UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 20202021

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

COMMISSION FILE NUMBER 000-54701

YEW BIO-PHARM GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada26-1579105

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

9460 Telstar Avenue, Suite 6

El Monte, California91731

 (Address(Address of principal executive offices) (Zip Code)

(626)401-9588

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

Securities registered pursuant to Section 12(b) of the Act: None

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareYEWBOTC Markets Group

As of August 13, 2020,2021, there were 51,700,000 shares, $0.001 par value per share, of the registrant’s common stock outstanding.

 

 

YEW BIO-PHARM GROUP, INC.

FORM 10-Q

FOR THE THREE-MONTH PERIOD ENDED JUNE 30, 20202021

TABLE OF CONTENTS

Page

Number

PART I. FINANCIAL INFORMATION
ITEM 1.CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)1
CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 20202021 (UNAUDITED) AND DECEMBER 31, 201920201
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED) FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 20202021 AND 201920202
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30, 20202021 AND 201920203
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30, 20202021 AND 201920204
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS5
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS2521
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK3731
ITEM 4.CONTROLS AND PROCEDURES3731
PART II. OTHER INFORMATION
ITEM 1.LEGAL PROCEEDINGS3832
ITEM 1A.RISK FACTORS3832
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS3832
ITEM 3.DEFAULTS UPON SENIOR SECURITIES3832
ITEM 4.MINE SAFETY DISCLOSURES3832
ITEM 5.OTHER INFORMATION3832
ITEM 6.EXHIBITS3832

i

i

 

Forward-Looking Statements

This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are “forward-looking statements”, including, but not limited to, any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing.

Forward-looking statements may include the words “may,” “could,” “will,” “estimate,” “intend,” “continue,” “believe,” “expect” or “anticipate” or other similar words. These forward-looking statements present our estimates and assumptions only as of the date of this report. Except for our ongoing obligation to disclose material information as required by the federal securities laws, we do not intend, and undertake no obligation, to update any forward-looking statement.

Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties. Some of the key factors impacting these risks and uncertainties include, but are not limited to:

risks related to our ability to collect amounts owed to us by some of our largest customers;
our ability to continue to purchase yew cuttings from our various suppliers at relatively stable prices;
our dependence on a small number of customers for our yew raw materials, including a related party ;party;
our dependence on a small number of customers for our yew trees for reforestation;
our ability to market successfully yew raw materials used in the manufacture of traditional Chinese medicine (“TCM”);
industry-wide market factors and regulatory and other developments affecting our operations;
our ability to sustain revenues should the Chinese economy slow from its current rate of growth;
continued preferential tax treatment for the sale of yew trees and potted yew trees;
uncertainties about involvement of the Chinese government in business in the People’s Republic of China (the “PRC” or “China”) generally; and
any change in the rate of exchange of the Chinese Renminbi (“RMB”) to the U.S. dollar, which could affect currency translations of our results of operations, which are earned in RMB but reported in dollars;
industry-wide market factors and regulatory and other developments affecting our operations;
any impairment of any of our assets;
a slowdown in the Chinese economy; and
risks related to changes in accounting interpretations.

For a detailed description of these and other factors that could cause actual results to differ materially from those expressed in any forward-looking statement, please see the section entitled “Risk Factors”, beginning on page 13 of our Annual Report on Form 10-K for the year ended December 31, 20192020 filed with the Securities & Exchange Commission (“SEC”) on May 14, 2020.March 30, 2021.

ii

ii

 

PART I

FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

YEW BIO-PHARM GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 June 30, December 31,  June 30, December 31, 
 2020  2019  2021  2020 
 (Unaudited)    (UNAUDITED)   
ASSETS             
CURRENT ASSETS:             
Cash $1,668,509  $742,294  $166,931  $563,792 
Accounts receivable  4,168,478   7,692,613   2,704,268   217,689 
Accounts receivable - related parties, net  4,320,000   193,000   17,127,430   9,045,669 
Inventories, net  1,819,551   2,637,389   110,265   14,608 
Prepaid expenses - related parties  -   5,829 
Prepaid expenses and other assets  222,982   51,140 
VAT recoverable  751,865   349,096 
Other receivables  143,351   90,989 
VAT input credit  267,992   56,637 
                
Total Current Assets  12,951,385   11,671,361   20,520,237   9,989,384 
                
LONG-TERM ASSETS:                
Long-term inventories, net  1,160,306   1,579,615   586,584   784,784 
Property and equipment, net  492,517   474,903   528,052   516,921 
Intangible assets, net  30,404   32,325 
Land use rights and yew forest assets, net  40,170,425   40,048,696   40,829,373   41,952,483 
Long-term advances for yew forest assets  600,299   - 
Long-term advance for yew forest assets  358,042   15,415 
Long-term advance for yew forest assets - related parties  125,398   4,854,273 
Operating lease right-of-use assets  339,080   399,817   306,418   333,402 
                
Total Long-term Assets  42,793,031   42,535,356   42,733,867   48,457,278 
                
Total Assets $55,744,416  $54,206,717  $63,254,104  $58,446,662 
                
LIABILITIES AND SHAREHOLDERS’ EQUITY                
CURRENT LIABILITIES:                
Accounts payable for acquisition of yew forests and others $1,324,718  $920,459  $1,224,487  $423,881 
Accounts payable for acquisition of yew forests and others - related parties  420,103   16,629   757,623   - 
Advances from customers  407,208   50,071 
Advances from customers - related parties  110,349   - 
Accrued expenses and other payables  403,015   266,749   1,417,716   404,494 
Due to related parties  630,724   633,779   747,264   651,360 
Short-term borrowings  8,487,119   8,541,517   9,282,642   8,979,899 
Operating lease liabilities, current  59,799   52,104   67,058   65,476 
                
Total Current Liabilities  11,843,035   10,481,308   13,496,790   10,525,110 
                
NONCURRENT LIABILITIES:                
Taxes payable, noncurrent  1,088,194   1,088,194 
Long-term deferred income  1,119,142   892,375 
Taxes payable  -   973,647 
Deferred income, noncurrent  1,184,716   1,172,928 
Operating lease liabilities, noncurrent  296,940   351,145   254,537   292,409 
Total Noncurrent Liabilities  2,504,276   2,331,714   1,439,253   2,438,984 
                
Total Liabilities  14,347,311   12,813,022   14,936,043   12,964,094 
                
COMMITMENTS AND CONTINGENCIES          -   - 
                
SHAREHOLDERS’ EQUITY:                
Common Stock: $0.001 par value; 140,000,000 shares authorized; 51,700,000 shares issued and outstanding at June 30, 2020 and December 31, 2019  51,700   51,700 
Common Stock: $0.001 par value; 140,000,000 shares authorized; 51,700,000 shares issued and outstanding at June 30, 2021 and December 31, 2020  51,700   51,700 
Additional paid-in capital  9,648,014   9,819,828   9,644,731   9,644,731 
Retained earnings  30,839,702   29,950,723   33,788,966   31,415,605 
Statutory reserves  3,762,288   3,762,288   3,762,288   3,762,288 
Accumulated other comprehensive loss  (2,904,599)  (2,190,844)
Accumulated other comprehensive income  1,079,373   608,244 
                
Total Shareholders’ Equity  41,397,105   41,393,695 
Total Yew Bio-Pharm Group, Inc Shareholders’ Equity  48,327,058   45,482,568 
        
Noncontrolling interest  (8,997)  - 
        
Total Equity  48,318,061   45,482,568 
                
Total Liabilities and Shareholders’ Equity $55,744,416  $54,206,717  $63,254,104  $58,446,662 

SeeThe accompanying notes toare an integral part of these unaudited consolidated financial statements.statements

1

 


YEW BIO-PHARM GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

 2021  2020  2021  2020 
 For the Three Months Ended
June 30
  For the Six Months Ended
June 30
  

For the Three Months ended

June 30

 

For the Six Months ended

June 30

 
 2020  2019  2020  2019  2021  2020  2021  2020 
REVENUES:                         
Revenues $159,709  $9,782,457  $181,498  $9,815,938  $6,804,717  $159,709  $6,805,262  $181,498 
Revenues - related parties  9,402,448   2,782,765   11,409,841   14,263,288   8,038,852   9,402,448   16,775,621   11,409,841 
                                
Total Revenues  9,562,157   12,565,222   11,591,339   24,079,226   14,843,569   9,562,157   23,580,883   11,591,339 
                                
COST OF REVENUES:                                
Cost of revenues  341,204   9,829,839   382,570   9,856,507   6,932,631   341,204   6,945,631   382,570 
Cost of revenues - related parties  7,935,570   2,089,325   9,481,131   12,418,132   8,138,966   7,935,570   15,906,307   9,481,131 
                                
Total Cost of Revenues  8,276,774   11,919,164   9,863,701   22,274,639   15,071,597   8,276,774   22,851,938   9,863,701 
                                
GROSS PROFIT  1,285,383   646,058   1,727,638   1,804,587 
GROSS (LOSS) PROFIT  (228,028)  1,285,383   728,945   1,727,638 
                                
OPERATING EXPENSES:                                
Selling, general and administrative  235,417   218,433   516,944   513,404   208,285   235,417   482,058   516,944 
Bad debt expense  193,466   (708,576)  196,806   (390,292)
Bad debt (recovery) expense  (5,672)  193,466   (2,289,179)  196,806 
                                
Total Operating Expenses  428,883   (490,143)  713,750   123,112   202,613   428,883   (1,807,121)  713,750 
      -               -         
INCOME FROM OPERATIONS  856,500   1,136,201   1,013,888   1,681,475 
(LOSS) INCOME FROM OPERATIONS  (430,641)  856,500   2,536,066   1,013,888 
                                
OTHER INCOME (EXPENSES):                                
Interest expense  (123,617)  (93,035)  (235,594)  (181,744)  (135,637)  (123,617)  (263,464)  (235,594)
Other (expense) income  (73)  248,768   13,417   291,785 
Foreign currency transaction gains  4,757   174,370   97,268   73,436 
Other income  136,232   (73)  181,604   13,417 
Exchange gains  (115,692)  4,757   (87,978)  97,268 
                                
Total Other (Expense) Income  (118,933)  330,103   (124,909)  183,477 
Total Other Expenses  (115,097)  (118,933)  (169,838)  (124,909)
                                
INCOME BEFORE PROVISION FOR INCOME TAXES  737,567   1,466,304   888,979   1,864,952 
(LOSS) INCOME BEFORE PROVISION FOR INCOME TAXES  (545,738)  737,567   2,366,228   888,979 
PROVISION FOR INCOME TAXES  -   (29,881)  -   (51,487)  (1,859)  -   (1,859)  - 
NET INCOME $737,567  $1,436,423  $888,979  $1,813,465 
NET (LOSS) INCOME $(547,597) $737,567  $2,364,369  $888,979 
Less: Net (loss) attributable to noncontrolling interest  (2,820)  -   (8,992)  - 
NET (LOSS) INCOME ATTRIBUTABLE TO YEW BIO-PHARM GROUP, INC  (544,777)  737,567   2,373,361   888,979 
                                
COMPREHENSIVE INCOME (LOSS):                                
NET INCOME(LOSS) $737,567  $1,436,423  $888,979  $1,813,465 
NET (LOSS) INCOME $(547,597) $737,567  $2,364,369  $888,979 
OTHER COMPREHENSIVE INCOME (LOSS):                                
Foreign currency translation adjustment  102,289   (976,156)  (713,755)  48,728   723,236   102,289   471,124   (713,755)
                                
COMPREHENSIVE INCOME $839,856  $460,267  $175,224  $1,862,193 
COMPREHENSIVE INCOME (LOSS) $175,639  $839,856  $2,835,493  $175,224 
Less: comprehensive (loss) attributable to non-controlling interest  (401)  -   (5)  - 
COMPREHENSIVE INCOME ATTRIBUTABLE TO YEW BIO-PHARM GROUP, INC  178,058   839,856   2,844,480   175,224 
                                
NET INCOME PER COMMON SHARE:                
NET (LOSS) INCOME PER COMMON SHARE:                
Basic $0.01  $0.03  $0.02  $0.03  $(0.01) $0.01  $0.05  $0.02 
Diluted $0.01  $0.03  $0.02  $0.03  $(0.01) $0.01  $0.05  $0.02 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:                                
Basic  51,700,000   51,700,000   51,700,000   51,822,238   51,700,000   51,700,000   51,700,000   51,700,000 
Diluted  51,700,000   51,700,000   51,700,000   51,822,238   51,700,000   51,700,000   51,700,000   51,700,000 

SeeThe accompanying notes toare an integral part of these unaudited consolidated financial statements.statements

2

 


YEW BIO-PHARM GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 2021 2020 
 For the Six Months Ended
June 30,
  

For the Six Months ended

June 30,

 
 2020  2019  2021 2020 
CASH FLOWS FROM OPERATING ACTIVITIES:             
Net income $888,979  $1,813,465  $2,364,369  $888,979 
Adjustments to reconcile net income to net cash provided by operating activities:                
Bad debt expense (recovery)  196,806   (390,292)
Depreciation and amortization  14,820   30,239 
Other Income- DMSU  -   (241,404)
Inventory reserves  369,757   133,012 
Bad debt (recovery) expense  (2,289,179)  196,806 
Depreciation expense  32,104   14,820 
Loss on disposal of property and equipment  18,072   - 
Inventory reserve  (97,741)  369,757 
Amortization of land use rights and yew forest assets  1,271,620   791,954   1,384,847   1,273,541 
Amortization of intangible assets  1,921   - 
Sale of yew forest assets as inventory  4,330,465   3,814,313   7,754,557   4,330,465 
Changes in operating assets and liabilities:              
Accounts receivable  3,429,536   (9,696,019)  (2,483,797)  3,429,536 
Accounts receivable - related parties  (4,347,634)  (992,849)  (5,700,808)  (4,341,860)
Prepaid expenses and other current assets  (158,911)  (410,680)
Prepaid expenses - related parties  5,774   14,553 
Other current assets  (61,132)  (158,911)
Inventories  827,706   6,169,697   208,439   827,706 
Long-term advances for yew forest assets  (603,355)  - 
VAT recoverable  (409,926)  (188,275)
VAT input credit  (210,763)  (409,926)
Accounts payable  (42,751)  (179,578)  52,090   (42,751)
Accounts payable - related parties  (188,284)  -   -   (188,284)
Accrued expenses and other payables  138,844   244,372   36,833   138,844 
Advances from customers  359,687   - 
Advances from customers - related parties  110,910   2,776,697 
Advance from customer  -   359,687 
Advance from customer- related parties  -   110,910 
Due to related parties  28,280   (2,573)
Long-term deferred income  240,976   -   -   240,976 
Due to related parties  (2,573)  1,622 
                
NET CASH PROVIDED BY OPERATING ACTIVITIES  6,434,367   3,690,827   1,036,171   7,037,722 
                
CASH FLOWS FROM INVESTING ACTIVITIES:                
Prepayments made for purchase of yew forest assets  -   (7,665)  (342,435)  (603,355)
Prepayments made to related parties for purchase of yew forest assets  -   (132,667)
Purchase of property and equipment  (39,349)  (379)  (58,372)  (39,349)
Purchase of land use rights and yew forest assets  (5,427,104)  (6,296,954)
Purchase of yew forest assets  (1,313,702)  (5,427,104)
                
NET CASH USED IN INVESTING ACTIVITIES  (5,466,453)  (6,437,665)  (1,714,509)  (6,069,808)
                
CASH FLOWS FROM FINANCING ACTIVITIES:                
Proceeds from short-term borrowings  5,299,883   5,234,081   5,653,727   5,299,883 
Repayments of short-term borrowings  (5,229,963)  (2,850,000)  (5,378,538)  (5,229,963)
Proceeds from related parties  1,040   30,000   66,642   1,040 
                
NET CASH PROVIDED BY FINANCING ACTIVITIES  70,960   2,414,081   341,831   70,960 
                
EFFECT OF EXCHANGE RATE ON CASH  (112,659)  (32,476)  (60,354)  (112,659)
                
NET INCREASE (DECREASE) IN CASH  926,215   (365,233)
NET (DECREASE) INCREASE IN CASH  (396,861)  926,215 
                
CASH - Beginning of the year  742,294   521,670   563,792   742,294 
                
CASH - End of the year $1,668,509  $156,437  $166,931  $1,668,509 
                
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:                
Cash paid for:                
Interest $235,594  $159,559  $254,559  $235,594 
Income taxes $-  $136,034  $-  $- 
                
NON-CASH INVESTING AND FINANCING ACTIVITIES                
Operating expense paid by related party $853  $884  $-  $853 
Payable for acquisition of yew forests $-  $1,791,687 
Payable for acquisition of yew forests – related party $171,814  $- 
Payable for acquisition of yew forests- related party $-  $171,814 

SeeThe accompanying notes toare an integral part of these unaudited consolidated financial statements.statements

3

 


YEW BIO-PHARM GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(UNAUDITED)

  Number of Shares  Amount  paid-in Capital  Retained Earnings  Statutory Reserve  Comprehensive Income (Loss)  Shareholders’
Equity
  controlling interest  

Total

Equity

 
                         
  Common Stock,
Par Value $0.001
  Additional        Accumulated
Other
  Total  Non    
  Number of Shares  Amount  paid-in
Capital
  Retained Earnings  Statutory Reserve  Comprehensive Income (Loss)  Shareholders’
Equity
  controlling interest  

Total

Equity

 
                            
Balance, December 31, 2019  51,700,000  $51,700  $9,819,828  $29,950,723  $3,762,288  $(2,190,844) $41,393,695        -    - 
Net income      -   -   888,979   -   -   888,979   -   888,979 
                                     
Purchase of yew forest assets from entity under common control with price over carrying amount  -   -   (171,814)  -   -   -   (171,814)  -   - 
                                     
Foreign currency translation adjustment  

-

   -    -   -   -   (713,755)  (713,755)  -   (713,755)
                                     
Balance, June 30, 2020  51,700,000  $51,700  $9,648,014  $30,839,702  $3,762,288  $(2,904,599) $41,397,105   -   - 

  Common Stock,
Par Value $0.001
  Additional       Accumulated Other  Total  Non   
  Number of Shares  Amount  paid-in
Capital
 Retained Earnings  Statutory Reserve  Comprehensive Income  Shareholders’ Equity  controlling interest  Total Equity 
                           
Balance, December 31, 2020  51,700,000  $51,700  $ 9,644,731  $31,415,605   3,762,288  $608,244  $45,482,568   -    45,482,568 
Net income (loss)  -   -    -    2,373,361   -    -    2,373,361   (8,992)  2,364,369 
                                     
Foreign currency translation adjustment  -   -    -    -    -    471,129   471,129   (5)  471,124 
                                    
Balance, June 30, 2021  51,700,000  $51,700  $ 9,644,731  $33,788,966   3,762,288  $1,079,373  $48,327,058   (8,997)  48,318,061 

  Common Stock,
Par Value $0.001
  Additional        Accumulated
Other
  Total 
  Number of
Shares
  Amount  paid-in
Capital
  Retained
Earnings
  Statutory
Reserve
  Comprehensive
Income (Loss)
  Shareholders’
Equity
 
                      
Balance, December 31, 2018  52,075,000  $52,075  $9,953,494  $28,965,217  $3,762,288  $(1,646,035) $41,087,039 
Cancellation of common stocks  (375,000)  (375)  375   -   -   -   - 
                             
Net income  -   -   -   1,813,465   -       1,813,465 
                             
Purchase of yew forest assets from entity under common control with price over carrying amount  -   -   (272,881)  -   -   -   (272,881)
                             
Foreign currency translation adjustment  -   -   -   -   -   48,728   48,728 
                             
Balance, June 30, 2019  51,700,000  $51,700  $9,680,988  $30,778,682  $3,762,288  $(1,597,307) $42,676,351 

  Common Stock,
Par Value $0.001
  Additional        Accumulated
Other
  Total 
  Number of
Shares
  Amount  paid-in
Capital
  Retained
Earnings
  Statutory
Reserve
  Comprehensive
Income (Loss)
  Shareholders’
Equity
 
                      
Balance, December 31, 2019  51,700,000  $51,700  $9,819,828  $29,950,723  $3,762,288  $(2,190,844) $41,393,695 
                             
Net income  -   -   -   888,979   -   -   888,979 
                             
Purchase of yew forest assets from entity under common control with price over carrying amount  -   -   (171,814)  -   -   -   (171,814)
                             
Foreign currency translation adjustment  -   -   -   -   -   (713,755)  (713,755)
                             
Balance, June 30, 2020  51,700,000  $51,700  $9,648,014  $30,839,702  $3,762,288  $(2,904,599) $41,397,105 

SeeThe accompanying notes toare an integral part of these unaudited consolidated financial statements

4

 


YEW BIO-PHARM GROUP, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2020

NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted as permitted by rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated balance sheet as of December 31, 20192020 was derived from the audited consolidated financial statements of Yew Bio-Pharm Group, Inc. (individually “YBP” and collectively with its subsidiaries and operating variable interest entity, the “Company”). The accompanying unaudited interim consolidated financial statements should be read in conjunction with the summary of significant accounting policies and notes to consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2019.2020.

In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present a fair statement of the financial position as of June 30, 2020,2021, and the results of operations and cash flows for the six monthssix-month period ended June 30, 20202021 and 2019,2020, have been presented.

The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company continually evaluates its estimates, including those related to bad debts, inventories, income taxes, and the valuation of equity transactions. The Company bases its estimates on historical experience and on various other assumptions that it believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Any future changes to these estimates and assumptions could cause a material change to our reported amounts of revenues, expenses, assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions.

Certain amounts from prior period financial statements have been reclassified to conform to the current period presentation. This reclassification has resulted in no changes to the Company’s financial position or results of operations presented.

5

 


Details of the Company’s subsidiaries, variable interest entity (“VIE”) and VIE’s subsidiary are as follows:

SCHEDULE OF COMPANY'S SUBSIDIARIES AND VARIABLE INTEREST ENTITIES

Name Domicile and Date of Incorporation 

Registered

Capital

 

Effective

Ownership

  

Principal

Activities

Heilongjiang Jinshangjing Bio-Technology Development Co., Limited (“JSJ”) PRC October 29, 2009
 US$100,000  100% Holding company
Yew Bio-Pharm Holdings Limited (“Yew Bio-Pharm (HK)”) HongKong November 29, 2010
 HK$10,000  100% Holding company of JSJ
Harbin Yew Science and Technology Development Co., Ltd. (“HDS”) PRC August 22, 1996
 RMB45,000,000  Contractual arrangements  Sales of yew tree components for use in pharmaceutical industry; sales of yew tree seedlings; the manufacture of yew tree wood handicrafts; and the sales of candle, pine needle extract, yew essential oil soap, complex taxus cuspidate extract, and northeast yew extract
Harbin Yew Food Co., Ltd (“HYF”) PRC November 4, 2014
 RMB100,000  100%(1) Sales of wood ear mushroom drink
MC Commerce Holding Inc.(“MC”) State of California, United State June 8, 2016
    100%(2) Sales of yew oil candles and yew oil soaps
Harbin Jingchibai Bio-Technology Development Co., Limited (“JCB”) PRC March 18, 2020
 RMB1,000,000  51%(3) Sales of yew oil candles and yew oil soaps, no active operation since its incorporation
Yew (Guangzhou) Bio-Technology Co., Ltd (“YBT”) PRC December 24, 2020 RMB10,000,000  80% Cosmetic marketing and sales

Name

(1)
Domicile and Date of Incorporation

Registered

Capital

Effective

Ownership

Principal

Activities

Heilongjiang Jinshangjing Bio-Technology Development Co., Limited (“JSJ”)PRC
October 29, 2009
US$100,000100%Holding company
Yew Bio-Pharm Holdings Limited (“Yew Bio-Pharm (HK)”)Hong Kong
November 29, 2010
HK$10,000100%Holding company of JSJ
Harbin Yew Science and Technology Development Co., Ltd. (“HDS”)PRC
August 22, 1996
RMB45,000,000Contractual arrangementsSales of yew tree components for use in pharmaceutical industry; sales of yew tree seedlings; the manufacture of yew tree wood handicrafts; and the sales of candle, pine needle extract, yew essential oil soap, complex taxus cuspidate extract, and northeast yew extract
Harbin Yew Food Co., Ltd (“HYF”)PRC
November 4, 2014
RMB100,000100%(1)Sales of wood ear mushroom drink
MC Commerce Holding Inc. (“MC”)State of California,
United State
June 8, 2016
100%(2)Sales of yew oil candles and yew oil soaps
Harbin Jingchibai Bio-Technology Development Co., Limited (“JCB”)

PRC

March 18, 2020

RMB1,000,000

51%Sales of yew oil candles and yew oil soaps, no active operation since its incorporation

(1)Wholly-owned subsidiary of HDS

(2)51%51% owned by YBP and 49%49% owned by HDS
(3)JCB was cancelled of its registration on December 3, 2020

6

NOTE 2 - PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the financial statements of YBP, its subsidiaries and operating VIE and its subsidiary in which the Company is the primary beneficiary. All significant intercompany balances and transactions have been eliminated on consolidation. Certain reclassifications have been made to the consolidated financial statements for prior year to the current year’s presentation. Such reclassifications have no effect on net income as previously reported.

Pursuant to a restructuring plan intended to ensure compliance with applicable PRC laws and regulations (the “Second Restructure”), on November 5, 2010, JSJ entered into a series of contractual arrangements (the “Contractual Arrangements”) with HDS and/or Zhiguo Wang, his wife Guifang Qi and Xingming Han (collectively with Mr. Wang and Madame Qi, the ���HDS“HDS Shareholders”), as described below:

Exclusive Business Cooperation Agreement. Pursuant to the Exclusive Business Cooperation Agreement between JSJ and HDS (the “Business Cooperation Agreement”), JSJ has the exclusive right to provide to HDS general business operation services, including advice and strategic planning, as well as consulting services related to technology, research and development, human resources, marketing and other services deemed necessary (collectively, the “Services”). Under the Business Cooperation Agreement, JSJ has exclusive and proprietary rights and interests in all rights, ownership, interests and intellectual properties arising out of or created during the performance of the Business Cooperation Agreement, including but not limited to copyrights, patents, patent applications, software and trade secrets. HDS shall pay to JSJ a monthly consulting service fee (the “Service Fee”) in RMB that is equal to 100% of the monthly net income of HDS. Upon the prior written consent by JSJ, the rate of Service Fee may be adjusted pursuant to the operational needs of HDS. Within 30 days after the end of each month, HDS shall (a) deliver to JSJ the management accounts and operating statistics of HDS for such month, including the net income of HDS during such month (the “Monthly Net Income”), and (b) pay 80% of such Monthly Net Income to JSJ (each such payment, a “Monthly Payment”). Within ninety (90) days after the end of each fiscal year, HDS shall (a) deliver to JSJ financial statements of HDS for such fiscal year, which shall be audited and certified by an independent certified public accountant approved by JSJ, and (b) pay an amount to JSJ equal to the shortfall, if any, of the aggregate net income of HDS for such fiscal year, as shown in such audited financial statements, as compared to the aggregate amount of the Monthly Payments paid by HDS to JSJ in such fiscal year. HDS also granted an irrevocable and exclusive option to JSJ to purchase any and all of the assets of HDS, to the extent permitted under PRC law, at the lowest price permitted by PRC law. Unless earlier terminated in accordance with the provisions of the Business Cooperation Agreement or other agreements separately executed between JSJ and HDS, the Business Cooperation Agreement is for a term of ten years and expires on November 5, 2020; however, the term of the Business Cooperation Agreement may be extended if confirmed in writing by JSJ prior to the expiration of the term thereof. The period of the extended term shall be determined exclusively by JSJ and HDS shall accept such extended term unconditionally. Unless JSJ commits gross negligence, or a fraudulent act, against HDS, HDS shall not terminate the Business Cooperation Agreement prior to the expiration of the term, including any extended term. Notwithstanding the foregoing, JSJ shall have the right to terminate the Business Cooperation Agreement at any time upon giving 30 days’ prior written notice to HDS.


Exclusive Option Agreement. Under an Exclusive Option Agreement among JSJ, HDS and each HDS Shareholder (individually, an “Option Agreement”), the terms of which are substantively identical to each other, each HDS Shareholder has granted JSJ or its designee the irrevocable and exclusive right to purchase, to the extent permitted under PRC law, all or any part of the HDS Shareholder’s equity interests in HDS (the “Equity Interest Purchase Option”) for RMB10. If an appraisal is required by PRC laws at the time when and if JSJ exercises the Equity Interest Purchase Option, the parties shall negotiate in good faith and, based upon the appraisal, make a necessary adjustment to the purchase price so that it complies with any and all then applicable PRC laws. Without the consent of JSJ, the HDS Shareholders shall not sell, transfer, mortgage or dispose of their respective shares of HDS stock. Additionally, without the prior consent of JSJ, the HDS Shareholders shall not in any manner supplement, change or amend the articles of association and bylaws of HDS, increase or decrease its registered capital, change the structure of its registered capital in any other manner, or engage in any transactions that could materially affect HDS’ assets, liabilities, rights or operations, including, without limitation, the incurrence or assumption of any indebtedness except incurred in the ordinary course of business, execute any major contract over RMB500,000, sell or purchase any assets or rights, incur of any encumbrance on any of its assets or intellectual property rights in favor of a third party or transfer of any agreements relating to its business operation to any third party. The term of each Option Agreement is ten years commencing on November 5, 2020 and may be extended at the sole election of JSJ.JSJ.

7

Equity Interest Pledge Agreement. In order to guarantee HDS’s performance of its obligations under the Business Cooperation Agreement, each HDS Shareholder, JSJ and HDS entered into an Equity Interest Pledge Agreement (individually, a “Pledge Agreement”), the terms of which are substantially similar to each other. Pursuant to the Pledge Agreement, each HDS Shareholder pledged all of his or her equity interest in HDS to JSJ. If HDS or the HDS Shareholders breach their respective contractual obligations and such breach is not remedied to the satisfaction of JSJ within 20 days after the giving of notice of breach, JSJ, as pledgee, will be entitled to exercise certain rights, including the right to foreclose upon and sell the pledged equity interests. During the term of the Pledge Agreement, the HDS Shareholder shall not transfer his or her equity interest in HDS or place or otherwise permit any other security interest of other encumbrance to be placed on such equity interest. Upon the full payment of the Service Fee under the Business Cooperation Agreement and upon the termination of HDS’s obligations thereunder, the Pledge Agreement shall be terminated.
Power of Attorney. Under the Power of Attorney executed by each HDS Shareholder (each, a “Power of Attorney”), the terms of which are substantially similar to each other, JSJ has been granted an exclusive, irrevocable power of attorney to take actions in the place and stead of the HDS Shareholders, to act on behalf of the HDS Shareholder as his or her exclusive agent and attorney with respect to all matters concerning the HDS Shareholder’s equity interests in HDS, including without limitation, the right to: 1) attend shareholders’ meetings of HDS; 2) exercise all the HDS Shareholders’ rights, including voting rights under PRC laws and HDS’s Articles of Association, including but not limited to the sale or transfer or pledge or disposition of the HDS Shareholder’s equity interests in HDS in whole or in part; and 3) designate and appoint on behalf of the HDS Shareholders the legal representative, executive director, supervisor, manager and other senior management of HDS.

To the extent that the Contractual Arrangements are enforceable under PRC law, as from time to time interpreted by relevant state agencies, they constitute the valid and binding obligations of each of the parties to each such agreement.

The Company believes that HDS is considered a VIE under ASC 810 “Consolidation”, because the equity investors in HDS no longer have the characteristics of a controlling financial interest, and the Company, through JSJ, is the primary beneficiary of HDS and controls HDS’s operations. Accordingly, HDS has been consolidated as a deemed subsidiary into YBP as a reporting company under ASC 810.

8

 


YBP has no direct or indirect legal or equity ownership interest in HDS. However, through the Contractual Arrangements, the stockholders of HDS have assigned all their rights as stockholders, including voting rights and disposition rights of their equity interests in HDS to JSJ, our indirect, wholly-owned subsidiary. YBP is deemed to be the primary beneficiary of HDS and the financial statements of HDS are consolidated in the Company’s consolidated financial statements.At June 30, 20202021 and December 31, 2019,2020, the carrying amount and classification of the assets and liabilities in the Company’s balance sheets that relate to the Company’s variable interest in the VIE and VIE’s subsidiary are as follows:

SCHEDULE OF CARRYING AMOUNT OF ASSETS AND LIABILITIES RELATED TO VARIABLE INTEREST ENTITY

  

June 30,

2021

  

December 31,

2020

 
Assets        
Cash $150,920  $549,771 
Accounts receivable  2,741,500   250,000 
Accounts receivable - related parties, net  17,127,430   9,045,669 
Other current assets  1,350,565   5,418,495 
Property and equipment, net  497,604   483,139 
Long-term investment in an affiliate  4,369,557   4,172,550 
Land use rights and yew forest assets, net  40,829,372   41,952,483 
Operating lease right of use assets  231,785   236,833 
Total assets of VIE and its subsidiary $67,298,733  $62,108,940 
         
Liabilities        
Accounts payable for acquisition of yew forests and others $1,137,544  $389,028 
Accounts payable for acquisition of yew forests and others - related parties  757,623   - 
Other current liabilities  328,725   272,297 
Short-term borrowings  9,264,642   8,899,979 
Operating lease liability, current and noncurrent  245,183   259,686 
Deferred income, noncurrent  1,184,716   1,172,928 
Due to related parties and VIE holding companies  125,950   97,461 
Total liabilities of VIE and its subsidiary $13,044,383  $11,091,379 

9

 

  June 30,
2020
  December 31,
2019
 
Assets      
Cash $1,656,284  $688,863 
Accounts receivable  4,168,465   7,692,600 
Accounts receivable - related parties, net  4,320,000   193,000 
Inventories (current and noncurrent), net  2,190,433   2,991,237 
Prepaid expenses and other assets  207,859   37,202 
Prepaid expenses - related parties  -   5,829 
Advance to suppliers  600,299   - 
Property and equipment, net  485,050   466,025 
Long-term investment in an affiliate  3,562,322   3,009,527 
Land use rights and yew forest assets, net  40,170,425   40,048,696 
Operating lease right of use  221,248   259,331 
VAT recoverable  751,865   349,096 
Total assets of VIE and its subsidiary $58,334,250  $55,741,406 
         
Liabilities        
Accounts Payable for acquisition of yew forests and others $1,249,805  $796,346 
Accounts Payable for acquisition of yew forests and others - related parties  420,103   16,629 
Advances from customers  407,208   50,071 
Advances from customers - related parties  110,349   - 
Short-term borrowings  8,416,199   8,541,517 
Accrued expenses and other payables  259,571   131,420 
Operating lease liability, current and noncurrent  238,165   262,763 
Long-term deferred income  1,119,142   892,375 
Due to related parties and VIE holding companies  99,903   614,265 
Total liabilities of VIE and its subsidiary $12,320,445  $11,305,386 

Recently AdoptedRecent Accounting Pronouncements Adopted

In February 2016,January 2017, the Financial Accounting Standards Board ("FASB")FASB issued new leasing guidance ("Topic 842") that replacedASU No. 2017-04, “Intangibles and Other (Topic 350): Simplifying the existing lease guidance ("Topic 840"). Topic 842 established a right-of-use (“ROU”) model thatTest for Goodwill Impairment”, which eliminates the requirement to calculate the implied fair value of goodwill, but rather requires a lesseean entity to record a ROU asset and lease liabilityan impairment charge based on the balance sheetexcess of a reporting unit’s carrying value over its fair value. This amendment is effective for all leases with terms longer than 12 months. Leases are classified as either financeannual or operating, with classification affecting the pattern of expense recognitioninterim goodwill impairment tests in the statement of operations. This guidance also expanded the requirements for lessees to record leases embedded in other arrangements and the required quantitative and qualitative disclosures surrounding leases.

fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company adopted Topic 842ASU No. 2017-04 on its effective date of January 1, 2019 using a modified retrospective transition approach; as such, Topic 842 will not be applied to periods prior to adoption01, 2020 and the adoption had nodid not have an impact on the Company's previously reported results. The Company elected the packageCompany’s financial position and results of practical expedients permitted under the transition guidance within Topic 842, which allowed the Company to carry forward its identification of contracts that are or contain leases, its historical lease classification and its accounting for initial direct costs for existing leases. The impact of adopting Topic 842 was not material to the Company’s result of operations or cash flows for the three and six months ended June 30, 2020 and 2019. The Company recognized operating lease liabilities of approximately $350,000 upon adoption, with corresponding ROU assets on its balance sheet as of January 1, 2019.operations.


Recently IssuedRecent Accounting Pronouncements Not Yet Adopted

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments—Credit Losses”. The standard, including subsequently issued amendments (ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10 and ASU 2019-11), requires a financial asset measured at amortized cost basis, such as accounts receivable and certain other financial assets, to be presented at the net amount expected to be collected based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. In November 2019, the FASB issued ASU No. 2019-10 to postpone the effective date of ASU No. 2016-13 for public business entities eligible to be smaller reporting companies defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is evaluating the impact of this guidance on its consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The standard provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions in which the reference LIBOR or another reference rate are expected to be discontinued as a result of the Reference Rate Reform. The standard is effective for all entities. The standard may be adopted as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020 through December 31, 2022. The Company is currently evaluating the effects of the standard on our consolidated financial statements and related disclosures.

The management does not believe that other than disclosed above, accounting pronouncements the recently issued but not yet adopted will have a material impact on its financial position, results of operations or cash flows.

NOTE 3 - REVENUE RECOGNITION

The Company accounts for revenue arising from contracts and customers in accordance with Accounting Standards Update (ASU or Update) No. 2014-09, Revenue from Contracts with Customers (“ASC 606”), which was adopted on January 1, 2018 using the full retrospective method. The adoption of ASC 606 did not impact the Company’s previously reported financial statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings..

Under ASC 606, the Company recognizes revenue when its customer obtains control of promised goods, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that Company will collect the consideration it is entitled to in exchange for the goods it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods promised within each contract and determines those that are performance obligations and assesses whether each promised good is distinct. The Company then recognizes as revenue the amount of the transaction price, which is allocated to the respective performance obligation, when the performance obligation is satisfied. Generally, the Company’s performance obligations are satisfied when the customers take possession of the products, which normally occurs upon shipment or delivery depending on the terms of the contracts.

In general, the Company's products within its segments are aligned according to the nature and economic characteristics of its products and provide meaningful disaggregation of each business segment's results of operations. Disaggregation of revenue by business segment are included in Note 12 - SEGMENT INFORMATION.  

9

10

 

NOTE 4 INVENTORIES, NET- TAXES

Inventories consisted of raw materials, finished goods including handicrafts, yew essential oil soap, complex cuspidate extract, composite northeast yew extract, yew candles and pine needle extracts, yew seedlings and other trees, which consist of larix, spruce and poplar trees. The Company classifies its inventories based on its historical and anticipated levels of sales; any inventory in excess of its normal operating cycle of one year is classified as long-term on its consolidated balance sheets. As of June 30, 2020 and December 31, 2019 inventories consisted of the following:

  June 30, 2020  December 31, 2019 
  Current
portion
  Long-term
portion
  Total  Current
portion
  Long-term
portion
  Total 
Raw materials $16,517  $89,732  $106,249  $16,761  $91,056  $107,817 
Finished goods  1,946,551   2,568,705   4,515,256   2,770,352   2,613,724   5,384,076 
Total  1,963,068   2,658,437   4,621,505   2,787,113   2,704,780   5,491,893 
                         
Inventory reserves  (143,517)  (1,498,131)  (1,641,648)  (149,724)  (1,125,165)  (1,274,889)
Inventories, net $1,819,551  $1,160,306  $2,979,857  $2,637,389  $1,579,615) $4,217,004 

Inventories as of June 30, 2020 and December 31, 2019 consisted of inventories purchased from related parties are as follows:

  June 30,  December 31, 
  2020  2019 
Inventories, net $45,094  $- 
Inventories - related parties, net  1,774,457   2,637,389 
Total $1,819,551  $2,637,389 

  June 30,  December 31, 
  2020  2019 
Long-term inventories, net $395,263  $395,032 
Long-term inventories - related parties, net  765,043   1,184,583 
Total $1,160,306  $1,579,615 


NOTE 5 - TAXES

(a) Federal Income Tax and Enterprise Income Taxes

The table below summarizes the difference between the U.S. statutory federal tax rate and the Company’s effective tax rate for the six months ended June 30, 20202021 and 2019:2020:

  

Six Months Ended

June 30,

 
  2020  2019 
U.S. federal income tax rate  21.0%  21.00%
State income tax rate  8.8%  8.8%
Tax rate difference  6.9%  4.81%
PRC tax exemption and reduction  (58.7)%  (30.16)%
GILTI  -%  (1.60)%
Valuation allowance  22.0%  2.9%
Others  -%  0.29%
Effective tax rate  -%  (2.76)%

SCHEDULE OF DIFFERENCE BETWEEN THE U.S. STATUTORY FEDERAL TAX RATE AND COMPANY'S EFFECTIVE TAX RATE

The

  

Six Months ended

June 30,

 
  2021  2020 
U.S. federal income tax rate  21.0%  21.0%
Tax rate difference  4.7%  6.9%
Loss not subject income tax  3.6%  - 
PRC tax exemption and reduction  (29.3)%  (27.9)%
GILTI  -%  -%
Others  -%  -%
Effective tax rate  -%  -%

In Accordance with the U.S. Tax Cuts and Jobs Act (the “Tax Act”) was enacted on December 22, 2017. The Tax Act among other changes, reduces the U.S. federal corporate tax rate from 35% to 21%. The Company recognized provisional tax impacts related to the revaluation of deferred tax assets and liabilities and corresponding valuation allowances in its consolidated financial statements for the year ended December 31, 2018. Accordingly,, the Company recognized a one-time transition tax of $1,431,835$1,431,835 during 2018 that represented management’s estimate of the amount of U.S. corporate income tax based on the deemed repatriation to the United States of the Company’s share of previously deferred earnings of certain non-U.S. subsidiaries of the Company mandated by the U.S. Tax Reform. The Company elected to pay the one-time transition tax over eight years commencing in 2018. The actual impact of the U.S. Tax Reform on the Company may differ from management’s estimates, and management may update its judgments based on future regulations or guidance issued or changes in the interpretations taken that would adjust the provisional amounts recorded. As of June 30, 20202021, and December 31, 2019,2020, the Company had current income tax payable of $115,264$1,088,257 and $116,440$115,327, and noncurrent income tax payable of $1,088,194$nil and $1,088,194,$973,647, respectively. The Company made income tax payment of $115,264 subsequently on July 2020.

In addition, the 2017 Tax Act also creates a new requirement that certain income (i.e., Global Intangible Low-Taxed Income (“GILTI”)) earned by controlled foreign corporations (“CFCs”) must be included currently in the gross income of the CFCs’ U.S. shareholder income. GILTI is the excess of the shareholder’s net CFC tested income over the net deemed tangible income return, which is currently defined as the excess of (1) 10 percent of the aggregate of the U.S. shareholder’s pro rata share of the qualified business asset investment of each CFC with respect to which it is a U.S. shareholder over (2) the amount of certain interest expense taken into account in the determination of net CFC-tested income. The Company has elected to recognize the tax on GILTI as a period expense in the period the tax is incurred. For the six months ended June 30, 20202021 and 2019,2020, the GILTI tax expense was nil. As$nil, and the Company had 0 GILTI tax payable outstanding as of June 30, 20202021, and December 31, 2019, the Company had no GILTI tax payable outstanding.2020.

 

The Company’s subsidiary, JSJ, and VIE and its subsidiary, HDS and HYF, incorporated in the PRC, are subject to PRC’s Enterprise Income Tax. Pursuant to the PRC Income Tax Laws, Enterprise Income Taxes (“EIT”) is generally imposed at 25%. However, HDS has been named as a leading enterprise in the agricultural industry and awarded with a tax exemption through December 31, 2058 with an exception of sales of handicrafts, yew candle, pine needle extracts and yew essential oil soap which are not within the scope of agricultural area.

11

 


(b) Value Added Taxes (“VAT”)

The applicable VAT tax rate is 13% for agricultural products, 17% and 16% for handicrafts, yew candles complex taxus cuspidate extract, composite northeast yew extract and pine needle extracts sold in the PRC prior to and after May 1, 2018, respectively. In accordance with VAT regulations in the PRC, the Company is exempt from paying VAT on its yew raw materials and yew trees sales as an agricultural corps cultivating company. The company’s sales of yew candles, handmade essence oil soaps, and pine needle extracts and export products are under VAT tax-exempt treaty and thus are eligible for return of VAT-IN. VAT payable in the PRC is charged on an aggregated basis at the applicable rate on the full price collected for the goods sold or taxable services provided and less any deductible VAT already paid by the taxpayer on purchases of goods in the same fiscal year.

NOTE 65 - SHORT-TERM BORROWINGS

Loans from China Everbright Bank

On December 22, 2016, HDS entered into a credit agreement with China Everbright Bank (“CEB”) which agreed to provide a line of credit of $2,800,000$2,800,000 (approximately RMB20,000,000)RMB20 million) to the Company for the period of three years.years. On February 25, 2020, the Company entered into another credit agreement with CEB, pursuant to which CEB provides another line of credit of RMB20,000,000RMB20 million (approximately $2,820,000)$2,820,000) to the Company for the period of three years.years. These loans carry interest rates ranging from 4.30%4.30% to 5.65%5.65% per annum and the interests are payable when the loans are due. The loans with CEB are secured by properties and land use rights of Yew Pharmaceutical. In addition, Zhiguo Wang, Madame Qi, Yew Pharmaceutical, and ZTC provided personal guarantees to the loans. HDS paid two $1,400,000$1,400,000 back in March and April 2020, totaling $2,800,000$2,800,000 under the initial line of credit, through whichresulted the initial line of credit was paid off in its entirety. As of June 30, 20202021 and December 31, 2019,2020, the Company held $2,758,250approximately $3.1 (RMB 19.9 million) million and $2,800,000$2.8 million loans from CEB, respectively. During the three and six months ended June 30, 2020, the Company recorded $37,190 and $70,794 interest expense in connection with the CEB loans, respectively.

Loans from Bank of Yingkou

On August 6, 2018,July 26, 2019, HDS entered into a loan agreement with Bank of Yingkou Harbin Branch (“Yingkou Bank”), pursuant tothrough which HDS obtained a bank loan in the amount of RMB15,000,000RMB15 million (approximately $2,153,000)$2,153,000), payable on August 5, 2019.July 25, 2020. The loan carriescarried an interest rate of 5.4375%6.525% per annum and is payable monthly. Heilongjiang Zishan Technology Co., Ltd. (“ZTC”), a related party controlled by Zhiguo Wang and his wife Madame Qi, collateralized its buildings and land use right with Yingkou Bank to secure the loan. In addition, HEFS, HBP, Yew Pharmaceutical, and ZTC provided guarantees to the loan. HDS paid offrenewed the RMB15 million (approximately $2,200,000) bank loan in fullwith Yingkou Bank on July 24, 2019.2020 with the expiration date on July 23, 2021. As of June 30, 2021 and December 31, 2020, approximately $2.3 million (RMB 15 million) were outstanding under the loan agreement.

On August 27, 2018,20, 2019, HDS entered into aanother loan agreement with Yingkou Bank, pursuant to which HDS obtained a bank loan in the amount of RMB5,000,000RMB5 million (approximately $718,000)$718,000), payable on August 26, 2019.19, 2020. The loan carries an interest rate of 5.4375%6.525% per annum and is payable monthly. ZTC, a related party controlled by Zhiguo Wang and his wife Madame Qi, collateralized its buildings and land use right with Yingkou Bank to secure the loan. In addition, HEFS, HBP, Yew Pharmaceutical, and ZTC provided guarantees to the loan. HDS paid offrenewed the RMB5 million (approximately $735,000) for another year with maturity date on July 23, 2021. As of June 30, 2021 and December 31, 2020, approximately $0.8 million (RMB5 million) and $0.8 million (RMB5 million) were outstanding under the loan in full on August 14, 2019.agreement, respectively.


Loan from Postal Saving Bank of China

On May 13, 2019, HDS entered into a credit agreement with Postal Saving Bank of China whichwho agreed to provide a line of credit of RMB20,000,000RMB20 million (approximately $2,830,000)$2,830,000) to the Company for the period of ten years.years. These loans have interest rate of 5.22%5.22% per annum payable monthly. Zhiguo Wang and his wife Madame Qi, pledged buildings and land use rights they owned with Postal Saving Bank of China to secure the loans. In addition, Zhiguo Wang and his wife Madame Qi, Yicheng Wang and Lei Zhang provided personal guarantees to the loans. During the six months ended June 30, 2020, HDS renewed RMB15,400,000 (approximately $2,190,000) loan under the RMB 20 million line of credit. As of June 30, 20202021 and December 31, 2019, $2,828,974 and $2,870,758 were2020, approximately $3.1 million (RMB 20 million) was outstanding under the loan agreements, respectively. HDS recorded $32,680 and $70,489 interest expense associated with the loan for the three and six months ended June 30, 2020, respectively.line of credit.

On July 26, 2019, HDS entered into a loan agreement with Bank of Yingkou Harbin Branch (“Yingkou Bank”), pursuant to which HDS obtained a bank loan in the amount of RMB15,000,000 (approximately $2,153,000 at December 31, 2019), payable on July 25, 2020. The loan carries an interest rate of 6.525% per annum and is payable monthly. Heilongjiang Zishan Technology Co., Ltd. (“ZTC”), a related party controlled by Zhiguo Wang and his wife Madame Qi, collateralized its buildings and land use right with Yingkou Bank to secure the loan. In addition, HEFS, HBP, Yew Pharmaceutical, and ZTC provided guarantees to the loan. As of June 30, 2020 and December 31, 2019, $2,121,731 and $2,153,069 were outstanding under the loan agreement, respectively. HDS recorded $39,225 and $70,733 interest expense associated with the loan for the three and six months ended June 30, 2020, respectively.SBA loans

On August 20, 2019, HDS entered into a loan agreement with Yingkou Bank, pursuant to which HDS obtained a bank loan in the amount of RMB5,000,000 (approximately $718,000 at December 31, 2019), payable on August 19, 2020. The loan carries an interest rate of 6.525% per annum and is payable monthly. ZTC, a related party controlled by Zhiguo Wang and his wife Madame Qi, collateralized its buildings and land use right with Yingkou Bank to secure the loan. In addition, HEFS, HBP, Yew Pharmaceutical, and ZTC provided guarantees to the loan. As of June 30, 2020 and December 31, 2019, $707,244 and $717,690 were outstanding under the loan agreement, respectively. HDS recorded $7,824 and $23,578 interest expense associated with the loan for the three and six months ended June 30, 2020, respectively.

On January 30, 2020, Yicheng Wang entered into a loan agreement with the Company, pursuant to which the Company lent RMB600,000 to Yicheng Wang for the period from January 30, 2020 to January 29, 2021 at the interest rate of 5.00%. On February 24 and 25, 2020, Yicheng Wang paid the entire loan amount off.

On May 1, 2020, the Company got a Promissory Note (the “Note”) in the amount of $70,920 approved$70,920 from the Paycheck Protection Program (the “PPP Loan”) through Bank of America (the “Lender”). The PPP loan is a loan program of U.S. Small Business Administration (the “SBA”) designated to provide a direct incentive for small business to keep their workers on under the payrollCARES Act excused by government due to the COVID-19 crisis. The interest rate on this Note is a fixed rate of 1.00%1.00% per annum. The loan will be due in one payment of all outstanding principal plus all accrued unpaid interest in two years after the date of this Note (“Maturity Date”). In addition, the Company will start to pay regular monthly payments in an amount equal to one month’s accrued interest commencing from the seventh month after the date of this Note. According to SBA’s PPP description,the program terms, the PPP loan will be fully forgiven if the funds are used for payroll costs, interest on mortgages, rent, and utilities (due to likely high subscription, at least 75% of the forgiven amount must have been used for payroll).utilities. Loan payments will also be deferred for six months. No collateral or personal guarantees are required. Neither the government nor lenders will charge small businesses any fees. Forgiveness is based on the employer maintaining or quickly rehiring employees and maintaining salary levels. Forgiveness will be reduced if full-time headcount declines, or if salaries and wages decrease. The Company received $70,920$70,920 PPP Loan on May 4, 2020, which was received and outstanding as of December 31, 2020 and $61,920 in principal was forgiven on December 15, 2020 by Small Business Administration which, which was recognized as other income for the six months ended June 30, 2020.2021.


On July 2020, the Company received advances of the SBA Economic Injury Disaster Loans (“EIDL”) totaling $9,000$9,000 under the CARES Act. The advances will reduce the amount that will ultimately be forgiven under the PPP program.

ForOther loan

On January 30, 2020, Yicheng Wang entered into a loan agreement with the Company, pursuant to which the Company lent RMB600,000 to Yicheng Wang for the period from January 30, 2020 to January 29, 2021 at the interest rate of 5.00%. On February 24 and 25, 2020, Yicheng Wang paid the entire loan amount off.

During the three months ended June 30, 20202021 and 2019,2020, interest expense were approximately $124,000was $135,637 and $93,000,$123,617, respectively. ForDuring the six months ended June 30, 20202021 and 2019,2020, interest expense were approximately $236,000was $263,464 and $182,000,$235,594, respectively.

12

NOTE 76 - STOCKHOLDERS’ EQUITY

On February 28, 2019, the Company entered into an agreement with Chineseinvestors.com, Inc., pursuant to which the Company cancelled the common shares of 375,000 issued to Chineseinvestors.com, Inc.

Stock option activities for the six months ended June 30, 2020 and 2019 were2021 was summarized in the following table.

SCHEDULE OF STOCK OPTION ACTIVITIES

 

Six Months Ended

June 30,
2020

 

Six Months Ended

June 30,
2019

  Number of Stock Options  Weighted Average Exercise Price  Weighted Average Remaining Contractual Life in Years 
 Number of
Stock
Options
  Weighted
Average Exercise
Price
  Number of
Stock
Options
  Weighted
Average
Exercise
Price
 
Balance at beginning of period  7,738,737  $0.22   7,738,737  $0.22 
Balance as of December 31, 2020  7,738,737   0.22   1.00 
Issued  -   -   -   -   -   -     
Exercised  -   -   -   -   -   -     
Expired  -   -   -   - 
Forfeited  -   -   -   -   -   -     
Balance at end of period  7,738,737  $0.22   7,738,737  $0.22   7,738,737   0.22   0.50 
Option exercisable at end of period  7,738,737  $0.22   7,738,737  $0.22 
Option exercisable at June 30, 2021  7,738,737   0.22   0.50 

The following table summarizes the shares of the Company’s common stock issuable upon exercise of options outstanding at June 30, 2020:

Stock Options Outstanding

  Stock Options Exercisable 

Range of

Exercise
Price

  

Number

Outstanding

at

June 30,

2020

  

Weighted

Average

Remaining

Contractual

Life (Years)

  

Weighted

Average

Exercise
Price

  

Number

Exercisable

at

June 30,

2020

  

Weighted

Average

Exercise
Price

 
$0.22-0.25     7,738,737   1.5  $0.22   7,738,737  $0.22 

The Company’s outstanding stock options and exercisable stock options had intrinsic value in the amount of $Nil,$nil, based upon the Company’s closing stock price of $0.199$0.19 as of June 30, 2020.

14

NOTE 8 - EARNINGS PER SHARE

Under the provisions of ASC 260, “Earnings Per Share”, basic income per common share is computed by dividing net income attributable to common shareholders by the weighted average number of shares of common stock outstanding for the periods presented. Diluted income per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that would then share in the income of the company, subject to anti-dilution limitations.

The following table presents a reconciliation of basic and diluted net income per share for2021. Stock option expense recognized during the three and six months ended June 30, 2021 and 2020 and 2019:was $nil.

  

For the Three Months Ended

June 30,

  For the Six Months Ended
June 30,
 
  2020  2019  2020  2019 
Net income available to common stockholders for basic and diluted net income per share of common stock $737,567  $1,436,423  $888,979  $1,813,465 
Weighted average common stock outstanding - basic  51,700,000   51,700,000   51,700,000   51,822,238 
Effect of dilutive securities:                
Non-vested restricted common stock  -   -   -   - 
Stock options issued to directors/officers/employees  -   -   -   - 
Weighted average common stock outstanding - diluted  51,700,000   51,700,000   51,700,000   51,822,238 
Net income per common share - basic $0.01  $0.03  $0.02  $0.03 
Net income per common share - diluted $0.01  $0.03  $0.02  $0.03 

For the three months ended June 30, 2020 and 2019, and for the six months ended June 30, 2020 and 2019, outstanding options of 7,738,737 were excluded from the computation of diluted net income per share as the impact of including those option shares would be anti-dilutive.Note 7 - LEASES

15

NOTE 9 - LEASES

The Company leases office space from third parties and related parties.

Leases is classified as operating at inception of the lease. Operating leases result in the recognition of ROU assets and lease liabilities on the balance sheet. ROU assets represent the Company'sCompany’s right to use the leased asset for the lease term and lease liabilities represent the obligation to make lease payments. The liability is calculated as the present value of the remaining minimum rental payments for existing operating leases using either the rate implicit in the lease or, if none exists, the Company'sCompany’s incremental borrowing rate. The Company uses incremental borrowing rate at 6.44%6.44% annum. Lease expense for these leases is recognized on a straight-line basis over the lease term.

The components of lease expense consist of the following:

SCHEDULE OF LEASE EXPENSES

  Classification Six Months ended
June 30,
2021
  Six Months ended
June 30,
2020
 
Operating lease cost Selling, general and administrative expense $40,113  $38,686 
Net lease cost   $40,113  $38,686 

13

 

  Classification Six Months Ended
June 30,
2020
  Six Months Ended
June 30,
2019
 
Operating lease cost Selling, general and administrative expense $38,686  $38,480 
Net lease cost   $38,686  $38,480 

Balance sheet information related to leases consists of the following:

SCHEDULE OF BALANCE SHEET INFORMATION RELATED TO LEASES

  Classification June 30, 2021  December 31, 2020 
Assets          
Operating lease ROU assets Right-of-use assets $306,418  $333,402 
Total leased assets   $306,418  $333,402 
Liabilities          
Current          
Operating Current maturities of operating lease liabilities $67,058  $65,476 
           
Non-current          
Operating Operating lease liabilities  254,537   292,409 
Total lease liabilities   $321,595  $357,885 
           
Weighted average remaining lease term          
Operating leases    10.5 years   10.9 years 
           
Weighted average discount rate          
Operating leases    6.44%  6.44%

14

 

  Classification June 30,
2020
  December 31,
2019
 
Assets          
Operating lease ROU assets Right-of-use assets $339,080  $399,817 
Total leased assets   $339,080  $399,817 
Liabilities          
Current Operating Current maturities of operating lease liabilities $59,799  $52,104 
Non-current Operating Operating lease liabilities  296,940   351,145 
Total lease liabilities   $356,739  $403,249 
           
Weighted average remaining lease term          
Operating leases    9.96 years   6.11 years 
           
Weighted average discount rate          
Operating leases    6.44%  6.44%


Cash flow information related to leases consists of the following:

SCHEDULE OF CASH FLOW INFORMATION RELATED TO LEASES

  Six Months ended
June 30,
2021
  Six Months ended
June 30,
2020
 
Cash paid for amounts included in the measurement of lease liabilities:        
Operating cash flows from operating leases $51,195  $52,674 

  Six Months Ended
June 30,
2020
  Six Months Ended
June 30,
2019
 
Cash paid for amounts included in the measurement of lease liabilities:      
Operating cash flows from operating leases $52,674  $48,322 

The minimum future lease payments as of June 30, 20202021 are as follows:

SCHEDULE OF MINIMUM FUTURE LEASE PAYMENTS

Years Ending December 31, Operating Leases 
The remaining of 2021 $30,866 
2022  82,293 
2023  35,561 
2024  31,299 
2025  28,078 
After 2025  226,033 
Total lease payments  434,130 
Less: Interest  (112,535)
Present value of lease liabilities $321,595 

15

 

Years Ending December 31, Operating
Leases
 
The remaining of 2020 $25,909 
2021  79,191 
2022  79,559 
2023  32,826 
2024  28,564 
2025  25,625 
Thereafter  206,283 
Total lease payments  477,957 
Less: Interest  (125,556)
Present value of lease liabilities $352,401 

NOTE 108 - CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS

Customers

Customers

For the six months ended June 30, 20202021 and 2019, the2020, major customers whose sales and accounts receivable accounted for 10%10% or more of the Company’s total revenue and accounts receivable, respectively, were as follows:

SCHEDULE OF CONCENTRATION OF RISK MAJOR CUSTOMERS AND SUPPLIERS

  For the Six Months ended
June 30,
 
Customers 2021  2020 
A (Yew Pharmaceutical, a related party)  42%  61%
C (DMSU, a related party)  -%  22%
D (LIFEFORFUN LIMITED, a related party)  29%  15%
E (BR METALS PTE, LTD )  29%  -%

Accounts receivable as of
CustomersJune 30, 2021December 31, 2020
A (Yew Pharmaceutical, a related party)40%0*%
B (HongKong YIDA Commerce Co., Limited, a related party)-%91%
D (LIFEFORFUN LIMITED, a related party)46%-%
E (BR METALS PTE, LTD )13%-%

*Less than 10%

  

For the Six Months Ended

June 30,

 
Customer 2020  2019 
A (Yew Pharmaceutical, a related party)  61.1%  29.0%
B (HongKong YIDA Commerce Co., Limited, a related party)  -%  30.2%
C (GOLDEN PEACH TRAVEL SERVICE COMPANY LTD)  -%  40.2%
D (DMSU, a related party)  22.4%  -%
E (LIFEFORFUN LIMITED, a related party)  14.9%  -%


  Accounts receivable as of 
Customer June 30,
2020
  December 31,
2019
 
A (Yew Pharmaceutical, a related party)  -%   -%
B (HongKong YIDA Commerce Co., Limited, a related party)  -%   2.5%
C (GOLDEN PEACH TRAVEL SERVICE COMPANY LTD)  48.6%  97.5%
D (DMSU, a related party)  30.5%  - 
E (LIFEFORFUN LIMITED, a related party)  20.4%  - 

Suppliers

Suppliers

For the six months ended June 30, 20202021 and 2019,2020, major suppliers accounting for 10%10% or more of the Company’s total purchase and major suppliers whose accounts payable accounted for 10% or more of the Company’s total accounts payable were as follows:

SCHEDULE OF CONCENTRATION OF RISK MAJOR CUSTOMERS AND SUPPLIERS

  For the Six Months
Ended June 30,
 
Suppliers 2021  2020 
A (Yew Pharmaceutical, a related party)  68%  36%
F (Heilongjiang Zishan Technology Co., Ltd., a related party)  -   11%

  Accounts payable as of 
Suppliers June 30, 2021  December 31, 2020 
G (Heilongjiang Weishahe Agriculture Technology Co., Ltd)  16%  68%
H (Xingcai Shi)  39%  18%
I (Cai Wang, a related party)  13%  -%
J (Xue Wang, a related party)  22%  -%

  

For the Six Months Ended

June 30,

 
Supplier 2020  2019 
A (Yew Pharmaceutical, a related party)  35.6%  58%
B (Heilongjiang Zishan Technology Co., Ltd., a related party)  10.6%  -%

No suppliers’ accounts payables as ofAt June 30, 20202021 and December 31, 2019 accounted 10% and more of the total accounts payable.

At June 30, 2020, and December 31, 2019, the Company’s cash balances by geographic area were as follows:

SCHEDULE OF CASH BALANCES BY GEOGRAPHICAL AREAS

  June 30, 2021  December 31, 2020 
Country        
United States $6,896  $3,071 
China  160,035   560,721 
Total Cash $166,931  $563,792 

  June 30,
2020
  December 31,
2019
 
Country      
United States $8,119  $46,855 
China  1,660,390   695,439 
Total Cash $1,668,509  $742,294 

In China, a depositor has up to RMB500,000RMB 500,000 insured by the People’s Bank of China Financial Stability Bureau (“FSD”). In the United States, the standard insurance amount is $250,000$250,000 per depositor in a bank insured by the Federal Deposit Insurance Corporation (“FDIC”). As of June 30, 20202021 and December 31, 2019,2020, approximately $236,000$164,000 and $216,000$242,000 of the Company’s cash held by financial institutions, was insured, and the remaining balance of approximately $1,432,000$3,300 and $526,000$322,000 was not insured, respectively.

16

 


NOTE 119 - RELATED PARTY TRANSACTIONS

In addition to several of the Company’s officers and directors, the Company conducted transactions with the following related parties:

SCHEDULE OF COMPANY TRANSACTION WITH THE RELATED PARTIES

Company

Ownership
Heilongjiang Zishan Technology Co., Ltd. (“ZTC”)51% owned by Heilongjiang Hongdoushan Ecology Forest Co., Ltd., 34% owned by Zhiguo Wang, Chairman and Chief Executive Officer, 11% owned by Guifang Qi, the wife of Mr. Wang and director of the Company, and 4% owned by third parties.parties.
Heilongjiang Yew Pharmaceutical Co., Ltd. (“Yew Pharmaceutical”)95% owned by Heilongjiang Hongdoushan Ecology Forest Stock Co., Ltd., and 5% owned by Madame Qi.Qi.
Shanghai Kairun Bio-Pharmaceutical Co., Ltd. (“Kairun”)60% owned by Heilongjiang Zishan Technology Co., Ltd., 20% owned by Heilongjiang Hongdoushan Ecology Forest Stock Co., Ltd., and 20% owned by Mr. Wang.Wang.
Heilongjiang Hongdoushan Ecology Forest Co., Ltd. (“HEFS”)63% owned by Mr. Wang, 34% owned by Madame Qi, and 3% owned by third parties.parties.
Hongdoushan Bio-Pharmaceutical Co., Ltd. (“HBP”)30% owned by Mr. Wang, 19% owned by Madame Qi and 51% owned by HEFS
Heilongjiang Pingshan Hongdoushan Development Co., Ltd. (“HDS Development”)80% owned by HEFS and 20% owned by Kairun
Wuchang City Xinlin Forestry Co., Ltd. (Xinlin)98% owned by ZTC and 2% owned by HEFS
Wonder Genesis Global Ltd.Jinguo Wang is the Company’s director.director.
DMSU Digital Technology Limited(“DMSU”)Significantly influenced by the Company
HongKong YIDA Commerce Co., Limited(“YIDA”)Significantly influenced by the Company
LIFEFORFUN LIMITEDSignificantly influenced by the Company
Jinguo WangManagement of HDS and Legal person of Xinlin
Zhiguo WangPrincipal shareholder and CEO of the Company
Guifang QiPrincipal shareholder and the wife of CEO
Cai WangEmployee of the Company
Weihong ZhangEmployee of the Company
Xue WangEmployee of the Company
Chunping WangEmployee of the Company
Jimin LuEmployee of the Company


Transactions with Yew Pharmaceutical

On January 9, 2010, the Company entered into a Cooperation and Development Agreement (the “Development Agreement”) with Yew Pharmaceutical. Pursuant to the Development Agreement, for a period of ten years expiring on January 9, 2020, the Company shall supply cultivated yew raw materials to Yew Pharmaceutical that will be used by Yew Pharmaceutical to make traditional Chinese medicines and other pharmaceutical products, at price of RMB 1,000,000 (approximately $146,000)$146,000) per metric ton. In addition, the Company entered into a series of wood ear mushroom selling agreements with Yew Pharmaceuticals, pursuant to which the Company sells wood ear mushroom collected from local peasants to Yew Pharmaceuticals for manufacturing of wood ear mushroom products. Furthermore, the Company entered into a series of yew candles, yew essential oil soaps, complex taxus cuspidate extract, composite northeast yew extract and pine needle extracts purchase agreements with Yew Pharmaceuticals, pursuant to which the Company purchases yew candles and pine needle extracts as finished goods and then sells to third party and related party. The Company has not renewed the Development Agreement with Yew Pharmaceutical yet and each single transactions governs by individual agreement after negotiation.

For the three months ended June 30, 2021 and 2020, total revenues from Yew Pharmaceutical amounted to $6,362,369 and $5,076,245, respectively. For the six months ended June 30, 20202021 and 2019,2020, total revenues from Yew Pharmaceutical under the above agreement amounted to $7,083,638$9,937,224 and $6,988,782, and the corresponding cost of revenues amounted to $6,197,045 and $5,911,265,$7,083,638, respectively. At June 30, 20202021 and December 31, 2019,2020, the Company had $110,349$8,026,610 and $Nil advance$2,982,114 accounts receivable from Yew Pharmaceutical, respectively.

For the three months ended June 30, 2021 and 2020, total purchase of yew candles and mixed essential oil from Yew Pharmaceutical amounted to $9,470,465 and $3,490,294, respectively. For the six months ended June 30, 2021 and 2020, and 2019, the Company purchased various products from Yew Pharmaceutical totalling $3,490,294 and $10,870,922, respectively, such as pine needle extracts, composite northeasttotal purchase of yew extractcandles and mixed essential oil and etc.

Transactions with DMSU

On February 10, 2020, the Company entered a payment schedule agreement with DMSU regarding the outstanding accounts receivable under 2018 and 2020 sales contracts. Pursuant to the payment schedule, DMSU agreed to make payments in 2020 totalling of $1,000,000 out of total $5,304,000 receivable balance under 2018 sales contracts and the remaining will be paid within next three years. Regarding the 2020 sales contracts entered, DMSU will arrange payments of the entire transaction within six months after goods are delivered. For the six months ended June 30, 2020, total revenues from DMSUYew Pharmaceutical amounted to $2,592,000, which was outstanding as of June 30, 2020. Subsequently, DMSU paid approximately $1,050,000 cash to HDS in July 2020.$15,138,444 and $3,490,294, respectively.

17

 

For the six months ended June 30, 2019, there was $Nil sales transaction the Company conducted with DMSU. During the six months ended June 30, 2019, the Company recovered approximately $240,000 of accounts receivable previously written off from DMSU. The recovered amount was recorded in other income as of June 30, 2020 and was received in July 2019.

Transactions with HBP

As of June 30, 20202021 and December 31, 2019,2020, HYF had due to HBP in the amount of $88,967$97,250 and $103,158,$96,282, respectively, which werewas included in due to related parties in the accompanying consolidated balance sheets.


Transactions with ZTCLifeforfun Limited

For the six months ended June 30, 2021 and 2020, total revenues from Lifeforfun Limited amounted to $1,692,000 and $1,728,000, respectively. For the six months ended June 30, 2021 and 2020, total revenues from Lifeforfun Limited amounted to $6,854,400 and $1,728,000. At June 30, 2021 and December 31, 2020, the Company had $9,100,820 and $6,036,080 accounts receivable, respectively.

Transactions with Chunping Wang

During the six months ended June 30, 20202021 and 2019,2020, HDS purchased yew forest assets from ZTC in the amount of $1,037,831 and $1,422,486, respectively. Since the purchases were conducted between entities under common control, the Company recorded the assets received at the carrying costs of $918,335 and $1,149,605 by ZTC, respectively. The differences of $119,496 and $272,881 between the actual purchase amounts and carrying costs were recorded as a deduction of additional paid-in capital. At June 30, 2020 and December 31, 2019, the Company had $Nil balance payable to ZTC.

Transactions with Xinlin

During the six months ended June 30, 2020 and 2019, HDS purchased yew forest assets from ZTC in the amount of $454,940 and $Nil, respectively. Since the purchase were conducted between entities under common control, the Company recorded the assets received at the carrying costs of $402,622 and $Nil by Xinlin, respectively. The differences of $52,318 and $Nil between the actual purchase price and carrying costs were recorded as a deduction of additional paid-in capital. At June 30, 2020 and December 31, 2019, the Company had $Nil balance payable to Xinlin.

Transactions with YIDA

For the six months ended June 30, 2020 and 2019, total revenues from YIDA amounted to $Nil and $7,274,506. At June 30, 2020 and December 31, 2019, the Company had $Nil and $193,000 accounts receivable from YIDA, respectively.

Transactions with Lifeforfun Limited

For the six months ended June 30, 2020 and 2019, total revenues from Lifeforfun Limited amounted to $1,728,000 and $Nil. At June 30, 2020 and December 31, 2019, the Company had $1,728,000 and $Nil accounts receivable, respectively.

Transactions with Jinguo Wang

During the six months ended June 30, 2020 and 2019, HDS purchased yew forest assets from JinguoChunping Wang in the amount of $710,843$944,607 and $906,086,$453,518, respectively. At June 30, 20202021 and December 31, 2019,2020, payable to JinguoChunping Wang for purchase of yew forest assets amounted to $14,145$52,570 and $Nil,$nil, respectively, included in payable for acquisition of yew forests in the accompanying consolidated balance sheets.

Transactions with Weihong Zhang

During the six months ended June 30, 20202021 and 2019,2020, HDS purchased yew forest assets from Weihong Zhang in the amount of $28,434$24,736 and $Nil,$28,434, respectively. At June 30, 20202021 and December 31, 2019,2020, payable to Weihong Zhang for purchase of yew forest assets amounted to $28,290$24,739 and $Nil,$nil, respectively, included in payable for acquisition of yew forests in the accompanying consolidated balance sheets.


Transactions with ChunpingXue Wang

During the six months ended June 30, 20202021 and 2019,2020, HDS purchased yew forest assets from ChunpingXue Wang in the amount of $453,518$1,068,287 and $711,980,$351,157, respectively. At June 30, 20202021 and December 31, 2019,2020, payable to ChunpingXue Wang for purchase of yew forest assets amounted to $14,145$432,927 and $Nil,$nil, respectively, included in payable for acquisition of yew forests in the accompanying consolidated balance sheets.

Transactions with XueCai Wang

During the six months ended June 30, 20202021 and 2019,2020, HDS purchased yew forest assets from XueCai Wang in the amount of $351,157$401,960 and $Nil$383,855, respectively. At June 30, 20202021 and December 31, 2019,2020, payable to XueCai Wang for purchase of yew forest assets amounted to $349,378$247,387 and $Nil,$nil, respectively, included in payable for acquisition of yew forests in the accompanying consolidated balance sheets.

Transactions with Cai WangJimin Lu

During the six months ended June 30, 20202021 and 2019,2020, HDS purchased yew forest assets from Cai WangJimin Lu in the amount of $383,855$541,100 and $Nil,$nil, respectively. At June 30, 2020 and December 31, 2019, payable to Cai Wang for purchase of yew forest assets amounted to $14,145 and $Nil, respectively, included in payable for acquisition of yew forests in the accompanying consolidated balance sheets.

18

 

Operating Leases

On March 25, 2005, the Company entered into an Agreement for the Lease of Seedling Land with ZTC (the “ZTC Lease”). Pursuant to the ZTC Lease the Companyand leased 361 mu of land from ZTC for a period of 30 years, expiring on March 24, 2035.2035. Annual payments under the ZTC Lease are RMB 162,450 (approximately $24,000)$24,000). The payment for the first five years of the ZTC Lease was due prior to December 31, 2010 and beginning in 2011, the Company is required to make full payment for the land use rights in advance for each subsequent five-year period. For the six months ended June 30, 2020 and 2019, rent expense related to the ZTC Lease approximately amounted to $12,000 and $12,000, respectively. At June 30, 2020 unpaid rent to ZTC amounted to approximately $5,700, which was included in due to related parties in the accompanying consolidated balance sheets. At December 31, 2019, prepaid rent to ZTC amounted to approximately $5,800, which was included in prepaid expenses-related parties in the accompanying consolidated balance sheets.

On March 2002, January 1, 2010, and July 2015, the Company entered threeinto a lease for office lease agreementsspace with HDS Development and Mr. Wang in(the “Office Lease”) with the lease terms of 23 years, 3 years and 15 years. The total annual payments of RMB15,000 (approximately $2,000). The term of the threeOffice Lease is 15 years and expires on December 31, 2025.

On July 1, 2012, the Company entered into a lease for office leases arespace with Zhiguo Wang (the “JSJ Lease”) with the annual rent is RMB 50,00010,000 (approximately $7,000). For$1,500) annually. The renewed term of the six months ended JSJ Lease expires on June 30, 2020 and 2019, the total rent expense related to the three office leases approximately amounted to $3,600 and $3,650 respectively. As of June 30, 2020 and December 31, 2019, the unpaid rent was approximately $4,300 and $700, respectively, which were included in due to related parties in the accompanying consolidated balance sheets.2021.

On January 1, 2015, HYF leases fromentered into a lease agreement with HBP to lease a warehouse with an area of 225 square meters, and a workshop with an area of 50 square meters, both of which are located at No.1 Zisan Road, Shangzhi economic development district, Shangzhi City, Heilongjiang Province, in exchange for no consideration for the period from January 1, 2015 to December 31, 2020.

The Company leased an apartmentoffice space from HDS Development in the NangangA’cheng district (the “Jixing Lease”) in Harbin from Ms. Qi(the “A’cheng Lease”) on October 1, 2016. The initial leaseMarch 20, 2002 with a term of Jixing Lease23 years and expires on March 19, 2025. The annum lease amount is one year and renewed twice currently withRMB25,000 which is due before December 2025 for the expiration date on September 30, 2019. lease period from March 2017 to March 2025.

For the six months ended June 30, 20202021 and 2019,2020, rent expense related to the Jixing Lease amounted $Nillease agreements listed above were $16,423 and $700,$15,102, respectively. As of June 30, 2021 and December 31, 2020, the unpaid rent were $16,425 and $nil, respectively, which was included in (due to related parties) prepaid expenses-related parties in the accompanying consolidated balance sheets.


Due to Related Parties

The following summarized the Company’s due to related parties as of June 30, 20202021 and December 31, 2019:2020:

SCHEDULE OF RELATED PARTIES

  June 30, 2021  December 31, 2020 
Zhiguo Wang and Guifang Qi  635,523   555,078 
HBP  97,250   96,282 
Others  14,491   - 
Total $747,264  $651,360 

19

 

  June 30,
2020
  December 31,
2019
 
Zhiguo Wang and Guifang Qi $534,244  $530,621 
HBP  88,967   103,158 
Others  7,513   - 
Total $630,724  $633,779*

*:The amounts due to related parties bear no interest and are payable on demand.

NOTE 12 - 10 – SEGMENT INFORMATION

ASC 280 requires use of the “management approach” model for segment reporting. The management approach model is based on the way a company’s management organizes segments within the company for making operating decisions and assessing performance. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company.

The Company managed and reviewed its business as two2 operating segments starting from year 2018. The business of HDS, JSJsegments: PRC segment and HYF in PRC was managed and reviewed as PRC segment. The business of YBP, Yew Bio-Pharm (HK), and MC was managed and reviewed as USA segment. PRC and USA segments retain all of the reported consolidated amounts.

The geographical distributions of the Company’s financial information for the six months ended June 30, 2020 and 2019 were as follows:

  

For the Six Months Ended

June 30,

 
Geographic Areas 2020  2019 
Revenue      
PRC $11,569,496  $23,960,179 
USA  76,863   119,047 
Elimination Adjustment  (55,020)    
Total Revenue $11,591,339  $24,079,226 
         
Income (Loss) from operations        
PRC $1,663,125  $2,110,465 
USA  (649,237)  (428,990)
Total Income from operations $1,013,888  $1,681,475 
         
Net income (loss)        
PRC $1,536,836  $2,223,232 
USA  (647,857)  (409,767)
Total net income $888,979  $1,813,465 


The geographical distributions of the Company’s financial information for the three months ended June 30, 20202021 and 20192020 were as follows:

SCHEDULE OF GEOGRAPHICAL DISTRIBUTIONS OF COMPANY FINANCIAL INFORMATION

 

For the Three Months Ended

June 30,

  For the Three Months Ended
June 30,
 For the Six Months Ended
June 30,
 
Geographic Areas 2020  2019  2021  2020  2021  2020 
Revenue                     
PRC $9,562,103  $12,479,508   14,830,938   9,562,103  $23,567,707  $11,569,496 
USA  54   85,714   24,384  54   24,929   76,863 
Elimination Adjustment  -    ��  (11,753)  -   (11,753)  (55,020)
Total Revenue $9,562,157  $12,565,222  $14,843,569  $9,562,157  $23,580,883   11,591,339 
        
Income (Loss) from operations        
PRC $1,294,086  $1,361,205 
USA  (437,586)  (225,004)
Total Income from operations $856,500  $1,136,201 
        
Net income (loss)                        
PRC $1,175,153  $1,684,287  $(317,517) $1,175,153  $2,721,047  $1,536,836 
USA  (437,586)  (247,864)  (230,080)  (437,586)  (356,678)  (647,857)
Total net income $737,567  $1,436,423 
Total net income (loss) $(547,597) $737,567  $2,364,369  $888,979

The geographical distribution of the Company’s financial information as of June 30, 20202021 and December 31, 20192020 were as follows:

 As of
June 30,
 As of
December 31,
  As of June 30, As of December 31, 
Geographic Areas 2020  2019  2021  2020 
Long-term assets     
PRC $45,434,607  $44,547,842 
USA  920,746   1,363,586 
Elimination adjustment  (3,562,322)  (3,376,072)
Total long-term assets $42,793,031  $42,535,356 
             
Reportable assets                
PRC $57,638,866  $55,407,391  $66,543,239  $61,362,889 
USA  1,747,312   2,146,518   1,094,743   1,278,250 
Elimination adjustment  (3,641,762)  (3,347,192)  (4,383,878)  (4,194,477)
Total reportable assets $55,744,416  $54,206,717  $63,254,104  $58,446,662 

NOTE 1311 - COMMITMENTS AND CONTINGENCIES

Operating Lease

See future minimum lease payments in Note 9.7.

NOTE 1412 - SUBSEQUENT EVENTS

The Company has evaluated all subsequent events through the date these consolidated financial statements were issued and determine that there were no subsequent events or transactions except disclosed in Note 6 and 11 that require recognition or disclosures in the consolidated financial statements.


20

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion of our consolidated results of operations and cash flows for the six months ended June 30, 20202021 and 2019,2020, and consolidated financial conditions as of June 30, 20202021 and December 31, 20192020 should be read in conjunction with our unaudited consolidated financial statements and the related notes included elsewhere in this document.

Overview

We are a major grower and seller of yew trees and manufacturer of products made from yew trees, we also sell branches and leaves of yew trees for the manufacture of TCM containing taxol, which TCM has been approved in the PRC for use as a secondary treatment of certain cancers, meaning it must be administered in combination with other pharmaceutical drugs. The yew industry is highly regulated in the PRC because the Northeast yew tree is considered an endangered species. In the third quarter of 2016, we started to sell handmade yew essence oil soaps and candles.

We operated in two reportable business segments. The business of HDS, JSJ, HYF and HYFYBT in PRC was managed and reviewed as PRC segment. The business of YBP, Yew Bio-Pharm (HK), and MC was managed and reviewed as USA segment.

For the three months ended June 30, 20202021 and 2019,2020, revenues from the PRC segment accounted for approximately 99.999%99.91% and 99.320%99.999%, respectively, of consolidated revenue, respectively;revenue; revenues from USA segment accounted for approximately 0.001%0.09% and 0.680%0.001% of consolidated revenue, respectively.revenue.

For the six months ended June 30, 20202021 and 2019,2020, revenues from the PRC segment accounted for approximately 99.81%99.94% and 99.51%99.81%, respectively, of consolidated revenue, respectively;revenue; revenues from USA segment accounted for approximately 0.19%0.06% and 0.49%0.19% of consolidated revenue, respectively.revenue.

The Company’sYBP’s revenues were mostly generated by HDS and in the PRC. The expenses incurred in the U.S. were primarily related to fulfilling the reporting requirements of public listed company, stock-based compensation, office daily operations and other costs. As of June 30, 2020, the Company2021, YBP had $1,668,509$5,414 in cash and held the 100% equity interests in its subsidiaries Yew HK and JSJ. Yew HK itself has no business operations or assets other than holding of equity interests in JSJ. JSJ has no business operations and assets with a book value of approximately $6,000,$9,115, including approximately $4,000$9,115 in cash aton June 30, 2020.2021. JSJ also holds the VIE interests in HDS through the contractual arrangements (the “Contractual Arrangements”) described in Notes to Unaudited Consolidated Financial Statements. On November 4, 2014, HDS established a new subsidiary, Harbin Yew Food Co. LTD. (“HYF”), to develop and cultivate wood ear mushroom drink. As of June 30, 2020,2021, HYF had started pilot production with a limited amount of sales. On December 24, 2020, HDS acquired 80% ownership of a new subsidiary, Yew (Guangzhou) Bio-Technology Co., Ltd (“YBT”), to marketing and sell cosmetics. As of June 30, 2021, YBT had not started sales. In the event that we are unable to enforce the Contractual Agreements, we may not be able to exert effective control over HDS, HYF and HYF,YBT, and our ability to conduct our business may be materially and adversely affected. If the applicable PRC authorities invalidate our Contractual Agreements for any violation of PRC laws, rules and regulations, we would lose control of the VIE and its subsidiary resulting in its deconsolidation in financial reporting and severe loss in our market valuation. On June 8, 2016, YBP established a new subsidiary, MC Commerce Holding Inc. (MC), to sales the Company’s yew products in American market. MC had limited operation activities for the six months ended June 30, 2020.2021.

In December 2019, COVID-19 was reported in China. Since then, COVID-19 has spread globally, to include the United States and several European countries. Many countries around the world have imposed quarantines and restrictions on travel and mass gatherings to slow the spread of the virus and have closed non-essential businesses. The pandemics could result in increased travel restrictions, market downturns and changes in the behavior of the terminal customers of our products related to pandemic fears. In addition, our certain customers could decrease the demand on our products due to the outbreak of the COVID-19. To date, our business is impact by the outbreak of the coronavirus (COVID-19) in China, which resulted the decrease of our revenue during the first half of 2020.China. The extent to which the coronavirus impacts our results will depend on future developments and reactions in China, which are highly uncertain and will include emerging information concerning the severity of the coronavirus and the actions taken by governments to attempt to contain the coronavirus. Any decreased collectability of accounts receivable, or reduction of purchase orders could further negatively impact our results of operations.

Critical accounting policies and estimates

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. We continually evaluate our estimates, including those related to bad debts, allowance for obsolete inventory, and the classification of short and long-term inventory, the useful life of property and equipment and intangibleland use rights and yew forest assets, recovery of long-lived assets, income taxes, write-down in value of inventory, and the valuation of equity transactions. We base our estimates on historical experience and on various other assumptions that we believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Any future changes to these estimates and assumptions could cause a material change to our reported amounts of revenues, expenses, assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions. We believe the following critical accounting policies affect our significant judgments and estimates used in the preparation of the financial statements.

21

 


Variable interest entities

Pursuant to ASC 810 and related subtopics related to the consolidation of variable interest entities, we are required to include in our consolidated financial statements the financial statements of VIEs. The accounting standards require a VIE to be consolidated by a company if that company is subject to the risk of loss for the VIE or is entitled to receive the VIE’s residual returns. VIEs are those entities in which we, through contractual arrangements, bear the risk of, and enjoy the rewards normally associated with ownership of the entity, and therefore we are the primary beneficiary of the entity. HDS is considered a VIE, and we are the primary beneficiary. We entered into agreements with HDS pursuant to which we shall receive 100% of HDS’s net income. In accordance with these agreements, HDS shall pay consulting fees equal to 100% of its net income to our wholly-owned subsidiary, JSJ. JSJ shall supply the technology and administrative services needed to service the HDS.

The accounts of HDS are consolidated in the accompanying financial statements. As a VIE, HDS’ sales are included in our total sales, its income from operations is consolidated with ours, and our net income includes all of HDS’ net income, and their assets and liabilities are included in our consolidated balance sheets. The VIEs do not have any non-controlling interest and, accordingly, we did not subtract any net income in calculating the net income attributable to us. Because of the contractual arrangements, we have pecuniary interest in HDS that requires consolidation of HDS’ financial statements with our financial statements.

As required by ASC 810-10, we perform a qualitative assessment to determine whether we are the primary beneficiary of HDS which is identified as a VIE of us. A quality assessment begins with an understanding of the nature of the risks in the entity as well as the nature of the entity’s activities including terms of the contracts entered into by the entity, ownership interests issued by the entity and the parties involved in the design of the entity. The significant terms of the agreements between us and HDS are discussed above in the “Corporate Structure and Recapitalization - Second Restructure” section. Our assessment on the involvement with HDS reveals that we have the absolute power to direct the most significant activities that impact the economic performance of HDS. JSJ, our wholly own subsidiary, is obligated to absorb a majority of the risk of loss from HDS activities and is entitled to receive a majority of HDS’s expected residual returns. In addition, HDS’ shareholders have pledged their equity interest in HDS to JSJ, irrevocably granted JSJ an exclusive option to purchase, to the extent permitted under PRC Law, all or part of the equity interests in HDS and agreed to entrust all the rights to exercise their voting power to the person(s) appointed by JSJ. Under the accounting guidance, we are deemed to be the primary beneficiary of HDS and the results of HDS’ operation are consolidated in our consolidated financial statements for financial reporting purposes.

Accordingly, as a VIE, HDS’ sales are included in our total sales, its income from operations is consolidated with our income from operations and our net income includes all of HDS’ net income. All the equity (net assets) and profits (losses) of HDS are attributed to us. Therefore, no non-controlling interest in HDS is presented in our consolidated financial statements. As we do not have any non-controlling interest and, accordingly, did not subtract any net income in calculating the net income attributable to us. Because of the Contractual Arrangements, YBP has a pecuniary interest in HDS that requires consolidation of HDS’ financial statements with those of ours.

Additionally, pursuant to ASC 805, as YBP and HDS are under the common control of the HDS Shareholders, the Second Restructure was accounted for in a manner similar to a pooling of interests. As a result, our historical amounts in the accompanying consolidated financial statements give retrospective effect to the Second Restructure, whereby our assets and liabilities are reflected at the historical carrying values and their operations are presented as if they were consolidated for all periods presented, with our results of operations being consolidated from the date of the Second Transfer Agreement. The accounts of HDS are consolidated in the accompanying financial statements.

Accounts receivable

Accounts receivable are presented net of an allowance for doubtful accounts. We maintain allowances for doubtful accounts for estimated losses. We review the accounts receivable balance on a periodic basis and make general and specific allowances when there is doubt as to the collectability of individual balances. In evaluating the collectability of individual receivable balances, we consider many factors, including the age of the balance, a customer’s historical payment history, its current credit-worthiness and current economic trends. Accounts are written off after exhaustive efforts at collection. We recognize the probability of the collection for each customer.

Inventories

Inventories consisted of raw materials, work-in-progress, finished goods-handicrafts, yew seedlings, yew candles and other trees (consisting of larix, spruce and poplar trees). We classify our inventories based on our historical and anticipated levels of sales; any inventory in excess of its normal operating cycle of one year is classified as long-term on our consolidated balance sheets. Inventories are stated at the lower of cost or market value utilizing the weighted average method. Raw materials primarily include yew timber used in the production of products such as handicrafts, furniture and other products containing yew timber. Finished goods-handicraft and yew seedlings include direct materials and direct labor.


We estimate the amount of the excess inventories by comparing inventory on hand with the estimated sales that can be sold within our normal operating cycle of one year. Any inventory in excess of our current requirements based on historical and anticipated levels of sales is classified as long-term on our consolidated balance sheets. Our classification of long-term inventory requires us to estimate the portion of inventory that can be realized over the next 12 months.

22

 

To estimate the amount of slow-moving or obsolete inventories, we analyze movement of our products, monitor competing products and technologies and evaluate acceptance of our products. Periodically, we identify inventories that cannot be sold at all or can only be sold at deeply discounted prices. An allowance will be established if management determines that certain inventories may not be saleable. If inventory costs exceed expected market value due to obsolescence or quantities in excess of expected demand, we will record reserves for the difference between the carrying cost and the estimated market value.

Our handicraft and yew furniture products are hand-made by traditional Chinese artisans.

In accordance with ASC 905, “Agriculture”, our costs of growing yew seedlings are accumulated until the time of harvest and are reported at the lower of cost or market.

Property and equipment

Property and equipment are carried at cost and are depreciated on a straight-line basis (after taking into account their respective estimated residual value) over the estimated useful lives of the assets. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income in the year of disposition. We examine the possibility of decreases in the value of fixed assets when events or changes in circumstances reflect the fact that their recorded value may not be recoverable. The estimated useful lives are as follows:

Building 10 - 20 years 
Machinery and equipment 3 - 10 years 
Office equipment 2 - 5 years 
Motor vehicles 4 - 10 years 

Land use rights and yew forest assets

All land in the PRC is owned by the PRC government and cannot be sold to any individual or company. We have recorded the amounts paid to the PRC government to acquire long-term interests to utilize land and yew forests as land use rights and yew forest assets. This type of arrangement is common for the use of land in the PRC. Yew trees on land containing yew tree forests are used to supply raw materials such as branches, leaves and fruit to us that will be used to manufacture our products. We amortize these land and yew forest use rights over the term of the respective land and yew forest use right, which ranges from 15 to 50 years. The lease agreements do not have any renewal option and we have no further obligations to the lessor. We record the amortization of these land and forest use rights as part of our cost of revenues.

Revenue recognition

We generate our revenue from sales of yew seedling products, sales of yew raw materials for medical application, sales of yew handicraft products, sales of “Others” including yew candles, yew essential oil soap, pine needle extract, complex taxus cuspidate extract, and composite northeast yew extract. Pursuant to the guidance of ASC 606, we recognize revenue when obligations under the terms of a contract with customer are satisfied; generally this occurs with the transfer of control of the products sold. Transfer of control to the customer is based on the standardized shipping terms in the contract as this determines when we havehas the right to payment, the customer has legal title to the asset and the customer has the risks of ownership.

Income taxes

We are governed by the Income Tax Law of the PRC, Hong Kong and the United States. We account for income tax using the liability method prescribed by ASC 740, “Income Taxes”. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the year in which the differences are expected to reverse. We record a valuation allowance to offset deferred tax assets if based on the weight of available evidence; it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date.

We apply the provisions of ASC 740-10-50, “Accounting for Uncertainty in Income Taxes”, which provides clarification related to the process associated with accounting for uncertain tax positions recognized in our financial statements. Audit periods remain open for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations for a given audit period could result in an adjustment to our liability for income taxes. Any such adjustment could be material to our results of operations for any given quarterly or annual period based, in part, upon the results of operations for the given period. Currently, we have no uncertain tax positions, and will continue to evaluate for uncertain positions in the future.

23

 


Stock-based compensation

TheStock based compensation is accounted for based on the requirements of the Share-Based Payment topic of ASC 718 which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award. The Accounting Standards Codification also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award.

The Company accounts for equity-basedshare-based compensation costawards to nonemployees in accordance with FASB ASC 718 Compensation-Stock Compensation after adoption ofand FASB ASC 2018-07, which requires the measurement505-50. Under FASB ASC 718 and recognition ofFASB ASC 505-50, stock compensation expense relatedgranted to non-employees has been determined as the fair value of equity-based compensation awards that are ultimately expected to vest. Stock-based compensation expense recognized includes the compensation cost for all share-based compensation payments granted to employees and nonemployees, net of estimated forfeitures, over the employees requisite service periodconsideration received or the non-employee performance period based on the grant date fair value estimated in accordance withof equity instrument issued, whichever is more reliably measured and is recognized as an expense as the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased,goods or cancelled during the periods reported.services are received.

Recent accounting pronouncements

In February 2016, the Financial Accounting Standards Board (“FASB”) issued new leasing guidance (“Topic 842”) that replaced the existing lease guidance (“Topic 840”). Topic 842 established a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and lease liability on the balance sheet for all leases with terms longer than 12 months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the statement of operations. This guidance also expanded the requirements for lessees to record leases embedded in other arrangements and the required quantitative and qualitative disclosures surrounding leases.

The Company adopted Topic 842 on its effective date of January 1, 2019 using a modified retrospective transition approach; as such, Topic 842 will not be applied to periods prior to adoption and the adoption had no impact on the Company’s previously reported results. The Company elected the package of practical expedients permitted under the transition guidance within Topic 842, which allowed the Company to carry forward its identification of contracts that are or contain leases, its historical lease classification and its accounting for initial direct costs for existing leases. The impact of adopting Topic 842 was not material to the Company’s result of operations or cash flows for the three and six months ended June 30, 2020 and 2019.2021. The Company recognized operating lease liabilities of approximately $350,000 upon adoption, with corresponding ROU assets on its balance sheet at January 1, 2019.sheet.

Currency exchange rates

Our functional currency is the U.S. dollar, and the functional currency of our operating subsidiaries and VIE is the RMB. All of our sales are denominated in RMB. As a result, changes in the relative values of U.S. dollars and RMB affect our reported levels of revenues and profitability as the results of our operations are translated into U.S. dollars for reporting purposes. In particular, fluctuations in currency exchange rates could have a significant impact on our financial stability due to a mismatch among various foreign currency-denominated sales and costs. Fluctuations in exchange rates between the U.S. dollar and RMB affect our gross and net profit margins and could result in foreign exchange and operating losses.

Our exposure to foreign exchange risk primarily relates to currency gains or losses resulting from timing differences between signing of sales contracts and settling of these contracts. Furthermore, we translate monetary assets and liabilities denominated in other currencies into RMB, the functional currency of our operating subsidiaries. Our results of operations and cash flow are translated at average exchange rates during the period, and assets and liabilities are translated at the unified exchange rate at the end of the period. Translation adjustments resulting from this process are included in accumulated other comprehensive income in our statement of shareholders’ equity. We have not used any forward contracts, currency options or borrowings to hedge our exposure to foreign currency exchange risk. We cannot predict the impact of future exchange rate fluctuations on our results of operations and may incur net foreign currency losses in the future.

Our financial statements are expressed in U.S. dollars, which is the functional currency of our parent company. The functional currency of our operating subsidiaries and affiliates is RMB. To the extent we hold assets denominated in U.S. dollars, any appreciation of the RMB against the U.S. dollar could result in a charge in our statement of operations and a reduction in the value of our U.S. dollar denominated assets. On the other hand, a decline in the value of RMB against the U.S. dollar could reduce the U.S. dollar equivalent amounts of our financial results.

24

 


Results of Operations

The following tables set forth key components of our results of operations for the periods indicated, in dollars. The discussion following the table is based on these results:

  

Three Months Ended

June 30,

  

Six Months Ended

June 30,

 
  2021  2020  2021  2020 
Revenues - third parties $6,804,717  $159,709  $6,805,262  $181,498 
Revenues - related parties  8,038,852   9,402,448   16,775,621   11,409,841 
Total revenues  14,843,569   9,562,157   23,580,883   11,591,339 
Cost of revenues - third parties  6,932,631   341,204   6,945,631   382,570 
Cost of revenues - related parties  8,138,966   7,935,570   15,906,307   9,481,131 
Total cost of revenues  15,071,597   8,276,774   22,851,938   9,863,701 
Gross profit  (228,028)  1,285,383   728,945   1,727,638 
Operating expenses  202,613   428,883   (1,807,121)  713,750 
Income from operations  (430,641)  856,500   2,536,066   1,013,888 
Other expenses, net  (115,097)  (118,933)  (169,838)  (124,909)
Income taxes  (1,859)  -   (1,859)  - 
Net income  (547,597)  737,567   2,364,369   888,979 
Other comprehensive income (loss):                
Foreign currency translation adjustment  723,236   102,289   471,124   (713,755)
Comprehensive income (loss) $175,639  $839,856  $2,835,493  $175,224 

25

 

  

Three Months Ended

June 30,

  

Six Months Ended

June 30,

 
  2020  2019  2020  2019 
Revenues - third parties $159,709  $9,782,457  $181,498  $9,815,938 
Revenues - related parties  9,402,448   2,782,765   11,409,841   14,263,288 
Total revenues  9,562,157   12,565,222   11,591,339   24,079,226 
Cost of revenues - third parties  341,204   9,829,839   382,570   9,856,507 
Cost of revenues - related parties  7,935,570   2,089,325   9,481,131   12,418,132 
Total cost of revenues  8,276,774   11,919,164   9,863,701   22,274,639 
Gross profit  1,285,383   646,058   1,727,638   1,804,587 
Operating expenses  428,883   (490,143)  713,750   123,112 
Income from operations  856,500   1,136,201   1,013,888   1,681,475 
Other (expenses) income  (118,933)  330,103   (124,909)  183,477 
Net income before income taxes  737,567   1,466,304   888,979   1,864,952 
Income taxes  -   (29,881)  -   (51,487)
Net income  737,567   1,436,423   888,979   1,813,465 
Other comprehensive income (loss):                
Foreign currency translation adjustment  102,289   (976,156)  (713,755)  48,728 
Comprehensive income (loss) $839,856  $460,267  $175,224  $1,862,193 

Three and Six Months Ended June 30, 20202021 Compared to Three and Six Months Ended June 30, 20192020

Revenues

For the three months ended June 30, 2020,2021, we had total revenues of $9,562,157,$14,843,569, as compared to $12,565,222$9,562,157 for the three months ended June 30, 2019, a decrease2020, an increase of $3,003,065$5,281,412 or 23.90%55.23%. The decreaseincrease in total revenue was attributable to the decreaseincrease in revenues of extracts partially offset by increase in revenues ofand TCM raw materials.

For the six months ended June 30, 2020,2021, we had total revenues of $11,591,339,$23,580,883, as compared to $24,079,226,$11,591,339, for the six months ended June 30, 2019, a decrease2020, an increase of $12,487,887$11,989,544 or 51.86%103.44%. The decreaseincrease in total revenue was attributable to the decreaseincrease in revenues of extracts.extracts and TCM raw materials.


Total revenue is summarized as follows:

 

Three Months Ended 

June 30,

  Increase  Percentage  

Three Months Ended

June 30,

  Increase  Percentage 
 2020  2019  (Decrease)  Change  2021  2020  (Decrease)  Change 
TCM raw materials $5,076,245  $2,825,347  $2,250,898   79.67% $6,361,705  $5,076,245  $1,285,460   25.32%
Handicrafts  -   3,823   (3,823)  (100.00)%  -   -   -   -%
Extracts  4,326,203   9,690,744   (5,364,541)  (55.36)  8,417,209   4,326,203   4,091,006   94.56 
Others  159,709   45,308   114,401   252.50%  64,655   159,709   (95,054)  (59.52)%
Total $9,562,157  $12,565,222  $(3,003,065)  (23.90)% $14,843,569  $9,562,157  $5,281,412   55.23%

 

Six Months Ended

June 30,

  Increase  Percentage  

Six Months Ended

June 30,

  Increase  Percentage 
 2020  2019  (Decrease)  Change  2021  2020  (Decrease)  Change 
TCM raw materials $7,083,638  $6,988,782  $94,856   1.36% $9,937,224  $7,083,638  $2,853,586   40.28%
Handicrafts  -   6,118   (6,118)  (100.00)%  -   -   -   -%
Extracts  4,326,203   16,965,250   (12,639,047)  (74.50)  13,578,459   4,326,203   9,252,256   213.87 
Others  181,498   119,076   62,422   52.42%  65,200   181,498   (116,298)  (64.08)%
Total $11,591,339  $24,079,226  $(12,487,887)  (51.86)% $23,580,883  $11,591,339  $11,989,544   103.44%

For the three and six months ended June 30, 20202021 compared to June 30, 2019,2020, the decreaseincrease in extracts was mainly attributable to the decreaseincrease in demand of pine needle extract, complex taxus cuspidate extract, and composite northeast yew extract. The increase in revenue of TCM raw material was mainly attributable to the increase in demand from our related party, Yew Pharmaceutical.

For the six months ended June 30, 2020 compared to June 30, 2019, the decrease in extracts was mainly attributable to the decrease in demand of pine needle extract, complex taxus cuspidate extract, and composite northeast yew extract.

Cost of Revenues

For the three months ended June 30, 2020,2021, cost of revenues amounted to $8,276,774$15,071,597 as compared to $11,919,164$8,276,774 for the three months ended June 30, 2019, a decrease2020, an increase of $3,642,390$6,794,823 or 30.56%82.10%. For the three months ended June 30, 2020,2021, cost of revenues accounted for 86.56%101.54% of total revenues compared to 94.86%86.56% of total revenues for the three months ended June 30, 2019.2020.

For the six months ended June 30, 2020,2021, cost of revenues amounted to $9,863,701$22,851,938 as compared to $22,274,639$9,863,701 for the six months ended June 30, 2019, a decrease2020, an increase of $12,410,938$12,988,237 or 55.72%131.68%. For the six months ended June 30, 2020,2021, cost of revenues accounted for 85.10%96.91% of total revenues compared to 92.51%85.10% of total revenues for the six months ended June 30, 2019.2020.

26

 

Cost of revenues by product categories is as follows:

 

Three Months Ended

June 30,

  Increase  Percentage  

Three Months Ended

June 30,

  Increase  Percentage 
 2020  2019  (Decrease)  Change  2021  2020  (Decrease)  Change 
TCM raw materials $3,873,423  $2,126,883  $1,746,540   82.12% $6,457,758  $3,873,423  $2,584,335   66.72%
Handicrafts  -   3,778   (3,778)  (100.00)%  -   -   -   -%
Extracts  3,849,876   9,652,672   (5,802,796)  (60.12)  8,380,945   3,849,876   4,531,069   117.69 
Others  553,475   135,831   417,644   307.47%  232,894   553,475   (320,581)  (57.92)%
Total $8,276,774  $11,919,164  $(3,642,390)  (30.56)% $15,071,597  $8,276,774  $6,794,823   82.10%


  

Six Months Ended

June 30,

  Increase  Percentage 
  2021  2020  (Decrease)  Change 
TCM raw materials $9,207,880  $5,569,307  $3,638,573   65.33%
Handicrafts  -   -   -   -%
Extracts  13,398,164   3,849,876   9,548,288   248.02 
Others  245,894   444,518   (198,624)  (44.68)%
Total $22,851,938  $9,863,701  $12,988,237   131.68%

  

Six Months Ended

June 30,

  Increase  Percentage 
  2020  2019  (Decrease)  Change 
TCM raw materials $5,569,307  $5,144,317  $424,990   8.26%
Handicrafts  -   975   (975)  (100.00)%
Extracts  3,849,876   16,926,486   (13,076,610)  (77.26)
Others  444,518   202,861   241,657   119.12%
Total $9,863,701  $22,274,639  $(12,410,938)  (55.72)%

The decreaseincrease in our cost of revenues for the three and six months ended June 30, 20202021 as compared to the three months and six months ended June 30, 20192020 was in line with the increase in revenue.

Gross Profit

For the three months ended June 30, 2020,2021, gross profit was $1,285,383$(228,028) as compared to $646,058$1,285,383 for the three months ended June 30, 2019,2020, representing gross profit margins of 13.44%(1.54)% and 5.14%13.44%, respectively. For the six months ended June 30, 2020,2021, gross profit was $1,727,638$728,945 as compared to $1,804,587$1,727,638 for the six months ended June 30, 2019,2020, representing gross profit margins of 14.90%3.09% and 7.49%14.90%, respectively. Gross profit margins by categories are as follows:

 Three Months Ended
June 30,
  Six Months Ended
June 30,
  Three Months Ended
June 30,
  Six Months Ended
June 30,
 
 2020  2019  (Decrease)
Increase
  2020  2019  (Decrease)
Increase
  2021  2020  (Decrease)
Increase
  2021  2020  (Decrease)
Increase
 
TCM raw materials  23.70%  24.72%  (1.02)%  21.38%  26.39%  (5.01)%  (1.51)%  23.70%  (25.21)%  7.34%  21.38%  (14.04)%
Handicrafts  -%  1.18%  -%  -%  84.06%  -%  -%  -%  -%  -%  -%  -%
Extracts  11.01%  0.39%  10.62%  11.01%  0.23%  10.78%  0.43%  11.01%  (10.58)%  1.33%  11.01%  (9.68)%
Others  (246.55)%  (199.80)%  (46.75)%  (114.92)%  (70.36)%  (74.56)%  (260.21)%  (246.55)%  (13.66)%  (277.14)%  (114.92)%  (132.22)%
Total  13.44%  5.14%  8.30%  14.90%  7.49%  7.41%  (1.54)%  13.44%  (14.98)%  3.09%  14.90%  (11.81)%

The increasedecrease in our overall gross profit margin for the three and six month ended June 30, 20202021 as compared to the three and six months ended June 30, 20192020 were primarily attributable to the higherlower gross margin yields of TCM raw materials and extracts.

27

 

Operating Expenses

For the three months ended June 30, 2020,2021, operating expenses amounted to $428,883,$202,613, as compared to $(490,143)$428,883 for the three months ended June 30, 2019, an increase2020, a decrease of $919,026$226,270 or 187.50%52.76%. The increasedecrease was mainly due to theno bad debt recoveryexpense occurred during the three months ended June 30, 2019, no such event2021, compares with $193,466 bad debt expense occurred during the three months ended June 30, 2020.

For the six months ended June 30, 2020,2021, operating expenses amounted to $713,750$(1,807,121) as compared to $123,112$713,750 for the six months ended June 30, 2019, an increase2020, a decrease of $590,638$2,520,871 or 479.76%353.19%. The increasedecrease was mainly due to the bad debt recovery occurred during the six months ended June 30, 2019, no such event2021, compares with $196,806 bad debt expense occurred during the six months ended June 30, 2020.


Income from Operations

For the three months ended June 30, 2020,2021, income from operations was $856,500,$(430,641), as compared to income from operations of $1,136,201$856,500 for the three months ended June 30, 2019,2020, a decrease of $279,701,$1,287,141, or 24.62%150.28%. The decrease was primarily attributable to the decrease in gross profit from TCM raw materials and extracts after offset by the decrease of bad debt expenses.

For the six months ended June 30, 2021, income from operations was $2,536,066, as compared to income from operations of $1,013,888 for the six months ended June 30, 2020, an increase of $1,522,178, or 150.13%. The increase was primarily attributable to $2.2 million recovery of bad debt expenses after offset by the decrease in gross profit from TCM raw materials and extracts.

Other Expenses

For the three months ended June 30, 2021, total other expense was $115,097 as compared to total other expense of $118,933 for the three months ended June 30, 2020. The decrease was primarily attributable to the increase of bad debt expenses and long-term inventory reserve afterother income, partially offset by the increase in gross profit from TCM raw materials and extracts.of exchange loss.

For the six months ended June 30, 2020, income from operations2021, total other expense was $1,013,888,$169,838 as compared to income from operationstotal other expense of $1,681,475$124,909 for the six months ended June 30, 2019, a decrease of $667,587, or 39.70%.2020. The decrease was primarily attributable to the increase of bad debt expenses and long-term inventory reserve afterother income, partially offset by the increase in gross profit from TCM raw materials and extracts.

Other (Expense) Income

For the three months ended June 30, 2020, total other expense was $118,933 as compared to total other expense of $330,103 for the three months ended June 30, 2019. The decrease was primarily attributable to the increase of interest expense and the decrease of exchange gain.loss.

For the six months ended June 30, 2020, total other expense was $124,909 as compared to total other expense of $183,477 for the six months ended June 30, 2019. The decrease was primarily attributable to the increase of interest expense.

Net Income

As a result of the factors described above, our net loss was $(547,597) or $(0.01) (basic and diluted), for the three months ended June 30, 2021, as compared to net income wasof $737,567 or $0.01 (basic and diluted), for the three months ended June 30, 2020, as compared to net income of $1,436,423 or $0.03 (basic and diluted), for the three months ended June 30, 2019.2020. As a result of the factors described above, our net income was $2,364,369 or $0.05 (basic and diluted), for the six months ended June 30, 2021, as compared to net income of $888,979 or $0.02 (basic and diluted), for the six months ended June 30, 2020, as compared to net income of $1,813,465 or $0.03 (basic and diluted), for the six months ended June 30, 2019.2020.

Foreign Currency Translation Adjustment

For the three months ended June 30, 2020,2021, we reported an unrealized gain on foreign currency translation of $723,236, as compared to an unrealized gain of $102,289 for the three months ended June 30, 2020. For the six months ended June 30, 2021, we reported an unrealized gain on foreign currency translation of $471,124, as compared to an unrealized loss of $976,156 for the three months ended June 30, 2019. For the six months ended June 30, 2020, we reported an unrealized loss on foreign currency translation of $713,755 as compared to an unrealized gain of $48,728 for the six months ended June 30, 2019.2020. The change reflects the effect of the value of the U.S. dollar in relation to the RMB. As described elsewhere herein, the functional currency of our subsidiary, JSJ, and our VIE, HDS, is the RMB. The accompanying consolidated financial statements have been translated and presented in U.S. dollars using period end rates of exchange for assets and liabilities, and average rates of exchange for the period for net revenues, costs, and expenses. Net gains resulting from foreign exchange transactions, if any, are included in the consolidated statements of income and comprehensive income.

Comprehensive Income

For the three months ended June 30, 2020,2021, comprehensive income of $175,639 was derived from the sum of our net income of $(547,597) with foreign currency translation gain of $723,236. For the three months ended June 30, 2021, comprehensive income of $839,856 was derived from the sum of our net income of $737,567 with foreign currency translation gain of $102,289.

For the threesix months ended June 30, 2019,2021, comprehensive income of $460,267$2,835,493 was derived from the sum of our net income of $1,436,423$2,364,369 with foreign currency translation lossgain of $976,156.

$471,124. For the six months ended June 30, 2020, comprehensive income of $175,224 was derived from the sum of our net income of $888,979 with foreign currency translation loss of $713,976755. For the six months ended June 30, 2019, comprehensive income of $1,862,193 was derived from the sum of our net income of $1,813,465 with foreign currency translation gain of $48,728.$713,755.

Segment Information

For the three and six months ended June 30, 20202021 as compared to the three and six months ended June 30, 2019,2020, we operated in two reportable business segments. The business of HDS, JSJ, HYF and HYFYBT in PRC was managed and reviewed as PRC segment. The business of YBP, Yew Bio-Pharm (HK), and MC was managed and reviewed as USA segment.

28

 


Information with respect to these reportable business segments for the three months ended June 30, 20202021 and 20192020 was as follows:

 

For the three months

June 30, 2020

 

For the three months

June 30, 2019

  

For the three months

June 30, 2021

 

For the three months

June 30, 2020

 
 

Revenues-

third

parties

 

Revenues -

related

party

  Total  

Revenues-

third

parties

 

Revenues -

related

party

  Total  

Revenues-

third

parties

 

Revenues -

related

party

  Total  

Revenues-

third

parties

 

Revenues -

related

party

  Total 
Revenues:                                     
PRC $159,655  $9,402,448  $9,562,103  $9,696,743  $2,782,765  $12,479,508  $6,792,086  $   8,038,852  $14,830,938  $159,655  $  9,402,448  $9,562,103 
                                                
USA  54   -   54   85,714   -   85,714   12,631   -   12,631   54   -   54 
                                                
Total revenues $159,709  $9,402,448  $9,562,157  $9,782,457  $2,782,765  $12,565,222  $6,804,717  $8,038,852  $14,843,569  $159,709  $9,402,448  $9,562,157 

Information with respect to these reportable business segments for the six months ended June 30, 20202021 and 20192020 was as follows:

 

For the six months

June 30, 2020

 

For the six months

June 30, 2019

  

For the six months

June 30, 2021

 

For the six months

June 30, 2020

 
 

Revenues-

third

parties

 

Revenues -

related

party

  Total  

Revenues-

third

parties

 

Revenues -

related

party

  Total  

Revenues-

third

parties

 

Revenues -

related

party

  Total  

Revenues-

third

parties

 

Revenues -

related

party

  Total 
Revenues:       ��                              
PRC $159,655  $11,409,841  $11,569,496  $9,696,891  $14,263,288  $23,960,179  $6,792,086  $16,775,621  $23,567,707  $159,655  $11,409,841  $11,569,496 
                                                
USA  21,843   -   21,843   119,047   -   119,047   13,176   -   13,176   21,843   -   21,843 
                                                
Total revenues $181,498  $11,409,841  $11,591,339  $9,815,938  $14,263,288  $24,079,226  $6,805,262  $16,775,621  $23,580,883  $181,498  $11,409,841  $11,591,339 

During the three months ended June 30, 20202021 and 2019,2020, the revenue from PRC segment was $14,830,938 and $9,562,103, and $12,479,508, respectively, decreaseincrease of $2,917,405$5,268,835 or 23.38%55.10% due to the decreaseincrease demand on Asia market. The decreaseincrease in PRC segment was mainly due to the decreaseincrease in revenue from third parties in the amount of $9,537,088,$6,632,431, offset by the decrease in revenue from related parties in the amount of 1,363,596.

During the three months ended June 30, 2021 and 2020, the revenue from USA segment was $12,631 and $54, respectively, increase of $12,577 or 23,290.74%. The increase in USA segment was due to the increase in revenue from third parties in the amount of $12,577 attributable to our China customers’ increased oversea demand.

During the six months ended June 30, 2021 and 2020, the revenue from PRC segment was $23,567,707 and $11,569,496, respectively, increase of $11,998,211 or 103.71% due to the increase demand on Asia market. The increase in PRC segment was mainly due to the increase in revenue from third parties in the amount of $6,632,431, and the increase in revenue from related parties in the amount of 6,619,683.5,365,780.

During the threesix months ended June 30, 20202021 and 2019,2020, the revenue from USA segment was $54$13,176 and $85,714,$21,843, respectively, decrease of $85,660$8,667 or 99.94%39.68%. The decrease in USA segment was due to the decrease in revenue from third parties in the amount of $85,660$8,667 attributable to our China customers’ decreased oversea demand.

During the six months ended June 30, 2020 and 2019, the revenue from PRC segment was $11,569,496 and $23,960,179, respectively, decrease of $12,390,683 or 51.71% due to the decrease demand on Asia market. The decrease in PRC segment was mainly due to the decrease in revenue from third parties in the amount of $9,537,236, and the decrease in revenue from related parties in the amount of 2,853,447.

During the six months ended June 30, 2020 and 2019, the revenue from USA segment was $21,843 and $119,047, respectively, decrease of $97,204 or 81.65%. The decrease in USA segment was due to the decrease in revenue from third parties in the amount of $97,204 attributable to our China customers’ decreased oversea demand.


Liquidity and Capital Resources

Liquidity is the ability of a company to generate funds to support its current and future operations, satisfy its obligations and otherwise operate on an ongoing basis. AtOn June 30, 20202021 and December 31, 2019,2020, we had cash balances of $1,668,509$166,931 and $742,294,$563,792, respectively. These funds are primarily located in various financial institutions located in China. Our primary uses of cash have been for the purchase of yew trees, land use rights and yew forest assets. Additionally, we use cash for employee compensation and working capital.

The following table sets forth information as to the principal changes in the components of our working capital from December 31, 2019 to June 30, 2020:

Category 

June 30,

2020

  

December 31,

2019

  Change  Percentage change 
Current assets:            
Cash $1,668,509  $742,294  $926,215   124.78%
Accounts receivable  4,168,478   7,692,613   (3,524,135)  (45.81)%
Accounts receivable - related parties, net  4,320,000   193,000   4,127,000   2,138.34%
Inventories, net  1,819,551   2,637,389   (817,838)  (31.01)%
Prepaid expenses – related parties  -   5,829   (5,829)  (100.00)%
Prepaid expenses and other assets  222,982   51,140   171,842   336.02%
VAT recoverable  751,865   349,096   402,769   115.37%
Current liabilities:                
Accounts payable for acquisition of yew forests and others  1,324,718   920,459   404,259   43.92%
Accounts payable for acquisition of yew forests and others - related parties  420,103   16,629   403,474   2426.32%
Advances from customers  407,208   50,071   357,137   713.26%
Advances from customers - related parties  110,349   -   110,349   100.00%
Accrued expenses and other payables  403,015   266,749   136,266   33.81%
Taxes payable  115,264   116,440   (1,176)  (1.01)%
Due to related parties  630,724   633,779   (3,055)  (0.48)%
Short-term borrowings  8,487,119   8,541,517   (54,398)  (0.64)%
Operating lease liabilities, current  59,799   52,104   7,695   14.77%
Working capital:                
Total current assets $12,951,385  $11,671,361  $1,280,024   10.97%
Total current liabilities  11,843,035   10,481,308   1,363,483   13.01%
Working capital $1,108,350  $1,190,053  $(81,703)  (6.87)%


Our working capital decreasedincreased by $81,703$7,559,173 to $1,108,350 at$7,023,447 on June 30, 2020,2021, from working capital of $1,190,053 at$(535,726) on December 31, 2019. This decrease in working capital is primarily attributable to:2020.

a decrease in accounts receivable of $3,524,135
an increase in accounts payable for acquisition of yew forests and others of $404,259
an increase in accounts payable for acquisition of yew forests and others - related parties of $403,474
an increase in advances from customers of $357,137
a decrease in inventories of $817,838

partially offset by:

an increase in accounts receivable - related parties of $4,127,000
an increase in cash of $926,215
an increase in VAT recoverable of $402,769

For the six months ended June 30, 2020,2021, net cash flow provided by operating activities was $6,434,367,$1,036,171, as compared to net cash flow provided by operating activities of $3,690,827$7,037,722 for the six months ended June 30, 2019, an increase2020, a decrease of $2,743,540.$6,001,551. Because the exchange rate conversion is different for the balance sheet and the statements of cash flows, the changes in assets and liabilities reflected on the statements of cash flows are not necessarily identical with the comparable changes reflected on the balance sheets.

For the six months ended June 30, 2021, net cash flow provided by operating activities of $1,036,171 was primarily attributable to:

net income of approximately $2,364,000 adjusted for the add-back of non-cash items, such as bad debt recovery of approximately $2,300,000, amortization of land use rights and yew forest assets of approximately $1,400,000, and sale of yew forest assets as inventory of approximately 7,800,000; and
changes in operating assets and liabilities, such as an increase in accounts receivable of approximately $2,500,000, and an increase in accounts receivable-related parties of approximately $5,700,000.

29

 

For the six months ended June 30, 2020, net cash flow provided by operating activities was $6,434,367of $7,037,722 was primarily attributable to:

net income of approximately $889,000$890,000 adjusted for the add-back of non-cash items, such as inventory additional reserves of approximately $370,000, sale of yew forest assets as inventory of approximately 4,330,000,4,300,000, amortization of land use rights and yew forest assets of approximately $1,272,000$1,300,000 and bad debt expense of approximately $197,000;$200,000; and
Changes in operating assets and liabilities, such as a decrease in accounts receivable of approximately $3,430,000,$3,400,000, an increase in accounts receivable-related parties of approximately $4,348,000,$4,400,000, and a decrease in inventories of approximately $828,000$830,000.

ForNet cash flow used in investing activities was $1,714,509 for the six months ended June 30, 2019, net cash flow provided2021. During the six months ended June 30, 2021, our prepayment in purchase of yew forest assets decreased by operating activities of $3,690,827 was primarily attributable to:

net income of approximately $1,813,000 adjusted for the add-back of non-cash items, such as inventory write-down of approximately $133,000, sale of yew forest assets as inventory of approximately 3,814,000, amortization of land use rights and yew forest assets of approximately $792,000 and bad debt recovery of approximately $390,000; and
Changes in operating assets and liabilities, such as an increase in accounts receivable of approximately $9,696,000, an increase in accounts receivable-related parties of approximately $993,000, a decrease in inventories of approximately $6,170,000, and an increase in advance from customers-related party of approximately $2,777,000.

approximately $340,000. We also have purchased approximately $1,300,000 yew forest assets. Net cash flow used in investing activities was approximately $5,466,000$6,000,000 for the six months ended June 30, 2020. During the six months ended June 30, 2020, we have made payment in approximately $5,427,000$5,00,000 for purchase of yew forest assets, and made paymentprepayment in approximately $600,000 for purchase of property and equipment $39,000. yew forest assets.

Net cash flow used in investingprovided by financing activities was approximately $6,438,000$340,000 for the six months ended June 30, 2019. During the six months ended June 30, 2019, we have made payment in approximately $6,297,000 for purchase of yew forest assets, and made prepayments for purchases of yew forest assets2021 due to proceeds of approximately $133,000.

$5,700,000 from short-term borrowings and partially offset by repayment of short-term borrowings of approximately $5,400,000. Net cash flow provided by financing activities was approximately $71,000 for the six months ended June 30, 2020 and consisted of proceeds of $5,300,000 from banks, and offset by repayments of approximately $5,230,000. Net cash flow provided by financing activities was approximately $2,414,000 for the six months ended June 30, 2019 and consisted of proceeds of $5,234,000 from banks, and offset by repayments of approximately $2,850,000.$5,200,000.

We have historically financed our operations and capital expenditures through cash flows from operations, bank loans and advances from related parties. From March 2008 to September 2009, we received approximately $2.9 million of proceeds in the aggregate from offerings and sales of our common stock. Except for the portion used to pay for professional and other expenses in the U.S., substantial portions of the proceeds we received through sales of our common stock were retained in the PRC and used to fund our working capital requirements. As the PRC government imposes controls on PRC companies’ ability to convert RMB into foreign currencies and the remittance of currency out of China, from time to time, in order to fund our corporate activities in the U.S., Zhiguo Wang, our President and CEO, advanced funds to us in the U.S. and we repaid the amounts owed to him in RMB in the PRC.

It is management’s intention to expand our operations as quickly as reasonably practicable to capitalize on the demand opportunity for our products. We regularly review our cash funding requirements and attempt to meet those requirements through a combination of cash on hand, cash provided by operations and any potential available bank borrowings. We believe that we can continue meeting our cash funding requirements for our business in this manner over at least the next twelve months. The majority of our funds are maintained in RMB in bank accounts in China. We receive most of our revenue in the PRC. Under existing PRC foreign exchange regulations, payments of current account items, including profit distributions, interest payments and expenditures from trade related transactions, can be made in foreign currencies by complying with certain procedural requirements. However, approval from China’s State Administration of Foreign Exchange (“SAFE”) or its local counterparts is required where RMB is to be converted into foreign currency and remitted out of China to pay capital expenses such as the repayment of loans denominated in foreign currencies. The PRC government may also, at its discretion, restrict access to foreign currencies for current account transactions. As of June 30, 20202021 and December 31, 2019,2020, approximately $45.6$53.5 million and $44.6$50.3 million, respectively, of our net assets are located in the PRC. If the foreign exchange control system in the PRC prevents us from obtaining sufficient foreign currency to satisfy our currency demands, we may not be able to transfer funds deposited within the PRC to fund working capital requirements in the U.S. or pay any dividends in currencies other than the RMB, to our shareholders.shareholders..

Off-Balance Sheet Arrangements

We have not entered into any financial guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any derivative contracts that are indexed to our shares and classified as shareholder’s equity or that are not reflected in our consolidated financial statements. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or research and development services with us.

30

 


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Foreign Currency Exchange Rates Risk

Substantially all of our operating revenues and expenses are denominated in RMB. We operate using RMB and the effects of foreign currency fluctuations are largely mitigated because local expenses in the PRC are also denominated in the same currency. We do not believe that we currently have any significant direct foreign exchange risk and have not hedged exposures denominated in foreign currencies or any other derivative financial instruments. Because we generally receive cash flows denominated in RMB, our exposure to foreign exchange risks should be limited.

Our assets and liabilities, of which the functional currency is the RMB, are translated into USD using the exchange rates in effect at the balance sheet date, resulting in translation adjustments that are reflected as cumulative translation adjustment in the shareholders’ equity section on our consolidated balance sheets. A portion of our net assets are impacted by changes in foreign currencies translation rates in relation to the U.S. dollar. We recorded a foreign currency translation gain of $471,129 and a loss of $714,975$713,755 for the six months ended June 30, 20202021 and a gain of $48,728 for the six months ended June 30, 2019,2020, respectively, to reflect the impact of the fluctuation of the RMB against the U.S. dollar.

The value of the RMB against the U.S. dollar and other currencies may fluctuate and is affected by, among other things, changes in China’s political and economic conditions. The conversion of the RMB into foreign currencies, including U.S. dollars, has been based on rates set by the People’s Bank of China.

To the extent that we decide to convert RMB denominated cash amounts into U.S. dollars for the purpose of making any dividend payments, which we have not declared but may declare in the future, or for other business purposes, appreciation of the U.S. dollar against the RMB would have a negative effect on the U.S. dollar amount available to us. Conversely, if we need to convert U.S. dollars into RMB for operations, appreciation of the RMB against the U.S. dollar would have an adverse effect on the RMB amount it received from the conversion. We have not used, and do not currently expect to use in the future, any forward contracts or currency borrowings to hedge exposure to foreign currency exchange risk.

Interest Rate Risk

We have not been, nor do we currently anticipate being, exposed to material risks due to changes in interest rates.

ITEM 4. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures.

The Company’s management has evaluated, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were not effective as of the end of the period covered by this report.

(b) Changes in Internal Control over Financial Reporting.

There have not been any changes in the Company’s internal control over financial reporting that occurred during the Company’s fiscal quarter ended June 30, 20202021 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

31

 


PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not currently a party to any lawsuit or proceeding which, in the opinion of management, is likely to have a material adverse effect on us or our business.None.

ITEM 1A. RISK FACTORS

No material change.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The following exhibits are attached hereto and filed herewith:

31.1*Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.
31.2*Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.
32.1*32*Certification of Periodic Financial Report by the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INSXBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document

*Filed herewith.


32

 

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.

Date: August 16, 2021

YEW BIO-PHARM GROUP, INC.
  
By:/s/ ZHIGUO WANGGUIFANG QI
Zhiguo WangGuifang Qi
Chief Financial Officer

Date: August 14, 2020


EXHIBIT INDEX

Exhibit

Number

Description of Exhibit
31.1*Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.
31.2*Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.
32.1*32*Certification of Periodic Financial Report by the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INSXBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document

*Filed herewith.

33

40