6-K
Wing Yip Food Holdings Group Ltd (WYHG)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TORULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2024
Commission File Number: 001-42407
Wing Yip Food Holdings Group Limited
No.9, Guanxian North Rd
Huangpu Town, Zhongshan City
Guangdong, China 528429
(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 ☐
INFORMATION CONTAINED IN THIS FORM 6-KREPORT
Financial Condition and Results of Operations
On December 4, 2024, Wing Yip Food Holdings Group Limited, a company with limited liability incorporated in Hong Kong (the “Company”), released its interim report, including the related unaudited and unreviewed consolidated financial statements of the Company, for the nine months ended September 30, 2024 (the “Interim Report”).
The Interim Report and accompanying consolidated interim financial statements are unreviewed and unaudited and have been prepared solely by the Company’s management pursuant to the rules and regulations of the U.S. Securities and Exchange Commission for interim financial reporting. Accordingly, these unaudited and unreviewed financial statements may not include all disclosures required by U.S. GAAP for interim financial statements.
EXHIBIT INDEX
| Exhibit No | Description |
|---|---|
| 99.1 | Interim report of the Company for the nine months ended September 30, 2024 |
1
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, thereunto duly authorized.
| WING YIP FOOD HOLDINGS GROUP LIMITED | |
|---|---|
| By: | /s/ Xiantao Wang |
| Xiantao Wang | |
| Director and Chairman of the Board |
Date: December 4, 2024
2
Exhibit 99.1
WING YIP FOOD HOLDINGS GROUP LIMITED AND ITSSUBSIDIARIESUNAUDITED CONSOLIDATED BALANCE SHEETS(Expressed in U.S. Dollars, except for the number of shares)
| As of <br> September 30, <br> 2024 | As of <br> December 31, <br> 2023 | |||||
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| CURRENT ASSETS: | ||||||
| Cash and cash equivalents | $ | 110,766,415 | $ | 90,963,594 | ||
| Restricted cash | 915,698 | — | ||||
| Accounts receivable, net | 9,914,196 | 7,347,892 | ||||
| Inventories | 5,856,493 | 6,576,151 | ||||
| Prepaid expenses and other current assets | 3,628,036 | 3,922,368 | ||||
| TOTAL CURRENT ASSETS | $ | 131,080,838 | $ | 108,810,005 | ||
| NON-CURRENT ASSETS: | ||||||
| Property, plant and equipment, net | $ | 67,700,083 | $ | 70,510,340 | ||
| Intangible assets, net | 51,064 | 56,069 | ||||
| Land-use rights, net | 636,685 | 650,187 | ||||
| Right-of-use assets | 204,439 | 215,392 | ||||
| Deferred offering costs | 1,070,608 | 605,866 | ||||
| Other non-current assets | 173,206 | 174,317 | ||||
| TOTAL NON-CURRENT ASSETS | $ | 69,836,085 | $ | 72,212,171 | ||
| TOTAL ASSETS | $ | 200,916,923 | $ | 181,022,176 | ||
| LIABILITIES | ||||||
| CURRENT LIABILITIES: | ||||||
| Short-term loans | $ | 5,557,456 | $ | 6,478,964 | ||
| Long-term loans | 2,164,201 | 781,701 | ||||
| Accounts payable | 15,003,376 | 7,786,391 | ||||
| Deferred income | 53,132 | 65,495 | ||||
| Accrued expenses and other payables | 2,240,720 | 3,433,862 | ||||
| Taxes payable | 2,517,577 | 857,512 | ||||
| Lease liabilities | 23,326 | 41,985 | ||||
| TOTAL CURRENT LIABILITIES | $ | 27,559,788 | $ | 19,445,910 | ||
| NON-CURRENT LIABILITIES: | ||||||
| Long-term loans | $ | 15,547,246 | $ | 16,726,570 | ||
| Lease liabilities | 169,032 | 212,615 | ||||
| Deferred tax liabilities | 1,601,179 | 1,580,428 | ||||
| TOTAL NON-CURRENT LIABILITIES | $ | 17,317,457 | $ | 18,519,613 | ||
| TOTAL LIABILITIES | $ | 44,877,245 | $ | 37,965,523 | ||
| COMMITMENTS AND CONTINGENCIES | — | — | ||||
| SHAREHOLDERS’ EQUITY | ||||||
| Ordinary shares (47,973,428 shares issued and outstanding as of September 30, 2024 and December 31, 2023) | $ | 37,370,297 | $ | 37,370,297 | ||
| Additional paid-in capital | — | — | ||||
| Statutory reserve | 10,435,949 | 10,435,949 | ||||
| Accumulated other comprehensive loss | (3,158,361 | ) | (5,119,036 | ) | ||
| Retained earnings | 111,391,793 | 100,369,443 | ||||
| TOTAL SHAREHOLDERS’ EQUITY | $ | 156,039,678 | $ | 143,056,653 | ||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 200,916,923 | $ | 181,022,176 |
F-1
WING YIP FOOD HOLDINGS GROUP LIMITED AND ITSSUBSIDIARIESUNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME(Expressed in U.S. Dollars, except for the number of shares)
| For the nine months ended <br> September 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Revenue | $ | 105,679,367 | $ | 98,568,069 | ||
| Cost of revenue | (72,031,579 | ) | (63,703,428 | ) | ||
| Gross profit | 33,647,788 | 34,864,641 | ||||
| Operating expenses: | ||||||
| Selling expenses | (14,967,668 | ) | (12,647,124 | ) | ||
| General and administrative expenses | (2,755,130 | ) | (3,121,788 | ) | ||
| Research and development expenses | (3,029,250 | ) | (2,692,314 | ) | ||
| Total operating expenses | (20,752,048 | ) | (18,461,226 | ) | ||
| Other income (expenses): | ||||||
| Interest income | 148,448 | 132,925 | ||||
| Interest expenses | (808,795 | ) | (716,982 | ) | ||
| Other income, net | 12,802 | 62,856 | ||||
| Other expense, net | (350,005 | ) | (2,091,124 | ) | ||
| Exchange gain (loss) | 9,844 | (29,757 | ) | |||
| Total other expenses, net | (987,706 | ) | (2,642,082 | ) | ||
| Income before income tax | 11,908,034 | 13,761,333 | ||||
| Income tax expenses | (885,684 | ) | (3,549,744 | ) | ||
| Net income | $ | 11,022,350 | $ | 10,211,589 | ||
| Other comprehensive income | ||||||
| Foreign currency translation adjustments, net of tax | (1,960,675 | ) | 7,629,392 | |||
| Comprehensive income | $ | 9,061,675 | $ | 17,840,981 | ||
| Earnings per share, basic and diluted | $ | 0.23 | $ | 0.21 | ||
| Weighted average number of shares | 47,973,428 | 47,973,428 |
F-2
WING YIP FOOD HOLDINGS GROUP LIMITED AND ITSSUBSIDIARIESUNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS(Expressed in U.S. Dollars, except for the number of shares)
| For the nine months ended <br> September 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Cash flows from operating activities: | ||||||
| Net income | $ | 11,022,350 | $ | 10,211,589 | ||
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||||||
| Depreciation of property, plant and equipment | 3,141,040 | 3,692,757 | ||||
| Property, plant and equipment written off | 268,313 | 2,020,780 | ||||
| Allowance for doubtful accounts | 3,691 | — | ||||
| Amortization of intangible assets | 6,751 | 4,717 | ||||
| Amortization of land use right | 20,598 | 21,076 | ||||
| Amortization of right-of-use asset | 19,314 | 173,316 | ||||
| Deferred income taxes | 20,751 | 1,820,936 | ||||
| Changes in operating assets and liabilities: | ||||||
| Accounts receivable | (2,569,995 | ) | (3,009,276 | ) | ||
| Inventories | 719,658 | 2,581,270 | ||||
| Prepaid expenses and other current assets | 294,336 | 3,469,653 | ||||
| Other non-current assets | 1,111 | 35,423 | ||||
| Accounts payable | 7,216,985 | (2,358,210 | ) | |||
| Deferred revenue | (12,363 | ) | (17,288 | ) | ||
| Taxes payable | 1,660,065 | (88,757 | ) | |||
| Lease liabilities | (62,242 | ) | (134,913 | ) | ||
| Accrued expenses and other payables | (1,193,142 | ) | (423,104 | ) | ||
| Net cash provided by operating activities | 20,557,221 | 17,999,969 | ||||
| Cash flows from investing activities: | ||||||
| Purchase of property, plant and equipment | (11,992 | ) | (4,649 | ) | ||
| Purchase of intangible assets | (570 | ) | — | |||
| Net cash used in investing activities | (12,562 | ) | (4,649 | ) | ||
| Cash flows from financing activities: | ||||||
| Proceeds from short-term loans | 5,842,453 | 6,304,825 | ||||
| Proceeds from long-term loans | 1,184,018 | 5,051,778 | ||||
| Repayment of short-term loans | (1,118,405 | ) | (233,004 | ) | ||
| Repayment of long-term loans | (6,839,945 | ) | (3,700,658 | ) | ||
| Deferred offering costs | (464,742 | ) | (248,753 | ) | ||
| Net cash (used in) provided by financing activities | (1,396,621 | ) | 7,174,188 | |||
| Effect of exchange rate changes on cash held in foreign currencies | 1,570,481 | (4,960,479 | ) | |||
| Net increase in cash | 20,718,519 | 20,209,029 | ||||
| Cash at beginning of the year | 90,963,594 | 67,393,694 | ||||
| Cash at end of the year | $ | 111,682,113 | $ | 87,602,723 | ||
| Supplemental disclosures of cash flows information: | ||||||
| Cash paid for income taxes | 3,598,713 | 2,437,472 | ||||
| Cash paid for interest expense | 752,805 | 663,978 | ||||
| Supplemental non-cash financing activity: | ||||||
| Lease liabilities arising from obtaining right-of-use assets | — | 7,977 |
F-3