi, the company started implementing the expansion plan of each regional market, developing local service centers in all regions reach more suppliers and promote the products offered by the company, creating a sustainable development momentum. The business of Wunong Net has not been adversely impacted by the COVID-19 pandemic, and the sales growth has been significantly accelerated. With the Company’s efforts in the marketing, the Company expects its sales performance to continue to grow rapidly.
FirstHalf Fiscal Year of 2021 Financial Results
Revenuesin the first half fiscal year of 2021 increased by 150.00% to US$7.50 million compared to US$3.00 million in the same period of 2020, which was mainly due to the increase in online retail revenues and offline revenue. Compared to the first half fiscal year of 2020, the online platform has more registered users and more transaction volume. The offline business started in the second half fiscal year of 2020 and continued in the fiscal year of 2021.
Totaloperating expenses in the first half fiscal year of 2021 increased by 54.21% to US$2.93 million from US$1.90 million in the same period of 2020.
| ● | Cost of revenues in the first half fiscal year of 2021 increased by 140.66% to US$5.80 million from US$2.41 million in the same period<br> of 2020, mainly due to the increase of online retail business and offline business. The growth trend of cost of revenues was close<br> to the increase of the revenues. |
|---|---|
| ● | Sales and marketing expenses in the first half fiscal year of 2021 increased by 34.21% to US$1.53 million from US$1.14 million in the<br> same period of 2020, mainly due to the increase in revenue leads to an increase in commission service fee. |
| ● | General and administrative expenses in the first half fiscal year of 2021 increased by 85.25% to US$1.13 million from US$0.61 million<br> in the same period of 2020, mainly due to the increase in employee salary, business entertainment as compared to the same period<br> of 2020. |
| ● | Research and development expenses in the first half fiscal year of 2021 increased by 80.00% to US$0.27 million from US$0.15 million in<br> the same period of 2020, mainly due to the salary and Software service fee increased in the first half fiscal year of 2021 compared<br> to the same period of 2020. |
GrossProfit in the first half fiscal year of 2021 was US$1.70 million, increasing by 193.10% from US$0.58 million in the same period of 2020. Gross margin in the first half fiscal year of 2021 was 22.65%, compared to 19.50% for the same period of 2020.
Netloss in the first half fiscal year of 2021 decreased by 6.87% to US$1.22 million from US$1.31 million in the same period of 2020. The net loss decreased mainly due to the increase in gross profit in the first half fiscal year of 2021 compared to the same period of 2020.
Basicand diluted loss per share in the first half fiscal year of 2021 was US$0.04, compared to US$0.06 in the same period of 2020.
Netcash used in operating activities in the first half fiscal year of 2021 was US$6.96 million, compared to US$1.11 million in the same period of 2020. In this first half year, we spent substantially on the continued expansion of the business. Further increase spending on marketing and development of online platform and Wunong Net App’s.
As of June 30, 2021, the Company had cash and cash equivalents of US$0.48 million, compared to US$7.03 million as of December 31, 2020.
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SafeHarbor Statement
Certain statements made herein are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, are: the ability to manage growth; ability to identify and integrate other future acquisitions; ability to obtain additional financing in the future to fund capital expenditures; fluctuations in general economic and business conditions; costs or other factors adversely affecting our profitability; litigation involving patents, intellectual property, and other matters; potential changes in the legislative and regulatory environment; a pandemic or epidemic. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in the Company’s filings with the Securities and Exchange Commission, which are available for review at www.sec.gov. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. Such information speaks only as of the date of this release.
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WUNONGNET TECHNOLOGY COMPANY LIMITEDCONDENSED CONSOLIDATED BALANCE SHEETS
| December<br> 31,<br> 2020 | June<br> 30,<br> 2021 | |||||
|---|---|---|---|---|---|---|
| (Unaudited) | ||||||
| ASSETS | ||||||
| Current<br> Assets: | ||||||
| Cash | $ | 7,027,964 | $ | 484,980 | ||
| Accounts<br> receivable | 439,910 | - | ||||
| Inventories,<br> net | 1,534,830 | 270,756 | ||||
| Advances<br> to suppliers, net | 715,582 | 843,092 | ||||
| Loan<br> receivable | 26,500,000 | 26,500,000 | ||||
| Other<br> current assets | 148,360 | 206,400 | ||||
| Total<br> Current Assets | 36,366,646 | 28,305,228 | ||||
| Property<br> and equipment, net | 300,966 | 310,848 | ||||
| Right<br> of use lease assets, net | 751,422 | 663,085 | ||||
| Security<br> deposit | 43,843 | 44,307 | ||||
| TOTAL<br> ASSETS | $ | 37,462,877 | $ | 29,323,468 | ||
| LIABILITIES<br> AND STOCKHOLDERS’ DEFICIT | ||||||
| Current<br> Liabilities: | ||||||
| Accounts<br> payable | $ | 5,687,926 | $ | 2,319,239 | ||
| Advances<br> from customers | 5,330,491 | 1,637,817 | ||||
| Current<br> portion of obligations under operating leases | 272,148 | 302,899 | ||||
| Accrued<br> expenses and other current liabilities | 1,697,291 | 1,555,584 | ||||
| Total<br> Current Liabilities | 12,987,856 | 5,815,539 | ||||
| Obligations<br> under Operating Leases, non-current | 545,879 | 409,285 | ||||
| Due<br> to Related Parties | 7,027,364 | 7,237,639 | ||||
| Total<br> non-current liabilities | 7,573,243 | 7,646,924 | ||||
| TOTAL<br> LIABILITIES | $ | 20,561,099 | $ | 13,462,463 | ||
| Commitment<br> and Contingencies | ||||||
| Stockholders’<br> Equity (Deficit) | ||||||
| Ordinary<br> Shares, no par value, unlimited shares authorized; 25,000,000 and 25,000,000 shares issued and outstanding as of June 30, 2021 and<br> December 31, 2020, respectively | $ | - | $ | - | ||
| Additional<br> paid-in capital | 21,977,682 | 21,977,682 | ||||
| Accumulated<br> deficit | (4,927,367 | ) | (6,144,631 | ) | ||
| Accumulated<br> other comprehensive (loss) income | (148,537 | ) | 27,954 | |||
| Total<br> Stockholders’ Equity (Deficit) | 16,901,778 | 15,861,005 | ||||
| TOTAL<br> LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 37,462,877 | $ | 29,323,468 |
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WUNONGNET TECHNOLOGY COMPANY LIMITEDUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)
| For<br> the Six Months Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2021 | |||||
| NET<br> REVENUE | $ | 2,990,267 | $ | 7,499,540 | ||
| COST<br> OF REVENUE | (2,407,192 | ) | (5,800,663 | ) | ||
| GROSS<br> PROFIT | 583,075 | 1,698,877 | ||||
| OPERATING<br> EXPENSES | ||||||
| Sales<br> and Marketing Expenses | (1,137,866 | ) | (1,528,278 | ) | ||
| General<br> and Administrative Expenses | (607,667 | ) | (1,126,347 | ) | ||
| Research<br> and Development Expenses | (153,816 | ) | (271,925 | ) | ||
| Total<br> operating expenses | (1,899,349 | ) | (2,926,550 | ) | ||
| LOSS<br> FROM OPERATIONS | (1,316,274 | ) | (1,227,673 | ) | ||
| Other<br> Income, net | 2,932 | 10,409 | ||||
| LOSS<br> BEFORE INCOME TAX | (1,313,342 | ) | (1,217,264 | ) | ||
| Provision<br> for Income Taxes | - | - | ||||
| NET<br> LOSS | (1,313,342 | ) | (1,217,264 | ) | ||
| OTHER<br> COMPREHENSIVE INCOME (LOSS) | ||||||
| Foreign<br> Currency Translation Adjustment | 30,307 | 176,491 | ||||
| TOTAL<br> COMPREHENSIVE LOSS | $ | (1,283,035 | ) | $ | (1,040,773 | ) |
| LOSS<br> PER SHARE – BASIC AND DILUTED | (0.06 | ) | (0.04 | ) | ||
| WEIGHTED<br> AVERAGE SHARES OUTSTANDING – BASIC AND DILUTED | 20,000,000 | 25,000,000 |
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WUNONGNET TECHNOLOGY COMPANY LIMITEDUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited)
| For<br> the Six Months Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2021 | |||||
| Cash flows from operating activities: | ||||||
| Net Loss | $ | (1,313,342 | ) | $ | (1,217,264 | ) |
| Adjustments to reconcile net income (loss)<br> to net cash from operating activities: | ||||||
| Depreciation and amortization | 156,550 | 191,011 | ||||
| Change in operating assets and liabilities: | ||||||
| Account receivable, net | - | 443,638 | ||||
| Prepaid Expenses | (13,928 | ) | - | |||
| Inventories, net | 175,667 | 1,277,648 | ||||
| Other Current Assets | (16,695 | ) | (42,506 | ) | ||
| Advances to Suppliers,<br> net | 18,478 | (119,677 | ) | |||
| Deferred Offering Costs | (5,030 | ) | - | |||
| Accounts Payable | (563,613 | ) | (3,421,749 | ) | ||
| Advances from Customers | 686,492 | (3,741,278 | ) | |||
| Tax Payable | (28,371 | ) | (56,589 | ) | ||
| Lease liability | (107,365 | ) | (114,268 | ) | ||
| Accrued<br> Expenses and Other Current Liabilities | (97,623 | ) | (159,353 | ) | ||
| Net cash used in operating activities | (1,108,780 | ) | (6,960,387 | ) | ||
| Cash flows from investing activities: | ||||||
| Short term investment | 71,084 | - | ||||
| Purchase<br> of property and equipment | (2,556 | ) | (58,850 | ) | ||
| Net cash provided by (used in) investing activities | 68,528 | (58,850 | ) | |||
| Cash flows from financing activities: | ||||||
| Note receivable | - | 280,147 | ||||
| Proceeds from related parties<br> loans | 627,675 | 53,692 | ||||
| IPO proceeds due to related<br> party | - | 81,851 | ||||
| Capital<br> contributions | 84,928 | - | ||||
| Net cash provided by financing activities | 712,603 | 415,690 | ||||
| Effect of changes of foreign exchange rate<br> on cash | (5,828 | ) | 60,563 | |||
| NET<br> INCREASE IN CASH | (333,477 | ) | (6,542,984 | ) | ||
| CASH, BEGINNING OF<br> THE PERIOD | 546,294 | 7,027,964 | ||||
| CASH , END OF THE PERIOD | 212,817 | 484,980 |
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