Document and Entity Information
Document and Entity Information | 12 Months Ended |
Jun. 30, 2021shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Entity Registrant Name | China Xiangtai Food Co., Ltd. |
Entity Central Index Key | 0001735556 |
Amendment Flag | false |
Entity Filer Category | Non-accelerated Filer |
Entity Incorporation, State or Country Code | E9 |
Entity File Number | 001-38857 |
Entity Address, Country | CN |
Entity Address, Address Line One | Xinganxian Plaza, Building B, Suite 21-1 |
Entity Address, Address Line Two | Lianglukou |
Entity Address, City or Town | Yuzhong District |
Entity Address, Postal Zip Code | 400800 |
Entity Interactive Data Current | Yes |
Trading Symbol | PLIN |
Entity Current Reporting Status | Yes |
Current Fiscal Year End Date | --06-30 |
Entity Well Known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Common Stock, Shares Outstanding | 40,716,642 |
Document Period End Date | Jun. 30, 2021 |
Document Fiscal Year Focus | 2020 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Shell Company | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Registration Statement | false |
Title of 12(g) Security | Ordinary shares, par value $0.01 per share |
Security Exchange Name | NASDAQ |
Document Accounting Standard | U.S. GAAP |
Business Contact [Member] | |
Document Information [Line Items] | |
Entity Address, Country | CN |
Entity Address, Address Line One | Xinganxian Plaza, Building B, Suite 21-1 |
Entity Address, Address Line Two | Lianglukou |
Entity Address, City or Town | Yuzhong District |
Entity Address, Postal Zip Code | 400800 |
City Area Code | +86 (023) |
Local Phone Number | 86330158 |
Contact Personnel Name | Zeshu Dai |
Contact Personnel Email Address | ir@cqplinfood.com |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 7,603 | $ 1,071,564 |
Accounts receivable, net | 11,142,558 | 9,833,936 |
Other receivables, net | 0 | 41,687 |
Inventories | 229,392 | 0 |
Prepayments, net | 2,051,547 | 1,057,423 |
Current assets of discontinued operations | 19,090,614 | 38,271,324 |
Total current assets | 32,521,714 | 50,275,934 |
OTHER ASSETS | ||
Property and equipment, net | 4,395 | 10,121 |
Goodwill | 0 | 5,185,866 |
Deferred tax assets | 2,331,145 | 648,768 |
Other assets of discontinued operations | 6,018,574 | 7,228,745 |
Total other assets | 8,354,114 | 13,073,500 |
Total assets | 40,875,828 | 63,349,434 |
CURRENT LIABILITIES | ||
Short-term loans - banks | 782,073 | 1,245,489 |
Loans from third parties | 0 | 500,000 |
Convertible debenture, net | 1,300,000 | 4,768,312 |
Accounts payable | 9,966,193 | 5,727,718 |
Customer deposits | 4,309,819 | 1,159,902 |
Customer deposits - related party | 5,958 | 0 |
Other payables and accrued liabilities | 242,410 | 409,725 |
Other payables - related parties | 3,229,948 | 2,264,566 |
Taxes payable | 1,034,421 | 399,276 |
Current liabilities of discontinued operations | 17,826,470 | 16,260,602 |
Total current liabilities | 38,697,292 | 32,735,590 |
OTHER LIABILITIES | ||
Other liabilities of discontinued operations | 3,798,524 | 3,787,008 |
Total other liabilities | 3,798,524 | 3,787,008 |
Total liabilities | 42,495,816 | 36,522,598 |
COMMITMENTS AND CONTINGENCIES | ||
SHAREHOLDERS' (DEFICIT) EQUITY | ||
Ordinary shares, $0.01 par value, 50,000,000 shares authorized, 40,716,642 and 23,971,084 shares issued and outstanding as of June 30, 2021 and 2020, respectively | 407,167 | 239,711 |
Additional paid-in capital | 32,175,798 | 15,765,411 |
Deferred share compensation | (21,140) | (47,708) |
Statutory reserves | 1,670,367 | 1,670,367 |
(Accumulated deficit) retained earnings | (38,574,620) | 7,034,899 |
Accumulated other comprehensive income (loss) | 1,120,774 | (856,218) |
Total China Xiangtai Food Co., Ltd. shareholders' (deficit) equity | (3,221,654) | 23,806,462 |
NONCONTROLLING INTERESTS | 1,601,666 | 3,020,374 |
Total (deficit) equity | (1,619,988) | 26,826,836 |
Total liabilities and shareholders' equity | $ 40,875,828 | $ 63,349,434 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2021 | Jun. 30, 2020 |
CONSOLIDATED BALANCE SHEETS | ||
Ordinary shares, par value | $ 0.01 | $ 0.01 |
Ordinary shares, shares authorized | 50,000,000 | 50,000,000 |
Ordinary shares, shares issued | 40,716,642 | 23,971,084 |
Ordinary shares, shares outstanding | 40,716,642 | 23,971,084 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
REVENUES | |||
Total revenues | $ 80,498,435 | $ 24,248,765 | |
COST OF REVENUES | |||
Total cost of revenues | 77,501,417 | 22,219,528 | |
GROSS PROFIT | 2,997,018 | 2,029,237 | |
OPERATING EXPENSES: | |||
Selling | 238,624 | 63,863 | |
General and administrative | 2,007,609 | 2,978,213 | $ 511,211 |
Provision for doubtful accounts | 6,324,020 | 666,690 | |
Stock compensation expense | 1,889,173 | 930,223 | |
Impairment of goodwill | 5,533,507 | 0 | 0 |
Total operating expenses | 15,992,933 | 4,638,989 | 511,211 |
LOSS FROM OPERATIONS | (12,995,915) | (2,609,752) | (511,211) |
OTHER INCOME (EXPENSE) | |||
Interest income | 1,114 | 2,450 | 1,763 |
Interest expense | (294,139) | (167,097) | |
Other finance expenses | (136,456) | (362,413) | (927) |
Other (expense) income, net | 100 | (6,255) | 4 |
Gain on debt settlements | 125,215 | 0 | 0 |
Total other (expense) income, net | (304,166) | (533,315) | 840 |
LOSS BEFORE INCOME TAXES | (13,300,081) | (3,143,067) | (510,371) |
(BENEFIT OF) PROVISION FOR INCOME TAXES | (1,002,346) | 223,173 | 213,649 |
NET LOSS FROM CONTINUING OPERATIONS | (12,297,735) | (3,366,240) | (510,371) |
NET (LOSS) INCOME FROM DISCONTINUED OPERATIONS | (34,785,232) | (1,033,293) | 4,873,962 |
Net (loss) income | (47,082,967) | (4,399,533) | 4,363,591 |
Less: Net (loss) income attributable to non-controlling interest from continuing operations | (1,473,448) | 477,409 | |
Net (loss) income attributable to non-controlling interest | (45,609,519) | (4,876,942) | 4,363,591 |
NET (LOSS) INCOME | (47,082,967) | (4,399,533) | 4,363,591 |
OTHER COMPREHENSIVE INCOME (LOSS) | |||
Foreign currency translation adjustment | 2,031,732 | (559,320) | (267,546) |
TOTAL COMPREHENSIVE (LOSS) INCOME | (45,051,235) | (4,958,853) | 4,096,045 |
Less: Comprehensive (loss) income attributable to non-controlling interests from continuing operations | (1,418,708) | 465,736 | |
COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO CHINA XIANGTAI FOOD CO., LTD. | $ (43,632,527) | $ (5,424,589) | $ 4,096,045 |
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES | |||
Basic | 33,194,383 | 22,417,524 | 20,319,723 |
Diluted | 33,194,383 | 22,417,524 | 20,944,951 |
(LOSS) EARNINGS PER SHARE - BASIC | |||
Continuing operations | $ (0.33) | $ (0.16) | $ (0.03) |
Discontinued operations | (1.05) | (0.06) | 0.24 |
(LOSS) EARNINGS PER SHARE - DILUTED | |||
Continuing operations | (0.33) | (0.16) | (0.02) |
Discontinued operations | $ (1.05) | $ (0.06) | $ 0.23 |
Feed raw material | |||
REVENUES | |||
Total revenues | $ 76,489,466 | $ 24,248,765 | |
COST OF REVENUES | |||
Total cost of revenues | 73,644,789 | $ 22,219,528 | |
Feed raw material - related party | |||
REVENUES | |||
Total revenues | 4,008,969 | ||
COST OF REVENUES | |||
Total cost of revenues | $ 3,856,628 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' (DEFICIT) EQUITY - USD ($) | Private placementsOrdinary Shares | Private placementsDeferred share compensation | Private placementsAdditional paid-in capital | Private placementsStatutory reserves | Private placementsUnrestricted | Private placementsAccumulated other comprehensive income (loss) | Private placements | Initial public offeringOrdinary Shares | Initial public offeringAdditional paid-in capital | Initial public offeringStatutory reserves | Initial public offeringUnrestricted | Initial public offeringAccumulated other comprehensive income (loss) | Initial public offering | Ordinary Shares | Deferred share compensation | Additional paid-in capital | Statutory reserves | Unrestricted | Accumulated other comprehensive income (loss) | Noncontrolling Interests | Total |
Balance at the beginning at Jun. 30, 2018 | $ 200,000 | $ 4,655,943 | $ 940,816 | $ 8,277,801 | $ (41,025) | $ 14,033,535 | |||||||||||||||
Balance at the beginning (in shares) at Jun. 30, 2018 | 20,000,000 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Statutory reserves | $ 0 | 0 | 555,826 | (555,826) | 0 | 0 | |||||||||||||||
Issuance of ordinary shares | $ 667 | $ 199,333 | $ 0 | $ 0 | $ 0 | $ 200,000 | $ 11,723 | $ 4,383,911 | $ 0 | $ 0 | $ 0 | $ 4,395,634 | 0 | ||||||||
Issuance of ordinary shares (in shares) | 66,667 | 1,172,360 | |||||||||||||||||||
Issuance of ordinary shares in connection with redemption rights | $ 7,250 | 1,792,750 | 0 | 0 | 0 | 1,800,000 | |||||||||||||||
Issuance of ordinary shares in connection with redemption rights (in shares) | 725,000 | ||||||||||||||||||||
Net (loss) income | $ 0 | 0 | 0 | 4,363,591 | 0 | 4,363,591 | |||||||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | 0 | (267,546) | (267,546) | |||||||||||||||
Balance at the end at Jun. 30, 2019 | $ 219,640 | 11,031,937 | 1,496,642 | 12,085,566 | (308,571) | 24,525,214 | |||||||||||||||
Balance at the end (in shares) at Jun. 30, 2019 | 21,964,027 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Statutory reserves | $ 0 | 0 | 173,725 | (173,725) | 0 | 0 | |||||||||||||||
Issuance of ordinary shares | $ (114,500) | $ 10,000 | 2,648,909 | 0 | 0 | 0 | 2,658,909 | ||||||||||||||
Issuance of ordinary shares (in shares) | 1,000,000 | ||||||||||||||||||||
Issuance of ordinary shares for services | $ 1,800 | $ 762,700 | $ 0 | $ 0 | $ 0 | $ 650,000 | |||||||||||||||
Issuance of ordinary shares for services (in shares) | 180,000 | ||||||||||||||||||||
Amortization of deferred share compensation | $ 0 | 0 | 0 | 0 | 0 | 66,792 | |||||||||||||||
Options issued to directors | $ 0 | $ 213,431 | $ 0 | $ 0 | $ 0 | $ 213,431 | |||||||||||||||
Fair value of noncontrolling interest acquired | 0 | 0 | 0 | 0 | 0 | $ 2,554,638 | 2,554,638 | ||||||||||||||
Fair value of beneficial conversion feature of convertible debenture | 0 | 259,540 | 0 | 0 | 0 | 259,540 | |||||||||||||||
Conversion convertible debenture into ordinary shares | $ 8,271 | 848,894 | 0 | 0 | 0 | 857,165 | |||||||||||||||
Conversion convertible debenture into ordinary shares (in shares) | 827,057 | ||||||||||||||||||||
Issuance of ordinary shares in connection with redemption rights | $ 66,792 | ||||||||||||||||||||
Net (loss) income | $ 0 | 0 | 0 | (4,876,942) | 0 | 477,409 | (4,399,533) | ||||||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | 0 | (547,647) | (11,673) | (559,320) | ||||||||||||||
Balance at the end at Jun. 30, 2020 | $ 239,711 | (47,708) | 15,765,411 | 1,670,367 | 7,034,899 | (856,218) | 3,020,374 | 26,826,836 | |||||||||||||
Balance at the end (in shares) at Jun. 30, 2020 | 23,971,084 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Issuance of ordinary shares | 0 | ||||||||||||||||||||
Issuance of ordinary shares for services | $ 18,730 | 1,460,385 | 0 | 0 | 0 | 1,457,975 | |||||||||||||||
Issuance of ordinary shares for services (in shares) | 1,873,000 | ||||||||||||||||||||
Issuance of ordinary shares for compensation | $ 2,000 | (268,000) | 266,000 | 0 | 0 | 0 | 0 | ||||||||||||||
Issuance of ordinary shares for compensation (in shares) | 200,000 | ||||||||||||||||||||
Amortization of deferred share compensation | $ 0 | 315,708 | 0 | 0 | 0 | 0 | 315,708 | ||||||||||||||
Options issued to directors | 0 | 30,490 | 0 | 0 | 0 | 30,490 | |||||||||||||||
Sales of ordinary shares | $ 86,238 | (21,140) | 8,905,927 | 0 | 0 | 0 | 8,992,165 | ||||||||||||||
Sale of ordinary shares (in shares) | 8,623,762 | ||||||||||||||||||||
Conversion convertible debenture into ordinary shares | $ 51,218 | 5,015,070 | 0 | 0 | 0 | 5,066,288 | |||||||||||||||
Conversion convertible debenture into ordinary shares (in shares) | 5,121,796 | ||||||||||||||||||||
Issuance of ordinary shares for debt settlements | $ 9,270 | 732,515 | 0 | 0 | 0 | 741,785 | |||||||||||||||
Issuance of ordinary shares for debt settlements (in shares) | 927,000 | ||||||||||||||||||||
Net (loss) income | $ 0 | 0 | 0 | (45,609,519) | 0 | (1,473,448) | (47,082,967) | ||||||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | 0 | 1,976,992 | 54,740 | 2,031,732 | ||||||||||||||
Balance at the end at Jun. 30, 2021 | $ 407,167 | $ (21,140) | $ 32,175,798 | $ 1,670,367 | $ (38,574,620) | $ 1,120,774 | $ 1,601,666 | $ (1,619,988) | |||||||||||||
Balance at the end (in shares) at Jun. 30, 2021 | 40,716,642 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net (loss) income | $ (47,082,967) | $ (4,399,533) | $ 4,363,591 |
Net (loss) income from discontinued operations | (34,785,232) | (1,033,293) | 4,873,962 |
Net loss from continuing operations | (12,297,735) | (3,366,240) | (510,371) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 6,514 | 1,579 | 0 |
Provision for doubtful accounts | 6,324,385 | 666,690 | 0 |
Stock compensation expense | 1,889,173 | 930,223 | 0 |
Late payment penalty expense | 0 | 500,000 | 0 |
Impairment of goodwill | 5,533,507 | 0 | 0 |
Amortization of convertible debenture issuance cost and discount | 131,688 | 357,853 | 0 |
Gain on debt settlements | (125,215) | 0 | 0 |
Deferred tax benefit | (1,581,005) | (166,673) | 0 |
Change in operating assets and liabilities | |||
Accounts receivable | (6,699,357) | (4,990,802) | 0 |
Accounts receivable - related party | 0 | 0 | (55,255) |
Other receivables | 45,840 | (32,368) | 0 |
Inventories | (223,696) | 318,478 | 0 |
Prepayments | (877,450) | 3,062,453 | 0 |
Security deposits | 0 | 1,388,179 | (1,388,179) |
Accounts payable | 3,607,050 | 2,453,522 | 0 |
Customer deposits | 2,965,151 | (2,748,738) | 0 |
Customer deposits - related party | 5,811 | 0 | 0 |
Other payables and accrued liabilities | 279,290 | 268,753 | 120,420 |
Taxes payable | 582,694 | 390,715 | 0 |
Net cash provided by (used in) operating activities from continuing operations | (433,355) | (966,376) | (1,833,385) |
Net cash used in operating activities from discontinued operations | (10,110,475) | (4,945,643) | (3,433,876) |
Net cash used in operating activities | (10,543,830) | (5,912,019) | (5,267,261) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Cash received from acquisition of JMC | 0 | 859,461 | 0 |
Net cash provided by investing activities from continuing operations | 0 | 859,461 | 0 |
Net cash (used in) provided by investing activities from discontinued operations | 0 | (700,399) | 1,193,544 |
Net cash provided by investing activities | 0 | 159,062 | 1,193,544 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Repayments from other receivables - related parties, net | 78,272 | 0 | 0 |
Repayments of other payables - related parties, net | (1,267,425) | (5,806,825) | (801,409) |
Proceeds from issuance of ordinary shares through private placements | 8,992,165 | 0 | 1,039,916 |
Proceeds from issuance of ordinary shares with redemption rights | 0 | 0 | 200,000 |
Proceeds from short-term loans - banks | 0 | 469,288 | 4,395,634 |
Repayments of short-term loans - banks | (1,328,981) | (213,312) | 0 |
Proceeds from long-term loan - banks | 762,654 | 0 | 0 |
Proceeds from convertible debentures, net of issuance costs | 1,300,000 | 5,480,000 | 0 |
Net cash provided by (used in) financing activities from continuing operations | 8,536,685 | (70,849) | 4,834,141 |
Net cash provided by financing activities from discontinued operations | 117,482 | 4,147,857 | 1,816,385 |
Net cash provided by financing activities | 8,654,167 | 4,077,008 | 6,650,526 |
EFFECT OF EXCHANGE RATE ON CASH | 459,834 | (4,296) | 320,103 |
CHANGES IN CASH | (1,429,829) | (1,680,245) | 2,896,912 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of year | 1,535,760 | 3,216,005 | 319,093 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of year | 105,931 | 1,535,760 | 3,216,005 |
LESS: CASH, CASH EQUIVALENTS AND RESTRICTED CASH FROM DISCONTINUED OPERATIONS | 98,328 | 464,196 | 531,362 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||
Cash paid for income tax | 0 | 0 | 0 |
Cash paid for interest | 644,319 | 488,360 | 823,551 |
NON-CASH TRANSACTIONS OF INVESTING AND FINANCING ACTIVITIES | |||
Other receivable - related party offset with other payable - related party upon execution of the tri-party offset agreement | 0 | 1,195,585 | 439,479 |
Issuance of ordinary shares with redemption rights of mezzanine equity | 0 | 0 | 1,800,000 |
Operating lease right-of-use assets obtained in exchange for operating lease liabilities | 11,568 | 3,240,920 | 0 |
Issuance of ordinary shares for acquisition | 0 | 2,658,909 | 0 |
Conversion of convertible debenture into ordinary shares | 5,066,288 | 857,165 | 0 |
Conversion of debts into ordinary shares | $ 741,785 | $ 0 | $ 0 |
Nature of business and organiza
Nature of business and organization | 12 Months Ended |
Jun. 30, 2021 | |
Nature of business and organization | |
Nature of business and organization | Note 1 – Nature of business and organization China Xiangtai Food Co., Ltd. (“Xiangtai Cayman” or the “Company”) is a holding company incorporated on January 23, 2018, under the laws of the Cayman Islands. The Company has no substantive operations other than holding all of the outstanding share capital of WVM Inc. (“Xiangtai BVI”). Xiangtai BVI is also a holding company holding all of the outstanding equity of CVS Limited, (“Xiangtai HK”). Xiangtai HK is also a holding company holding all of the outstanding equity of Chongqing Jinghuangtai Business Management Consulting Co., Ltd. (“Xiangtai WFOE”). The Company, through its variable interest entity (“VIE”), Chongqin Penglin Food Co., Ltd. (“CQ Penglin”) and through its wholly-owned subsidiary, Guang’an Yongpeng Food Co., Ltd. (“GA Yongpeng”), engages in slaughtering, processing, packing and selling various processed meat products. On July 2, 2018, the Company acquired Chongqing Pengmei Supermarket Co. Ltd., (“CQ Pengmei”) that operated two grocery stores under common control of Ms. Zeshu Dai, its CEO, and her spouse in the city of Chongqing. The operations of these two grocery stores started in November 2017. The acquisition price was at the carrying value on CQ Pengmei books and records for a total of approximately $0.9 million (RMB 5,949,052). In February 2020, the Company discontinued its grocery stores business as the Company has been operating at losses in this business. As a result, the results of operations for the Company's grocery stores business are reported as discontinued operations under the guidance of Accounting Standards Codification 205. On April 3, 2020, the Company entered into a Share Purchase Agreement ("SPA") with Xiangtai WFOE, Chongqing Ji Mao Cang Feed Co., Ltd. ("JMC"), which engages in raw feed material and formula solution wholesales business, and the shareholders of JMC ("JMC Shareholders"). Pursuant to the SPA, the Company shall issue to the shareholder who owns 51% of JMC's equity interest 2,000,000 duly authorized, fully paid and nonassessable ordinary shares of the Company, valued at a price of $1.77 per share, the closing price of the Company's ordinary share on April 3, 2020, for an aggregate discounted purchase price of $2,658,909 with probability of contingent considerations, subject to the milestones as specified in the SPA, in exchange for JMC Shareholders' agreement to cause JMC to enter into certain VIE agreements with Xiangtai WFOE, through which WFOE shall have the right to control, manage and operate JMC in return for a service fee equal to 51% of JMC's after-tax net income. (See Note 4). The Company’s headquarter is located in the city of Chongqing, a direct-controlled municipality of the People’s Republic of China (the “PRC” or “China”). All of the Company’s business activities are carried out by CQ Penglin, GA Yongpeng, CQ Pengmei and JMC. In May 2018, Xiangtai Cayman completed its reorganization of entities under the common control of one major shareholder, Zeshu Dai, who obtained 100% control of China Meitai Food Co., Ltd. (“China Meitai”), which has 64.17% ownership in Xiangtai Cayman, through an entrustment agreement with a third party prior to the reorganization, which the third party entrusted its voting power, personnel appointment power and other power-related to operating and managing of China Meitai, and therefore effectively the control of Xiangtai Cayman, to Ms. Dai to the extent permitted by the laws of the British Virgin Islands. Ms. Dai entered into a call option agreement with a third party who is currently the sole shareholder of China Meitai. Pursuant to the call option agreement, the third party granted Ms. Dai an option that upon the closing of the initial public offering of the Company, Ms. Dai can exercise control of 97.74% of the shares of China Meitai. After excising the option shares in China Meitai, Ms. Dai indirectly owns 62.73% shares of the Company through China Meitai concurrently with the completion of the reorganization in May 2019. Xiangtai Cayman, Xiangtai BVI and Xiangtai HK were established as the holding companies of Xiangtai WFOE. Xiangtai WFOE is the primary beneficiary of CQ Penglin and is the holding company of GA Yongpeng, and all of these entities included in Xiangtai Cayman are under common control of Ms. Dai and her immediate family members. As the 97.7% major shareholder in China Meitai, upon exercising the option shares, who collectively owns 100% of CQ Penglin and 100% of GA Yongpeng prior to the reorganization, causing the consolidation of CQ Penglin and GA Yongpeng which have been accounted for as a reorganization of entities under common control at carrying value. The consolidated financial statements are prepared on the basis as if the reorganization became effective as of the beginning of the first period presented in the accompanying consolidated financial statements of Xiangtai Cayman. On September 3, 2020, the Company entered into a share purchase agreement with Silanchi, a British Virgin Islands company, and China Gelingge Holding Limitied and China Yaxinge Holding Limited, the shareholders of Silanchi, who collectively hold 100% equity interest of Silanchi and to deliver a total consideration of US$100 in exchange for acquiring 98% equity interest of Silanchi. Silanchi was established on December 12, 2019. Silanchi is a holding company holding all of the outstanding equity of Haochuangge Limited (“Haochuangge”), which was incorporated in January 2020 under the laws of Hong Kong. The accompanying consolidated financial statements reflect the activities of Xiangtai Cayman and each of the following entities: Name Background Ownership Xiangtai BVI · A British Virgin Islands company 100% owned by Xiangtai Cayman Xiangtai HK · A Hong Kong company 100% owned by Xiangtai BVI Xiangtai WFOE · A PRC limited liability company and deemed a wholly foreign-owned enterprise (“WFOE”) 100% owned by Xiangtai HK CQ Penglin · A PRC limited liability company · Slaughtering, processing, packing, and selling various processed meat products. VIE of Xiangtai WFOE GA Yongpeng · A PRC limited liability company · Slaughtering, processing, packing and selling various processed meat products. 100% owned by Xiangtai WFOE CQ Pengmei · A PRC limited liability company 100% owned by Xiangtai WFOE · Grocery stores selling daily necessities JMC · A PRC limited liability company 51 % VIE of Xiangtai WFOE · Feed raw materials and formula solutions wholesales. Silanchi · A British Virgin Islands company 100% owned by Xiangtai Cayman Haochuangge · A Hong Kong company 100% owned by Silanchi Contractual Arrangements CQ Penglin CQ Penglin’s PRC business license includes business activities of marketing survey service in the livestock industry and it is being included as a social survey category, which is within the business category in which foreign investment is restricted pursuant to the current PRC regulations. As such, CQ Penglin is controlled through contractual agreements in lieu of direct equity ownership by the Company or any of its subsidiaries. Such contractual arrangements consist of a series of five agreements (collectively the “Contractual Arrangements”). The significant terms of the Contractual Agreements are as follows: Technical Consultation and Services Agreement Pursuant to the technical consultation and services agreement between Xiangtai WFOE and CQ Penglin, as amended, Xiangtai WFOE is engaged as the exclusive provider of management consulting services to CQ Penglin. For such services, CQ Penglin agrees to pay service fees determined based on all of their net income to Xiangtai WFOE or Xiangtai WFOE has the obligation to absorb all of the losses of CQ Penglin. The technical consultation and services agreement, as amended, remains in effect for 30 years until October 8, 2047. The agreement can be extended only if Xiangtai WFOE gives its written consent of extension of the agreement before the expiration of the agreement and CQ Penglin then may extend without reservation. Business Cooperation Agreement Pursuant to the business cooperation agreement between Xiangtai WFOE and CQ Penglin, as amended, Xiangtai WFOE has the exclusive right to provide CQ Penglin with technical support, business support and related consulting services, including but not limited to technical services, business consultations, equipment or property leasing, marketing consultancy, system integration, product research and development, and system maintenance. In exchange, Xiangtai WFOE is entitled to a service fee that equals all of the net income of CQ Penglin determined by U.S. GAAP. The service fees may be adjusted based on the services rendered by Xiangtai WFOE in that month and the operational needs of CQ Penglin. The business cooperation agreement, as amended, remains in effect unless Xiangtai WFOE commits gross negligence, or a fraudulent act, against CQ Penglin. Nevertheless, Xiangtai WFOE shall have the right to terminate this agreement upon giving 30 days’ prior written notice to CQ Penglin at any time. Equity Option Agreements Pursuant to the equity option agreements, as amended, among the shareholders who collectively owned all of CQ Penglin and Xiangtai WFOE, and CQ Penglin. These shareholders jointly and severally grant Xiangtai WFOE an option to purchase their equity interests in CQ Penglin. The purchase price shall be the lowest price then permitted under applicable PRC laws. If the purchase price is greater than the registered capital of CQ Penglin, these shareholders of CQ Penglin are required to immediately return any amount in excess of the registered capital to Xiangtai WFOE or its designee of Xiangtai WFOE. Xiangtai WOFE may exercise such option at any time until it has acquired all equity interests of CQ Penglin, and may transfer the option to any third party. The agreements will terminate at the date on which all of these shareholders’ equity interests of CQ Penglin has been transferred to Xiangtai WFOE or its designee. Equity Pledge Agreements Pursuant to the equity pledge agreements, as amended, among the shareholders who collectively owned all of CQ Penglin, pledge all of the equity interests in CQ Penglin to Xiangtai WFOE as collateral to secure the obligations of CQ Penglin under the exclusive consulting services and operating agreement. These shareholders may not transfer or assign transfer or assign the pledged equity interests, or incur or allow any encumbrance that would jeopardize Xiangtai WFOE’s interests, without Xiangtai WFOE’s prior approval. In the event of default, Xiangtai WFOE as the pledgee will be entitled to certain rights and entitlements, including the priority in receiving payments by the evaluation or proceeds from the auction or sale of whole or part of the pledged equity interests of CQ Penglin. The agreement will terminate at the date these shareholders have transferred all of their pledged equity interests pursuant to the equity option agreement. Voting Rights Proxy and Financial Supporting Agreements Pursuant to the voting rights proxy and financial supporting agreements, as amended, the shareholders of CQ Penglin give Xiangtai WFOE an irrevocable proxy to act on their behalf on all matters pertaining to CQ Penglin and to exercise all of their rights as shareholders of CQ Penglin, including the right to attend shareholders meeting, to exercise voting rights and to transfer all or a part of their equity interests in CQ Penglin. In consideration of such granted rights, Xiangtai WFOE agrees to provide the necessary financial support to CQ Penglin whether or not CQ Penglin incurs a loss, and agrees not to request repayment if CQ Penglin is unable to do so. The agreements shall remain in effect for 30 years until October 8, 2047. Based on the foregoing contractual arrangements, which grant Xiangtai WFOE effective control of CQ Penglin, obligate Xiangtai WFOE to absorb all of the risks of loss from their activities, and enable Xiangtai WFOE to receive all of their expected residual returns, the Company accounts for CQ Penglin as a VIE. The Company consolidates the accounts of CQ Penglin for the periods presented herein, in accordance with Regulation S-X-3A-02 promulgated by the Securities Exchange Commission (“SEC”), and Accounting Standards Codification (“ASC”) 810-10, Consolidation. JMC JMC is a private enterprise specializing in feed raw material sales and feed formula solutions. JMC has entered strategic alliances with large grain and oil companies and has obtained general distributorship in Chongqing, Sichuan and other places in the PRC. To provide distribution service, JMC needs to conduct market research and to collect and analyze the relating market data, which is regarded as marketing service, which is within the business category in which foreign investment is restricted pursuant to the current PRC regulations. As such, JMC is controlled through contractual agreements in lieu of direct equity ownership by the Company or any of its subsidiaries. Such contractual arrangements consist of a series of five agreements (collectively the “Contractual Arrangements”). The significant terms of the Contractual Agreements are as follows: Technical Consultation and Services Agreement Pursuant to the technical consultation and services agreement, as amended, between Xiangtai WFOE and JMC, Xiangtai WFOE is engaged as the exclusive provider of management consulting services to JMC. For such services, JMC agrees to pay service fees determined based on 51% of their net income to Xiangtai WFOE or Xiangtai WFOE has the obligation to absorb 51% of the losses of JMC. The technical consultation and services agreement, as amended, remains in effect for 20 years until April 2, 2040. The agreement can be extended only if Xiangtai WFOE gives its written consent of extension of the agreement before the expiration of the agreement and JMC then may extend without reservation. Equity Option Agreement Pursuant to the equity option agreement, a shareholder who owned 51% of JMC, Xiangtai WFOE, and JMC. This shareholder severally grant Xiangtai WFOE an option to purchase her 51% equity interests in JMC. The purchase price shall be the lowest price then permitted under applicable PRC laws. If the purchase price is greater than the registered capital of JMC, this shareholder of JMC is required to immediately return any amount in excess of the registered capital to Xiangtai WFOE or its designee of Xiangtai WFOE. Xiangtai WOFE may exercise such option at any time until it has acquired the 51% equity interests of JMC, and may transfer the option to any third party. The agreements will terminate at the date on which all of this shareholder’s 51% equity interests of JMC has been transferred to Xiangtai WFOE or its designee. Equity Pledge Agreement Pursuant to the equity pledge agreement, a shareholder who owned 51% of JMC pledges all of her 51% equity interests in JMC to Xiangtai WFOE as collateral to secure the obligations of JMC under the exclusive consulting services and operating agreement. This shareholder may not transfer or assign transfer or assign the pledged equity interests, or incur or allow any encumbrance that would jeopardize Xiangtai WFOE’s interests, without Xiangtai WFOE’s prior approval. In the event of default, Xiangtai WFOE as the pledgee will be entitled to certain rights and entitlements, including the priority in receiving payments by the evaluation or proceeds from the auction or sale of whole or part of the pledged equity interests of JMC. The agreement will terminate at the date these shareholders have transferred all of their pledged equity interests pursuant to the equity option agreement. Voting Rights Proxy and Financial Supporting Agreement Pursuant to the voting rights proxy and financial supporting agreement, a 51% shareholder of JMC give Xiangtai WFOE an irrevocable proxy to act on their behalf on all matters pertaining to JMC and to exercise all of their rights as the 51% shareholder of JMC, including the right to attend shareholders meeting, to exercise voting rights and to transfer all 51% or a part of her equity interests in JMC. In consideration of such granted rights, Xiangtai WFOE agrees to provide the necessary 51% financial support to JMC whether or not JMC incurs a loss, and agrees not to request repayment if JMC is unable to do so. The agreements shall remain in effect for 20 years Based on the foregoing contractual arrangements, which grant Xiangtai WFOE effective 51% control of JMC, obligate Xiangtai WFOE to absorb 51% of the risks of loss from their activities, and enable Xiangtai WFOE to receive 51% of their expected residual returns, the Company accounts for JMC as a VIE. The Company consolidates the accounts of JMC beginning on April 3, 2020, in accordance with Regulation S-X-3A-02 promulgated by the Securities Exchange Commission (“SEC”), and Accounting Standards Codification (“ASC”) 810-10, Consolidation. Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. As of June 30, 2021, the Company had an accumulated deficit of $38,574,620, and net loss of $47,082,967 for the year ended June 30, 2021. The continuation of the Company as a going concern is dependent upon generating positive operating cash flows in its primary operations, or the procurement of additional external financing. Management believes that it will be able to undertake debt financing in the form of short-term bank loans, loans from related parties, and issuance of convertible notes that can be utilized by the Company as working capital and for capital expenditures. however, there is no assurance that the Company will be successful in securing sufficient funds to sustain or grow its operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties. Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provides the opportunity for the Company to continue as a going concern. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Jun. 30, 2021 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | Note 2 – Summary of significant accounting policies Basis of presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission, regarding financial reporting, and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operation results. Principles of consolidation The consolidated financial statements include the accounts of the Company, its subsidiaries, and its variable interest entities. All intercompany transactions and balances are eliminated upon consolidation. Use of estimates and assumptions In presenting the consolidated financial statements in accordance with U.S. GAAP, management make estimates and assumptions that affect the amounts reported and related disclosures. Estimates, by their nature, are based on judgement and available information. Accordingly, actual results could differ from those estimates. On an ongoing basis, management reviews these estimates and assumptions using the currently available information. Changes in facts and circumstances may cause the Company to revise its estimates. The Company bases its estimates on past experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. The inputs into our judgments and estimates consider the economic implications of COVID-19 on the Company’s critical and significant accounting estimates. Estimates are used when accounting for items and matters including, but not limited to revenue recognition, residual values, lease classification and liabilities, inventory obsolescence, right-of-use assets, determinations of the useful lives and valuation of long-lived assets and goodwill, estimates of allowances for doubtful accounts, estimates of impairment of long-lived assets and goodwill, valuation of deferred tax assets, estimated fair value used in business acquisitions, issuance of common stock and warrants exercised and other provisions and contingencies. Foreign currency translation and transaction The reporting currency of the Company is the U.S. dollar. The Company in China conducts its businesses in the local currency, Renminbi (RMB), as its functional currency. Assets and liabilities are translated at the unified exchange rate as quoted by the People’s Bank of China at the end of the period. The statement of income accounts are translated at the average translation rates and the equity accounts are translated at historical rates. Translation adjustments resulting from this process are included in accumulated other comprehensive income (loss). Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. Translation adjustments included in accumulated other comprehensive income (loss) amounted to $1,120,774 and $(856,218) as of June 30, 2021 and 2020, respectively. The balance sheet amounts, with the exception of shareholders’ equity at June 30, 2021 and 2020 were translated at 6.46 RMB and 7.07 RMB to $1.00, respectively. The shareholders’ equity accounts were stated at their historical rate. The average translation rates applied to the statement of income accounts for the years ended June 30, 2021, 2020 and 2019 were 6.62 RMB, 7.03 RMB and 6.83 RMB to $1.00, respectively. Cash flows are also translated at average translation rates for the periods, therefore, amounts reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheet. The PRC government imposes significant exchange restrictions on fund transfers out of the PRC that are not related to business operations. These restrictions have not had a material impact on the Company because it has not engaged in any significant transactions that are subject to the restrictions. Business combinations The purchase of price of an acquired company is allocated between tangible and intangible assets acquired and liabilities assumed from the acquired business based on their estimated fair values, with the residual of the purchase price recorded as goodwill. The results of operations of the acquired business are included in the Company's operating results from the date of acquisition. Cash and cash equivalents Cash and cash equivalents consist of cash on hand and time deposits placed with banks or other financial institutions and have original maturities of less than three months. Accounts receivable Accounts receivable include trade accounts due from customers. Accounts are considered overdue after 30 days. In establishing the required allowance for doubtful accounts, management considers historical experience, aging of the receivables, the economic environment, trends in the food industry and the credit history and relationships with the customers. Management reviews its receivables on a regular basis to determine if the bad debt allowance is adequate, and adjusts the allowance when necessary. The Company provides an allowance for doubtful accounts provision of 25% for accounts receivable balances that are past due more than 180 days but less than 270 days, an allowance for doubtful accounts provision of 50% of for accounts receivable past due from 270 days but less than one year, an allowance for doubtful accounts provision of 100% for accounts receivable past due beyond one year, plus additional amounts as necessary when the Company’s collection department determines the collection of the full amount is remote and the Company’s management approves 100% of the allowance for doubtful accounts. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company’s management has continued to evaluate the reasonableness of its valuation allowance policy and will update it if necessary. Other receivables Other receivables primarily include advances to employees, amounts due from unrelated entities, VAT tax refunds, and other deposits. Management regularly reviews the aging of receivables and changes in payment trends and records allowances when management believes the collection of amounts due are at risk. Accounts considered uncollectable are written off against allowances after exhaustive efforts at collection are made. As of June 30, 2021 and 2020, allowance for the doubtful accounts were $0 and $3,091 for continuing operations, respectively. As of June 30, 2021 and 2020, allowance for the doubtful accounts were $151,899 and $47,272 for discontinued operations, respectively. Inventories Inventories are comprised of finished goods and are stated at the lower of cost or net realizable value using the weighted average method. Management reviews inventories for obsolescence and cost in excess of net realizable value at least annually and records a reserve against the inventory when the carrying value exceeds net realizable value. Prepayments Prepayments are cash deposited or advanced to services providers for future inventory purchases or future services. This amount is refundable and bears no interest. Security deposits Security deposits include loan deposits to service providers who assisted the Company as a third party guarantor in the Company’s bank loans. These amounts are non-interest bearing and refundable upon the repayments of the loans or notes payable or fulfillment of sales contracts. Security deposits considered uncollectable are written off against allowances after exhaustive efforts at collection are made. As of June 30, 2021 and 2020, allowance for the doubtful accounts were $782,757 and $715,024 for discontinued operations, respectively. As of June 30, 2021 and 2020, no allowance for the doubtful accounts was recognized for continuing operations, respectively. Plant and equipment, net Plant and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with a 0% or 5% residual value. The estimated useful lives are as follows: Useful Life Building 10‑20 years Electronic devices 5‑10 years Automobile 5‑10 years Office equipment 5 years Leasehold improvements Shorter of the lease term or useful life The cost and related accumulated depreciation and amortization of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation and amortization to determine whether subsequent events and circumstances warrant revised estimates of useful lives. Construction-in-progress represents contractor and labor costs, design fees and inspection fees in connection with the construction projects. No depreciation is provided for construction-in-progress until it is completed and placed into service. Intangible assets, net Intangible assets are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets. All land in the PRC is owned by the government; however, the government grants “land-use rights.” The Company has obtained rights to use various parcels of land for 50 years. The Company amortizes the cost of the land use rights over their useful life using the straight-line method. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. During the years ended June 30, 2021, 2020 and 2019, $151,398, $0 and $0 impairment of intangible assets was recognized for discontinued operations, respectively. During the years ended June 30, 2021, 2020 and 2019, no impairment of intangible assets was recognized for continuing operations. Goodwill Goodwill represents the excess of the consideration paid of an acquisition over the fair value of the net identifiable assets of the acquired subsidiaries at the date of acquisition. Goodwill is not amortized and is tested for impairment at least annually, more often when circumstances indicate impairment may have occurred. Goodwill is carried at cost less accumulated impairment losses. If impairment exists, goodwill is immediately written off to its fair value and the loss is recognized in the consolidated statements of operations and comprehensive income (loss). Impairment losses on goodwill are not reversed. The Company reviews the carrying value of intangible assets not subject to amortization, including goodwill, to determine whether impairment may exist annually or more frequently if events and circumstances indicate that it is more likely than not that an impairment has occurred. The Company has the opinion to access qualitative factors to determine whether it is necessary to perform the two-step in accordance with ASC 350-20. If the Company believes, as a result of the qualitative carrying amount, the two-step quantities impairment test described below is required. The first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of goodwill to the carrying value of a reporting unit's goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business acquisition with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. Estimating fair value is performed by utilizing various valuation techniques, with the primary technique being a discounted cash flow. If impairment exists, goodwill is immediately written off to its fair value and the loss is recognized in the consolidated statements of operations and comprehensive income (loss). Impairment losses on goodwill are not reversed. For the years ended June 30, 2021, 2020 and 2019, $5,533,507, $0 and $0 impairment of goodwill was recorded for continuing operations. For the years ended June 30, 2021, 2020 and 2019, no impairment of goodwill was recorded for discontinued operations. Impairment for long-lived assets Long-lived assets, including plant and equipment and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. During the years ended June 30, 2021, 2020 and 2019, $874,625, $724,987 and $0 impairment of long-lived assets was recognized for discontinued operations, respectively. During the years ended June 30, 2021, 2020 and 2019, no impairment of long-lived assets was recognized for continuing operations. Financial Instruments The Company analyzes all financial instruments with features of both liabilities and equity under FASB Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity” and FASB ASC Topic 815 “Derivatives and Hedging”. The embedded conversion features of convertible debentures not separately accounted for as a derivative and contained considered to be derivative instruments provide for a rate of conversion that is below market value. Such feature is normally characterized as a “beneficial conversion feature” (“BCF”) required to separate the instruments into debt and equity. A BCF is a non-detachable conversion feature that is "in the money" at the commitment date, which requires recognition of interest expense for underlying debt instruments and a deemed dividend for underlying equity instruments. A conversion option is "in the money" if the effective conversion price is lower than the commitment date fair value of the share into which it is convertible. The relative fair values of the BCF were recorded as discounts from the face amount of the respective debt instrument. The Company amortized the discount using the straight-line method which approximates the effective interest method through maturity of such instruments. Fair value measurement The accounting standard regarding the fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Long-term bank loan on the balance sheets is at carrying value, which approximates fair value as the bank was lending the money to the Company at the market rate. Related parties A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. Revenue recognition Prior to June 30, 2018, revenue is recognized when all of the following have occurred: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the price is fixed or determinable, and (iv) the ability to collect is reasonably assured. Revenues are recognized at the date of goods delivered and title passed to customers or agents, when a formal arrangement exists, the price is fixed or determinable, the Company has no other significant obligations and collectability is reasonably assured. The Company’s revenues come from three channels: supermarkets, farmers’ markets and feed raw materials. The products sold in supermarkets together with feed raw materials are processed products are subject to a Chinese value-added tax (“VAT”) when sold in the PRC. The products sold at farmers’ markets are fresh-killed hog and hog’s byproducts. These products sold in the PRC are not subject to a Chinese VAT. VAT taxes are presented as a reduction of revenue. On July 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC 606) using the modified retrospective method for contracts that were not completed as of June 30, 2018. The core principle underlying the revenue recognition ASU is that the Company recognizes revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This requires the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or overtime, based on when control of goods and services transfers to a customer. The Company’s revenue streams are primarily recognized at a point in time. The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. Upon adoption, the Company evaluated its revenue recognition policy for all revenue streams within the scope of the ASU under previous standards and using the five-step model under the new guidance and determined that there were no differences in the pattern of revenue recognition. Disaggregated revenue by the Company’s revenue streams, such as supermarket and grocery store revenue, famers’ market revenue and feed raw material revenue are required to be disclosed upon adoption, which has been reflected in the accompanying consolidated statements of income and comprehensive income. Gross versus Net Revenue Reporting The Company also engages in trading of chilled fresh pork. The determination of whether revenues should be reported on a gross or net basis is based on its assessment of whether it is the principal or an agent in the transaction in accordance with ASC 606-10-55 and depends on whether the promise to the customer is to provide the products or to facilitate a sale by a third party. The nature of the promise depends on whether the Company controls the products prior to transferring it. When the Company controls the product, the promise is to provide and deliver the products and revenue is presented gross. When the Company does not control the products, the promise is to facilitate the sale and revenue is presented net. To distinguish a promise to provide products from a promise to facilitate the sale from a third party, the Company considers the guidance of control in ASC 606-10-55-37A and the indicators in 606-10-55-39. The Company considers this guidance in conjunction with the terms in the Company’s arrangements with both suppliers and customers. In general, the Company does not control the products as it has no obligation to (i) fulfill the resale products delivery, and (ii) bear any inventory risk. In addition, when establishing the selling prices for delivery of the resale products, the Company has such discretion of establishing price to ensure it would generate profit for the services of the products delivery arrangements. The Company believes that all these factors indicate that the Company is acting as an agent in this transaction. As a result, revenue from the trading of chilled fresh pork is presented on a net basis. The Company engages in the distribution of animal feed. The Company is a principal in the feed distribution business, where it takes the risk and rewards of ownership of the feed products which are typically soybeans shell. The Company typically recognizes revenue for these products upon shipping, where the Company transfers ownership of the product to its customers, which is the primary performance obligation in the sales cycle, satisfaction of the obligation is typically evidenced by a form of customer acceptance. Sales contracts typically do not set forth terms for return of products or refund of payments. Cost of revenues Cost of revenues comprised of the cost of raw materials and the cost of processing and overhead expenses on sold products. Shipping and handling Shipping and handling costs are expensed as incurred and included in selling expenses. Advertising costs Advertising costs from discontinued operations amounted to $1,472, $16,913 and $14,876 for the years ended June 30, 2021, 2020 and 2019, respectively. Continuing operations did not incur any advertising costs for the years ended June 30, 2021, 2020 and 2019. Advertising costs are expensed as incurred and included in selling expenses. Leases Effective July 1, 2019, the Company adopted FASB ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require us to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. On July 1, 2019, the Company recognized approximately $1.3 million right of use (“ROU”) assets and same Operating lease ROU assets and lease liabilities are recognized at the adoption date of July 1, 2019 or the commencement date, whichever is earlier, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and include the associated operating lease payments in the undiscounted future pre-tax cash flows. Stock-based compensation The Company records stock compensation expense for employees at fair value on the grant date and recognizes the expense over the employee’s requisite service period. The Company’s expected volatility assumption is based on the historical volatility of the Company’s stock. The expected life assumption is primarily based on historical exercise patterns and employee post-vesting termination rate. The risk-free interest rate for the expected term of an option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected dividend yield is based on the Company’s current and expected dividend policy. The Company records stock compensation expense for non-employees at fair value on the grant date and recognizes the expense over the service provider’s requisite service period. Income taxes The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes are accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. PRC tax returns filed in 2018 to 2020 are subject to examination by any applicable tax authorities. Earnings per share (“EPS”) Basic earnings per share are computed by dividing income available to ordinary shareholders by the weighted average ordinary shares outstanding during the period. Diluted earnings per share take into account the potential dilution that could occur if securities or other contracts to issue ordinary shares were exercised and converted into ordinary shares. Ordinary shares equivalents having an anti-dilutive effect on earnings per share are excluded from the calculation of diluted earnings per share. Dilution is computed by applying the treasury share method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase ordinary shares at the average market price during the period. A total of 4,667 warrants with weighted average effect of 1,867 ordinary shares using treasury share method, a total of 90,000 vested stock options issued on August 1, 2019 with conversion effect of 90,000 ordinary shares, a total of $1.0 million principal value of convertible debts issued on March 9, 2020 with floor conversion price of $0.8 and conversion effect of 1,125,182 ordinary shares, a total of $0.7 million principal value of convertible debts issued on June 19, 2020 with floor conversion price of $0.8 and conversion effect of 912,532 ordinary shares, a total of $0.7 million principal value of convertible debts with floor conversion price of $2.5 issued on July 17, 2020 and estimated conversion effect of 280,000 ordinary shares, a total of $0.3 million principal value of convertible debts issued on August 14, 2020 with floor conversion price of $2.5 and estimated conversion effect of 120,000 ordinary shares, a total of $0.3 million principal value of convertible debts issued on November 13, 2020 with floor conversion price of $2.5 and estimated conversion effect of 120,000 ordinary shares, and a total of 1,000,000 contingent shares to be issued to JMC Shareholders are excluded in the diluted EPS calculation for the year ended June 30, 2021 due to its anti-diluted effect. A total of 67,500 vested stock options issued on August 1, 2019, a total of $1.2 million principal value of convertible debts with floor conversion price of $1.0 issued on November 22, 2019, a total of $1.8 million principal value of convertible debts issued on December 30, 2019 with floor conversion price of $1.0, a total of $1.0 million principal value of convertible debts issued on March 9, 2020 with floor conversion price of $3.0, a total of $0.7 million principal value of convertible debts issued on March 9, 2020 with floor conversion price of |
Variable interest entity ("VIE"
Variable interest entity ("VIE") | 12 Months Ended |
Jun. 30, 2021 | |
Variable interest entity (VIE) | |
Variable interest entity ("VIE") | Note 3 – Variable interest entity (“VIE”) A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity or obligation to absorb the expected losses of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary and must consolidate the VIE. Xiangtai WFOE is deemed to have a controlling financial interest and be the primary beneficiary of CQ Penglin and JMC because it has both of the following characteristics: (1) The power to direct activities at CQ Penglin and JMC that most significantly impact such entity’s economic performance, and (2) The obligation to absorb losses of, and the right to receive benefits from CQ Penglin and JMC that could potentially be significant to such entity. Pursuant to the Contractual Arrangements, CQ Penglin pays service fees equal to all of its net income to Xiangtai WFOE and JMC pays service fees equal to 51% of its net income to Xiangtai WFOE. At the same time, Xiangtai WFOE is obligated to absorb all of CQ Penglin’s losses and to absorb 51% of JMC's losses. The Contractual Arrangements are designed so that CQ Penglin and JMC operate for the benefit of Xiangtai WFOE and ultimately, the Company. Accordingly, the accounts of CQ Penglin and JMC are consolidated in the accompanying consolidated financial statements. In addition, its financial positions and results of operations are included in the Company’s consolidated financial statements. The carrying amount of VIE’s consolidated assets and liabilities are as follows: June 30, 2021 June 30, 2020 Current assets $ 31,673,532 $ 48,347,542 Property and equipment, net 4,395 10,121 Other noncurrent assets 7,017,153 4,951,796 Total assets 38,695,080 53,309,459 Total liabilities (65,059,893) (42,919,217) Net assets $ (26,364,813) $ 10,390,242 June 30, 2021 June 30, 2020 Current liabilities: Short-term loans - banks $ 782,073 $ 1,245,489 Accounts payable 9,966,193 5,727,718 Other payables and accrued liabilities 21,768 17,007 Other payables - related parties 1,483,634 2,879,867 Customer deposits 4,309,819 1,159,902 Customer deposits - related party 5,958 — Taxes payable 1,034,421 399,276 Current liabilities of discontinued operations 21,759,683 28,120,679 Total current liabilities 39,363,549 39,549,938 Other liabilities: Other liabilities of discontinued operations 25,696,344 3,369,279 Total other liabilities 25,696,344 3,369,279 Total liabilities $ 65,059,893 $ 42,919,217 The summarized operating results of the VIE’s are as follows: For the year ended For the year ended For the year ended June 30, 2021 June 30, 2020 June 30, 2019 Operating revenues $ 80,498,435 $ 24,248,765 $ — Gross profit $ 2,997,018 $ 2,029,237 $ — (Loss) income from operations $ (3,872,881) $ 1,242,103 $ — Net (loss) income from continuing operations $ (3,007,036) $ 974,302 $ — Net (loss) income from discontinued operations (33,789,915) — 5,333,912 Net (loss) income (36,796,951) 974,302 5,333,912 Less: net (loss) income attributable to non-controlling interest (1,473,448) 477,409 — Net (loss) income attributable to Xiangtai Cayman $ (35,323,503) $ 496,893 $ 5,333,912 |
Business Combinations
Business Combinations | 12 Months Ended |
Jun. 30, 2021 | |
Business Combinations | |
Business Combinations | Note 4 – Business Combinations Acquisition of JMC On April 3, 2020, the Company entered into a Share Purchase Agreement (“SPA”) with WFOE, Chongqing Ji Mao Cang Feed Co., Ltd. (“JMC”) and the shareholders of JMC (“JMC Shareholders”). Pursuant to the SPA, the Company shall issue to the shareholder who owns 51% of JMC’s equity interest 2,000,000 duly authorized, fully paid and nonassessable ordinary shares of the Company, valued at a price of $1.77 per share, the closing price of the Company’s ordinary share on April 3, 2020, for an aggregate discounted purchase price of $2,658,909 with probability of contingent considerations, subject to the milestones as specified in the SPA, in exchange for JMC Shareholders’ agreement to cause JMC to enter into certain VIE agreements with WFOE, through which WFOE shall have the right to control, manage and operate JMC in return for a service fee equal to 51% of JMC’s after-tax net income. The Company’s acquisition of JMC was accounted for as a business combination in accordance with ASC 805. The Company has allocated the purchase price of JMC based upon the fair value of the identifiable assets acquired and liabilities assumed on the acquisition date. The Company estimated the fair values of the assets acquired and liabilities assumed at the acquisition date in accordance with the business combination standard issued by the FASB with the valuation methodologies using level 3 inputs, except for other current assets and current liabilities were valued using the cost approach. Management of the Company is responsible for determining the fair value of assets acquired, liabilities assumed and intangible assets identified as of the acquisition date and considered a number of factors including valuations from independent appraisers. Acquisition-related costs incurred for the acquisitions are not material and have been expensed as incurred in general and administrative expense. The consideration was valued at $2,658,909, based upon the issuance of 1,000,000 shares determined using the closing price of $1.77 per share on April 3, 2020 and the present value of issuance of 1,000,000 shares payable at the end of year two and year three determined using the closing price of $1.77 per share on April 3, 2020 and discount rate of 4.75%. The considerations also include 70% probability of contingent considerations of 600,000 shares payment at the end of year two and 30% probability of contingent considerations of 400,000 shares payment at the end of year three. According to the milestones, 1,000,000 shares were issued to JMC shareholders before April 11, 2020; however, the audited total sales or net profit of JMC in fiscal year 2020 shall respectively exceed $70,000,000 (approximately RMB 500,000,000) or $1,500,000 (approximately RMB 10,000,000) in accordance with U.S. GAAP. According to the milestones, 600,000 shares shall be issued to JMC shareholders before August 7, 2021 and the audited total sales or net profit of JMC in fiscal year June 30, 2021 shall respectively increase by 10% compared with that of fiscal year 2020; 400,000 shares shall be issued to JMC shareholders before August 7, 2022 and the audited total sales or net profit of JMC in fiscal year June 30, 2022 shall respectively increase by 10% compared with that of fiscal year June 30, 2021. If the milestones cannot be met, the Company will not issue the corresponding shares to JMC shareholders. The following table summarizes the fair value of the identifiable assets acquired and liabilities assumed on the acquisition date, which represents the net purchase price allocation on the date of the acquisition of JMC based on valuation performed by an independent valuation firm engaged by the Company and translated the fair value from RMB to USD using the exchange rate on April 3, 2020 at the rate of USD 1.00 to RMB 7.09. Fair value Cash and cash equivalents $ 852,145 Other current assets 9,924,263 Plant and equipment 11,648 Goodwill 5,166,271 Other noncurrent assets 481,062 Total assets 16,435,389 Total liabilities (11,221,842) Net assets of JMC 5,213,547 Less: fair value of non-controlling interest (2,554,638) Total consideration paid $ 2,658,909 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations | |
Discontinued Operations | Note 5 – Discontinued Operations In February 2020, the Company discontinued its grocery stores business and in April 2021, the Company discontinued its farmers’ market and supermarket business as the businesses have been operating at losses. As a result, the results of operations for the Company’s farmers' market and supermarket and grocery stores business are reported as discontinued operations under the guidance of ASC 205. Reconciliation of the carrying amounts of major classes of assets and liabilities from discontinued operations in the consolidated balance sheets as of June 30, 2021 and 2020 is as follow: Carrying amounts of major classes of assets included as part of discontinued operations of CQ Penglin, GA Yongpeng and CQ Pengmei: o June 30, 2021 June 30, 2020 CURRENT ASSETS: Cash and cash equivalents $ 62,422 $ 464,196 Restricted cash 35,906 — Accounts receivables, net 18,898,267 30,738,821 Other receivables, net 45,597 164,602 Prepayments 48,422 6,663,029 Security deposits — 240,676 Total current assets of discontinued operations 19,090,614 38,271,324 OTHER ASSETS: Other receivables 85,139 88,056 Plant and equipment, net 2,410,975 3,471,624 Intangible assets, net 313,478 437,989 Operating lease right-of-use assets 3,208,982 3,231,076 Total other assets of discontinued operations 6,018,574 7,228,745 Total assets of discontinued operations $ 25,109,188 $ 45,500,069 Carrying amounts of major classes of liabilities included as part of discontinued operations of CQ Penglin, GA Yongpeng and CQ Pengmei: CURRENT LIABILITIES: Short-term loan – banks $ — $ 3,450,566 Loans from third parties 7,928,114 4,987,252 Current maturities of long-term loan - bank 850,808 777,558 Accounts payable 2,517,290 1,847,440 Customer deposits 82,212 112,690 Customer deposit - related party 29,990 27,395 Other payables and accrued liabilities 3,356,319 1,948,515 Other payables – related parties 6,182 260 Operating lease liabilities 77,127 166,075 Taxes payable 2,978,428 2,942,851 Total current liabilities of discontinued operations 17,826,470 16,260,602 OTHER LIABILITIES: Loans from third parties 1,959,053 2,074,871 Long-term loans – related parties 780,524 713,325 Operating lease liabilities - noncurrent 1,058,947 998,812 Total other liabilities of discontinued operations 3,798,524 3,787,008 Total liabilities of discontinued operations $ 21,624,994 $ 20,047,610 Reconciliation of the amounts of major classes of income and losses from discontinued operations in the consolidated statements of operations and comprehensive loss for the years ended June 30, 2021, 2020 and 2019. For the Year Ended For the Year Ended For the Year Ended June 30, June 30, June 30, 2021 2020 2019 REVENUES: Supermarket and grocery store $ 1,777,222 $ 7,402,284 $ 7,322,243 Farmers' market 47,325,339 80,475,418 95,222,909 Total revenues 49,102,561 87,877,702 102,545,152 COST OF REVENUES: Supermarket and grocery store 1,885,056 6,397,149 6,371,345 Farmers' market 46,519,672 76,192,444 87,172,588 Total cost of revenues 48,404,728 82,589,593 93,543,933 Gross profit 697,833 5,288,109 9,001,219 OPERATING EXPENSES: Selling 672,323 1,168,788 1,255,340 General and administrative 785,133 1,352,350 956,162 Provision for doubtful accounts 31,786,029 1,072,120 743,986 Loss on disposal 7,551 276,648 — Impairment of long-lived assets 1,026,023 724,987 — Total operating expenses 34,277,059 4,594,893 2,955,488 (Loss) income from operations (33,579,226) 693,216 6,045,731 OTHER INCOME (EXPENSES) Interest income 362 612 433 Interest expense (1,518,593) (1,621,319) (841,130) Other finance expense (21,233) (58,292) (137,999) Other income, net 333,458 (47,510) 20,576 Total other expenses, net (1,206,006) (1,726,509) (958,120) (Loss) income before income taxes (34,785,232) (1,033,293) 5,087,611 Income tax expense — — 213,649 Net (loss) income from discontinued operations $ (34,785,232) $ (1,033,293) $ 4,873,962 |
Accounts receivable, net
Accounts receivable, net | 12 Months Ended |
Jun. 30, 2021 | |
Accounts receivable, net | |
Accounts receivable, net | Note 6 – Accounts receivable, net Accounts receivable, net consist of the following: June 30, 2021 June 30, 2020 Accounts receivable $ 73,308,380 $ 44,505,100 Allowance for doubtful accounts (43,267,555) (3,932,343) Total accounts receivable, net $ 30,040,825 $ 40,572,757 Less: accounts receivable - discontinued operations (18,898,267) (30,738,821) Accounts receivable, net - continuing operations $ 11,142,558 $ 9,833,936 Movements of allowance for doubtful accounts are as follows: June 30, 2021 June 30, 2020 Beginning balance $ 3,932,343 $ 2,304,817 Balance inherited from JMC — 930,657 Addition 38,100,340 769,764 Write off — — Exchange rate effect 1,234,872 (72,895) Ending balance $ 43,267,555 $ 3,932,343 Less: discontinued operations (8,227,240) (2,342,585) Ending balance - continuing operations $ 35,040,315 $ 1,589,758 |
Plant and equipment, net
Plant and equipment, net | 12 Months Ended |
Jun. 30, 2021 | |
Plant and equipment, net | |
Plant and equipment, net | Note 7 – Plant and equipment, net Plant and equipment consist of the following: June 30, 2021 June 30, 2020 Buildings $ 2,603,775 $ 3,393,212 Automobile 181,231 165,628 Electronic devices 3,011,942 3,691,929 Office equipment 46,607 42,595 Construction-in-progress — 495,634 Subtotal 5,843,555 7,788,998 Less: accumulated depreciation (3,428,185) (4,307,253) Total $ 2,415,370 $ 3,481,745 Less: plant and equipment, net - discontinued operations (2,410,975) (3,471,624) Plant and equipment, net - continuing operations $ 4,395 $ 10,121 Depreciation expense from continuing operations for the years ended June 30, 2021, 2020 and 2019 amounted to $6,514, $1,579 and $0, respectively. Depreciation expense from discontinued operations for the years ended June 30, 2021, 2020 and 2019 amounted to $478,610, $620,240 and $679,093, respectively. Loss on disposal and impairment of long-lived assets from discontinued operations for the years ended June 30, 2021, 2020 and 2019 was $882,176, $1,001,635 and $0, respectively. As of June 30, 2021, property valued at RMB 12,268,800 (approximately $1.9 million) was pledged as collateral to secure a loan that a related party borrowed from a bank, and property valued at RMB 36,626,600 (approximately $5.7 million) was pledged as collateral to secure a short-term bank loan (see Note 10). |
Intangible assets, net
Intangible assets, net | 12 Months Ended |
Jun. 30, 2021 | |
Intangible assets, net | |
Intangible assets, net | Note 8 – Intangible assets, net Intangible assets consist of the following: June 30, 2021 June 30, 2020 Land use rights $ 409,775 $ 586,795 Less: accumulated amortization (96,297) (148,806) Net intangible assets $ 313,478 $ 437,989 Less: intangible assets, net - discontinued operations (313,478) (437,989) Intangible assets, net - continuing operations $ — $ — Amortization expense from discontinued operations for the years ended June 30, 2021, 2020 and 2019 amounted to $10,257, $11,792 and $12,147, respectively. Loss on disposal and impairment of long-lived assets from discontinued operations for the years ended June 30, 2021, 2020 and 2019 was $151,398, $0 and $0, respectively. As of June 30, 2021, GA Yongpeng’s land use right valued at RMB 10,198,100 (approximately $1.6 million) was pledged as collateral to secure a loan that a related party borrowed from a bank (see Note 9). The estimated amortization is as follows: Estimated Twelve months ending June 30, amortization expense 2022 $ 7,992 2023 7,992 2024 7,992 2025 7,992 2026 7,992 Thereafter 273,518 Total $ 313,478 Less: estimated amortization - discontinued operations (313,478) Estimated amortization - continuing operations — |
Related party transactions and
Related party transactions and balances | 12 Months Ended |
Jun. 30, 2021 | |
Related party transactions and balances | |
Related party transactions and balances | Note 9 – Related party transactions and balances Related party transactions a. Revenues – related party: For the Year For the Year For the Year Ended June 30, Ended June 30, Ended June 30, Name of related party Relationship 2021 2020 2019 Chongqing Puyuhong Commerce Co., Ltd. ("CQ Puyuhong") Significantly influenced by JMC $ 4,008,969 $ — $ — Less: revenues - related party - discontinued operations — — — Total revenues - related party - continuing operations $ 4,008,969 $ — $ — Related party balances b. Customer deposits – related parties: Name of related party Relationship June 30, 2021 June 30, 2020 CQ Mingwen Significantly influenced by Penglin $ 29,990 $ 27,395 CQ Puyuhong Significantly influenced by JMC 5,958 — Total 35,948 27,395 Less: customer deposit - related party - discontinued operations (29,990) (27,395) Total customer deposit - related party - continuing operations 5,958 — b. Other payables – related parties: Other payables – related parties are those nontrade payables arising from transactions between the Company and certain related parties, such as advances made by the related party on behalf of the Company, and related accrued interest payable on the advances. These advances are unsecured and non-interest bearing, except payables to Jiaping Zhou and Jun Zhou with an annual interest rate of 4.35%. Current payables are due on demand. Name of related party Name of related party June 30, 2021 June 30, 2020 Xia Wang Chief Financial Officer $ 209,275 $ 153,659 Zeshu Dai CEO 1,543,221 — Penglin Wang Son of the CEO — 248 Zili Zhang CEO of CQ Pengmei — 12 Jiaping Zhou Shareholder of JMC — 231,268 Jun Zhou Shareholder of JMC 1,483,634 1,879,639 Total 3,236,130 2,264,826 Less: other payables - related parties - discontinued operations (6,182) (260) Total other payables - related parties - continuing operations $ 3,229,948 $ 2,264,566 c. Long-term loans – related parties: Long-term loans – related parties are those long-term loans from advances made by certain related parties for the daily operations needs of the Company. These loans are unsecured and interest bearing. Weighted average Collateral/ Long-term loans Relationship Maturities interest rate Guarantee June 30, 2021 June 30, 2020 Xia Wang CFO January 15, 2022 9.60 % None $ 111,503 $ 101,904 Penglin Wang Son of CEO December 11, 2024 9.60 % None 250,883 229,283 Yong Wang Son of CEO July 17, 2022 7.13 % None 294,245 268,912 Zeshu Dai CEO March 8, 2022 7.13 % None 123,893 113,226 Total $ 780,524 $ 713,325 Less: long-term loans from related parties - discontinued operations (780,524) (713,325) Total long-term loans from related parties - continuing operations — — Interest expense incurred on the above mentioned related party loans for discontinued operations amounted to $62,635, $51,770 and $11,403 for the years ended June 30, 2021, 2020 and 2019, respectively. d. Guarantee provided to related party loan On December 26, 2017, CQ Mingwen (the “borrower”) entered into a loan agreement with SPD Rural Bank (the lender) to borrow RMB 9 million (approximately $1.4 million) as working capital for one year. The loan was repaid RMB 1 million (approximately $0.1 million) and the remaining balance RMB 8 million (approximately $1.2 million) was extend to December 22, 2021. GA Yongpeng pledged its land-use right valued at RMB 10,198,100 (approximately $1.6 million) and building property valued at RMB 12,268,800 (approximately $1.9 million) as collateral (see Note 8 and 9 and 15). e. Loans guaranteed by related parties The Company has various short-term loans guaranteed by its related parties. See Note 10. |
Credit Facilities
Credit Facilities | 12 Months Ended |
Jun. 30, 2021 | |
Credit Facilities | |
Credit Facilities | Note 10 – Credit Facilities Short term loans – banks Outstanding balances on short-term bank loans consisted of the following: Weighted average Lenders Maturities interest rate Collateral/Guarantee June 30, 2021 June 30, 2020 Shanghai Pudong Development ("SPD") Bank Chongqing Nanbing Road Branch Fully repaid by October 2020 6.09 % A security deposit of $109,221 and guaranteed by the CEO and certain members of the family and affiliate $ — $ 1,273,794 Chongqing Rural Commercial Bank November 25, 2020 6.74 % Guaranteed by the CEO and certain members of the family and affiliate and Chongqing Reassurance Co., Inc. — 1,839,928 Chongqing Beibei Chouzhou Bank Co., Ltd. (Chouzhou Bank) March 20, 2020 6.96 % Guaranteed by GA Yongpeng's properties recorded at RMB 36,626,600 (approximately $5.2 million) and Zeshu Dai's 6.25% of stock right of GA Yongpeng recorded at RMB 1,250,000 (approximately $0.2 million) — 336,845 The Agriculture Bank of China Chongqing Yubei Branch June 27, 2021 3.85 % Guaranteed by the properties of JMC's CEO and CFO recorded at RMB 5,517,400 (approximately $0.8 million) — 467,058 China Zheshang Bank Chongqing Branch May 5, 2021 5.35 % Guaranteed by the properties of JMC's CEO and CFO recorded at RMB 12,090,000 (approximately $1.7 million) — 778,430 Industrial and Commercial Bank of China Shiqiaopu Branch March 11, 2022 3.85 % Guaranteed by the properties of JMC's CEO and CFO recorded at RMB 7,495,600 (approximately $1.2 million) 782,073 — Total $ 782,073 $ 4,696,055 Less: short term loans - banks - discontinued operations — (3,450,566) Short term loans - banks - continuing operations $ 782,073 $ 1,245,489 Loans from third parties Outstanding balances of third-party loans consisted of the following: Weighted average Lenders Maturities interest rate Collateral/Guarantee June 30, 2021 June 30, 2020 Sichuan Toucu Financial Information Services Co., Ltd — 9.0 % None $ — $ 63,554 Chongqing Puluosi Small Mortgage Co., Ltd. Various amounts due between November 2018 and January 2019 – in default* 12.0 % Guaranteed by the CEO and certain members of the family and affiliate 4,572,421 4,183,248 Gang Hu September 4, 2022 7.13 % None 131,636 120,303 Chongqing Reassurance Co., Ltd. Due upon request 17.4 % None 2,177,176 273,294 Mei Yang — 24.0 % None — 7,077 Ping Wang September 17, 2021 (Subsequently extended to September 17, 2022) 10.8 % None 47,234 43,875 Yixuan Liu September 11, 2022 12.0 % None 92,920 84,920 Shuming Yang September 20, 2022 12.0 % None 185,839 169,839 Chunlan Zhuo March 22, 2021 (Subsequently extended to March 22, 2022) 18.0 % None 36,094 63,911 Qin Cao June 30, 2021 (Subsequently extended to June 30, 2022) 24.0 % None 5,380 30,005 Maohua Xia June 30, 2021 (Subsequently extended to June 30, 2022) 24.0 % None 5,749 33,561 Shiguo Zhang March 3, 2022 18.0 % None 340,705 — Chongqing Shouqing Trading Co., Ltd. September 7, 2021 (Subsequently extended to September 7, 2022) 12.0 % None 418,138 382,139 Shengli Huang April 23, 2022 24.0 % None — 99,073 Xiaofen Ai June 17, 2021 24.0 % None — 28,307 Chongqing Haobangshou Ecommerce Co., Ltd. March 24, 2023 6.0 % None 1,548,659 1,415,328 Shiwen Zhang September 2, 2021 (Subsequently extended to September 2, 2022) 24.0 % None 108,406 — Xiaomei Qin September 7, 2021 (Subsequently extended to September 7, 2022) 18.0 % None 30,973 — Shengmeng Zhang Various amounts due between October 2021 and December 2021 (Fully repaid in July 2021) 12.0 % None 46,460 — Qin Zhou February 28, 2022 18.0 % None 123,893 — Mei Zhang — 24.0 % None — 49,536 Feng Zhou February 28, 2022 12.0 % None 15,487 14,153 Xiaolin Cao November 30, 2020 (Fully repaid by issuance of 500,000 ordinary shares in April 2021) — % None — 500,000 Total loans from third parties $ 9,887,170 $ 7,562,123 Total non-current loans from third parties (2,424,426) (2,074,871) Total current loans from third parties $ 7,462,744 $ 5,487,252 Less: current loans from third parties - discontinued operations (7,462,744) (4,987,252) Current loans from third parties - continuing operations $ — $ 500,000 *The Company received three complaints related to an approximately $1.5 million (RMB 10,000,000) loan that was due on November 13, 2018, an approximately $0.5 million (RMB 3,000,000) loan due on December 21, 2018, and an approximately $3.1 million (RMB 20,000,000) loan due on January 2, 2019. The following amounts have been accrued in the accompanying consolidated financial statements under discontinued operations for the years ended June 30, 2021 and 2020: interest at a default interest rate of 18% totaling approximately $721,000 and $781,000, respectively. As of the date of this report, the Company has paid approximately $0.5 million (RMB 3,411,544) of the total repayment. On October 27, 2020, Chongqing Yubei District People’s Court froze CQ Penglin bank accounts with a total balance of approximately $20,000 (RMB 130,295). As of the date of this report, the accounts are still frozen. Long term and short-term loans – related parties See Note 9. Long-term loan - bank The outstanding balance of long term bank loan consisted of the following: Weighted average Lender Maturity interest rate Collateral/Guarantee June 30, 2021 June 30, 2020 Chongqing Dadukou Rongxing Village & Township Bank September 20, 2020 (Subsequently in default*) 12.0 % Guaranteed by CQ Penglin, CQ Pengmei, GA Yongpeng, CQ Mingwen, the CEO and certain members of the family $ 850,808 $ 777,558 Less: long term loan - bank - discontinued operations (850,808) (777,558) Long term loan - bank - continuing operations $ — $ — *On August 12, 2020, Chongqing Dadukou Rongxing Village & Township Bank (“Dadukou Rongxing”) sued CQ Penglin to repay the loan of Dadukou Rongxing approximately $1.0 million (RMB 6,629,447), which consists of principal of approximately $0.8 million (RMB 5,493,839) and approximately $0.2 million (RMB 1,135,608), in the Chongqing Dadukou District People’s Court. CQ Penglin, CQ Pengmei, GA Yongpeng, CQ Mingwen, the CEO and certain members of the family guaranteed the loan shall bear joint and several lability for the repayment. As of the date of this report, the Chongqing Dadukou District People’s Court has not held a trial. Interest expense for continuing operations pertaining to the above loans for the years ended June 30, 2021, 2020 and 2019 amounted to $291,541, $167,097 and $0, respectively. Interest expense for discontinued operations pertaining to the above loans for the years ended June 30, 2021, 2020 and 2019 amounted to $1,518,593 ($62,635 was for interest expense of loans – related parties), $1,609,544 ($11,403 was for interest expense of loans – related parties) and $823,551, respectively. |
Taxes
Taxes | 12 Months Ended |
Jun. 30, 2021 | |
Taxes | |
Taxes | Note 11 – Taxes Income tax Cayman Islands Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gain. Additionally, upon payments of dividends to the shareholders, no Cayman Islands withholding tax will be imposed. British Virgin Islands Xiangtai BVI and Silanchi are incorporated in the British Virgin Islands and are not subject to tax on income or capital gains under the current British Virgin Islands law. In addition, upon payments of dividends by these entities to their shareholders, no British Virgin Islands withholding tax will be imposed. Hong Kong Xiangtai HK and Haochuangge are incorporated in Hong Kong and are subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. The applicable tax rate is 16.5% in Hong Kong. The Company did not make any provisions for Hong Kong profit tax as there were no assessable profits derived from or earned in Hong Kong since inception. Under Hong Kong tax law, Xiangtai HK and Haochuangge are exempted from income tax on its foreign-derived income and there are no withholding taxes in Hong Kong on remittance of dividends. PRC Xiangtai WFOE, CQ Penglin, GA Yongpeng, CQ Pengmei and JMC are governed by the income tax laws of the PRC and the income tax provision in respect to operations in the PRC is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Enterprise Income Tax Laws of the PRC (the “EIT Laws”), Chinese enterprises are subject to income tax at a rate of 25% after appropriate tax adjustments. Income tax exemption status granted On August 20, 2018, the Lingshui County Tax Bureau enacted a tax exemption for Lingshui Guang’an Yongpeng Food Co., Ltd. (wholly owned subsidiary) which expires on December 31, 2020. In addition, the benefit can also be retroactively applied to prior periods from January 1, 2014 to June 30, 2017. The tax savings of discontinued operations for the years ended June 30, 2021, 2020 and 2019 was $0, $334,794 and $1,389,566, respectively. The Company’s basic and diluted earnings per shares of discontinued operations would have been lower by $0, $0.01 and $0.07 per share for the years ended June 30, 2021, 2020 and 2019 without the preferential tax rate reduction. Significant components of the (benefit of) provision for income taxes are as follows: For the year For the year For the year ended ended ended June 30, 2021 June 30, 2020 June 30, 2019 Current $ — $ 389,845 $ 213,649 Deferred tax expense (1,002,346) (166,672) — Total (benefit of) provision for income taxes $ (1,002,346) $ 223,173 $ 213,649 Less: provision for income taxes - discontinued operations — — (213,649) Total (benefit of) provision for income taxes - continuing operations $ (1,002,346) $ 223,173 $ — The following table reconciles China statutory rates to the Company’s effective tax rate: June 30, 2021 June 30, 2020 June 30, 2019 China income tax rate 25.0 % 25.0 % 25.0 % Change in valuation allowance — % — % 1.0 % Income tax exemption status granted — % (10.2) % (21.9) % Others* (17.5) % (24.2) % — % Effective tax rate 7.5 % (9.4) % 4.1 % * This represents the expenses incurred by the Company that are not deductible for PRC income tax purposes during the years. Deferred tax assets – China Deferred tax assets are comprised of allowance for doubtful accounts at June 30, 2021 and 2020 totaling $2,331,145 and $648,768, respectively. NOL carried forward According to Chinese tax regulations, net operating losses can be carried forward to offset taxable income for the next five years. On August 20, 2018, GA Yongpeng obtained the tax-free benefit and the Company utilized the tax planning strategy to allocate intercompany profit into GA Yongpeng. As a result, for the years ended June 30, 2021, 2020 and 2019, there was no tax effect in relation to the NOL that the Company has previously reserved. Bad debt allowance Bad debt allowance must be approved by the Chinese tax authority prior to being deducted as an expense item on the tax return. Uncertain tax positions The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of June 30, 2021 and 2020, the Company did not have any significant unrecognized uncertain tax positions. Value-added tax All of the Company’s service revenues that are earned and received in the PRC are subject to a Chinese VAT at a rate of 6% of the gross proceed or at a rate approved by the Chinese local government. All of the Company’s products that are sold in the PRC are subject to a Chinese value-added tax at a rate of 0%, 11%, 13% or 17% of the gross sales price depending on how much processing was added by the Company to each kind of products or at a rate approved by the Chinese local government. This VAT may be offset by the VAT paid by the Company on raw materials and other materials included in the cost of producing the finished product. Taxes payable consisted of the following: June 30, 2021 June 30, 2020 Income taxes $ 4,001,634 $ 3,114,811 Other taxes 11,215 227,316 Total $ 4,012,849 $ 3,342,127 Less: taxes payable - discontinued operations (2,978,428) (2,942,851) Taxes payable - continuing operations $ 1,034,421 $ 399,276 |
Concentration of risk
Concentration of risk | 12 Months Ended |
Jun. 30, 2021 | |
Concentration of risk | |
Concentration of risk | Note 12 – Concentration of risk Credit risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash. In China, the insurance coverage of each bank is RMB 500,000 (approximately$77,000). As of June 30, 2021 and 2020, cash balance of $102,184 and $1,366,796, respectively, were deposited with financial institutions located in China, of which $0 and $968,840, respectively, were subject to credit risk. The Hong Kong Deposit Protection Board pays compensation up to a limit of HKD 500,000 (approximately $64,000) if the bank with which an individual/a company hold its eligible deposit fails. As of June 30, 2021 and 2020, cash balance of $189 and $5,254, respectively, were maintained at financial institutions in Hong Kong, and were not subject to credit risk. In the US, the insurance coverage of each bank is $250,000. As of June 30, 2021 and 2020, cash balance of $2,957 and $163,640, respectively, were deposited with financial institutions located in US and were not subject to credit risk. While management believes that these financial institutions and third-party fund holders are of high credit quality, it also continually monitors their creditworthiness. The Company is also exposed to risk from its accounts receivable, other receivables and prepayments. These assets are subjected to credit evaluations. An allowance has been made for estimated unrecoverable amounts which have been determined by reference to past default experience and the current economic environment. As of June 30, 2021, the Company had working deficit of approximately $6.2 million. The Company had accounts receivable of approximately $11.1 million, most of them are short-term in nature and can be collected back within the Company's operating cycle to be used to support its working capital requirements. The Company believes the components of its current working capital is sufficient to support its operations for the next twelve months from the date of this report. If the Company is unable to realize its current assets within the normal operating cycle of a twelve-month period, the Company may have to consider supplementing its available sources of funds through obtaining additional loans. Customer concentration risk For the year ended June 30, 2021, no customer accounted for more than 10% of the Company’s total revenues. For the year ended June 30, 2020, one customer accounted for 18.7% of the Company’s total revenues. For the year ended June 30, 2019, the Company did not start the feed raw material business. As of June 30, 2021, no customer accounted for more than 10% of the total balance of accounts receivable. As of June 30, 2020, one customer accounted for 10.0% of the total balance of accounts receivable. Vendor concentration risk For the year ended June 30, 2021, one vendor accounted for 72.7% of the Company’s total purchases. For the year ended June 30, 2020, two vendors accounted for 75.6% and 11.5% of the Company's total purchases. For the year ended June 30, 2019, the Company did not start the feed raw material business. As of June 30, 2021, three vendors accounted for 39.8%, 30.1% and 11.5% of the total balance of accounts payable. As of June 30, 2020, four vendors accounted for 39.6%, 26.5%, 17.8% and 13.7% of the total balance of accounts payable. |
Convertible Debentures
Convertible Debentures | 12 Months Ended |
Jun. 30, 2021 | |
Convertible Debentures | |
Convertible Debentures | Note 13 – Convertible Debentures Convertible Debenture issued on November 22, 2019, December 30, 2019 and March 9, 2020 On November 22, 2019, the Company entered into a securities purchase agreement with an accredited investor to place convertible debentures (“Debenture”) with a maturity date of twelve months after the issuance thereof in the aggregate principal amount of $5,000,000. The First Convertible Debenture was issued on November 22, 2019 in the amount of $2,000,000; the Second Convertible Debenture was issued on December 30, 2019 in the amount of $2,000,000; and the Third Convertible Debenture was issued on March 9, 2020 in the amount of $1,000,000. The three 2019 Convertible Debentures bear interest at the rate of 5% per annum. The Debenture holder may convert a Debenture in its sole discretion at any time on or prior to maturity at the lower of $5.06 or 93% of the average of the four lowest daily VWAPs during the 10 consecutive trading days immediately preceding the conversion date, provided that as long as we are not in default under the Debenture, the conversion price may never be less than $3.00. Any time after the issuance of a Debenture that the daily VWAP is less than $3.00 for a period of 10 consecutive trading days (each such occurrence, a “Triggering Event”) and only for so long as such conditions exist after a Triggering Event, the Company shall make monthly payments beginning on the 30 th On June 19, 2020, the Company entered in an amendment agreement with the Debenture holder to amend the “Floor Price” of the First Convertible Debenture issued on November 22, 2019 to $1.00 per share and the “Floor Price” of the convertible debenture issued on December 30, 2019 to $1.00 per share for the first $200,000 of principal and accrued interest to be converted. The “Floor Price” for the remaining principal and accrued interest on that debenture shall remained unchanged at $3.00 per share. On September 15, 2020, the Company entered in an amendment agreement with the Debenture holder to amend the “Floor Price” of the Second Convertible Debenture to $1.00 per share for the first $1,400,000 of principal and accrued interest to be converted. The “Floor Price” for the remaining principal and accrued interest on the Second Convertible Debenture and the Third Convertible Debenture shall remain unchanged at $3.00 per share. On November 13, 2020, the Company entered in an amendment agreement with the Debenture Holder to amend the “Floor Price” of the remaining $600,000 of principal and accrued interest to be converted in the Second Convertible Debenture to $1.00 per share and to amend the “Floor Price” of the Third Convertible Debenture to $1.00 per share for the first $200,000 of principal plus accrued interest to be converted. The “Floor Price” for the remaining principal and accrued interest on the Third Convertible Debenture shall remain unchanged at $3.00 per share. On January 22, 2021, the Company entered in an amendment agreement with the Debenture Holder to amend the “Floor Price” of the Third Convertible Debenture to $0.80 per share for the next $400,000 of principal plus accrued interest to be converted. The “Floor Price” for the remaining principal and accrued interest on the Third Convertible Debenture shall remain unchanged at $3.00 per share. The Company determined that conversion option embedded in the Debenture is considered indexed to the Company’s own stock and did not required to be separately accounted for as a derivative under the guidance in ASC 815. However, the Debenture are convertible into shares of the common stock, at conversion price equal to 93% of the average of four lowest trading price during the 10 trading day period prior to the date of any notice of conversion, which is lower than the price of the Company’s common stock on the date of issue for the first two batches of the principal amount of $4,000,000 of the Debenture on November 22, 2019 and December 30, 2019. Therefore, the conversion feature embedded in the convertible note meet the definition of beneficial conversion feature (“BCF”). The Company evaluated the intrinsic value of the BCF at the issue date to be at $259,540. The relative fair values of the BCF were recorded into additional paid in capital as well as were recognized as a discount to the Debenture. The discount to the Debenture is being amortized to interest expense over the life of the Debenture using effective interest method. The price of the Company’s common stock on the date of issue on March 9, 2020 was $2.33 for the remaining principal amount of $1,000,000 of the Debenture, which is lower than the conversion floor price of $3.00 and it does not contain a BCF on the issuance date. As a result, the $1,000,000 conversion option embedded in the Debenture are entirety accounted for a liability with the Debenture. During the period from May 21, 2020 to August 13, 2020, the Company issued a total of 1,847,167 ordinary shares to the holder of the First Convertible Debenture upon the conversion of a total of $2,062,191 in principal due and accrued and unpaid interest under the Convertible Debenture. During the period from August 17, 2020 to December 31, 2020, the Company issued a total of 2,063,971 ordinary shares to the holder of the Second Convertible Debenture upon the conversion of a total of $2,084,904 in principal due and accrued and unpaid interest under the Convertible Debenture. During the period from January 11, 2021 to March 11, 2021, the Company issued a total of 1,125,182 ordinary shares to the holder of the Third Convertible Debenture upon the conversion of a total of $1,046,328 in principal due and accrued and unpaid interest under the Convertible Debenture. As a result, the First, Second and Third Convertible Debentures have retired. Convertible Debenture issued on June 19, 2020, July 17, 2020, August 14, 2020, and November 13, 2020 On June 19, 2020, the Company entered into another securities purchase agreement with the same accredited investor to place convertible debentures with a maturity date of twelve months after the issuance thereof in the aggregate principal amount of $2,000,000. The Fourth Convertible Debenture in the amount of $700,000 was issued on June 19, 2020; the Fifth Convertible Debenture in the amount of $700,000 was issued on July 17, 2020; the Six Convertible Debenture in an amount of $300,000 was issued on August 14, 2020; and the Seventh Convertible Debenture in an amount of $300,000 was issued on November 13, 2020. The four 2020 Convertible Debentures bear interest at the rate of 5% per annum. The Debenture holder may convert a Debenture in its sole discretion at any time on or prior to maturity at the lower of $3.00 or 93% of the average of the four lowest daily VWAPs during the 10 consecutive trading days immediately preceding the conversion date, provided that as long as we are not in default under the Debenture, the conversion price may never be less than $2.50. The Company may not convert any portion of a Debenture if such conversion would result in the Debenture holder beneficially owning more than 4.99% of our then issued and common stock, provided that such limitation may be waived by the Debenture holder with 65 days’ notice. Any time after 180 days from the date of issuance that the daily VWAP is less than $2.50 for a period of 10 consecutive trading days (each such occurrence, a “Triggering Event”) and only for so long as such conditions exist after a Triggering Event, we shall make monthly payments beginning on the 30 th On April 14, 2021, the Company entered in an amendment agreement with the Debenture Holder to amend the “Floor Price” of the Fourth Convertible Debenture to $0.80 per share. During the period from April 26, 2021 to April 28, 2021, the Company issued a total of 912,532 ordinary shares to the holder of the Fourth Convertible Debenture upon the conversion of a total of $730,027 in principal due and accrued and unpaid interest under the Convertible Debenture. As a result, the Fourth Convertible Debenture has retired. The price of the Company’s common stock on the date of issue on June 19, 2020 was $1.70 for the principal amount of $700,000 of the first Debenture, which is lower than the conversion floor price of $2.50 and it does not contain a BCF on the issuance date. As a result, the $700,000 conversion option embedded in the Debenture are entirety accounted for a liability with the Debenture. June 30, 2021 June 30, 2020 Principal balance $ 1,300,000 $ 4,900,000 Less: Debentures discount and debts insurance cost — (131,688) Total $ 1,300,000 $ 4,768,312 The Company incurred issuance cost of $230,000 and had a BCF value of $259,540 in connection with the issuance of the Debentures. The Company recognized the issuance cost and the BCF value as a discount to the Debentures at the inception date. For the years ended June 30, 2021 and 2020, amortization of the issuance cost and Debentures discount of $131,688 and $357,853, respectively. These issuance costs and Debenture discount are being amortized and recorded to interest expense in the accompanying consolidated statements of income and comprehensive income (loss) over the life of the Debentures using effective interest method. |
Equity
Equity | 12 Months Ended |
Jun. 30, 2021 | |
Equity | |
Equity | Note 14 – Equity Restricted net assets The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiary. Relevant PRC statutory laws and regulations permit payments of dividends by Xiangtai WFOE, CQ Penglin, GA Yongpeng, CQ Pengmei and JMC only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. Xiangtai WFOE, CQ Penglin, GA Yongpeng, CQ Pengmei and JMC are required to set aside at least 10% of their after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital. In addition, Xiangtai WFOE may allocate a portion of its after-tax profits based on PRC accounting standards to enterprise expansion fund and staff bonus and welfare fund at its discretion. CQ Penglin, GA Yongpeng, CQ Pengmei and JMC may allocate a portion of its after-tax profits based on PRC accounting standards to a discretionary surplus fund at its discretion. The statutory reserve funds and the discretionary funds are not distributable as cash dividends. The remittance of dividends by a wholly foreign-owned company out of China is subject to examination by the banks designated by the State Administration of Foreign Exchange. As of June 30, 2021 and 2020, Xiangtai WFOE, CQ Penglin, GA Yongpeng, CQ Pengmei and JMC collectively attributed $1,670,367 and $1,670,367 of retained earnings for their statutory reserves, respectively. As a result of the foregoing restrictions, Xiangtai WFOE, CQ Penglin, GA Yongpeng, CQ Pengmei and JMC are restricted in their ability to transfer their net assets to the Company. Foreign exchange and other regulation in the PRC may further restrict Xiangtai WFOE, CQ Penglin, GA Yongpeng, CQ Pengmei and JMC from transferring funds to the Company in the form of dividends, loans and advances. As of June 30, 2021 and 2020, amounts restricted are the net assets of Xiangtai WFOE, CQ Penglin, GA Yongpeng, CQ Pengmei and JMC, which amounted to $(19,082,218) and $17,978,793, respectively. Private placements On July 27, 2020, the Company entered into certain securities purchase agreement (the “SPA”) with certain “non-U.S. Persons” as defined in Regulation S of the Securities Act of 1933, as amended pursuant to which the Company agreed to sell 2,339,000 ordinary shares at a per share purchase price of $1.50. The gross proceeds to the Company from this offering will be approximately $3.5 million. The Company plans to use the proceeds for working capital. The offering was closed on August 20, 2020. On December 17, 2020, the Company entered into certain securities purchase agreement (the “SPA”) with certain “non-U.S. Persons” as defined in Regulation S of the Securities Act of 1933, as amended pursuant to which the Company agreed to sell 5,580,000 ordinary shares at a per share purchase price of $0.80. The Company received $4,464,000 in gross proceeds from this offering. The Company plans to use the proceeds for working capital and other general corporate purposes. The Company may also use the proceeds to acquire certain business or assets that the Board of Directors may deem appropriate for the growth of the Company. The offering was closed on May 7, 2021. Issuance of ordinary shares for compensation On July 1, 2020, the Company entered into a three-year employment agreement (the “Employment Agreement”) with Ms. Xia Wang, the CFO of the Company, pursuant to which the Company agreed to issue 200,000 ordinary shares of the Company per annum as Ms. Wang’s compensation during her employment with the Company. The compensation arrangement was subsequently approved by the Compensation Committee of the Company. On September 24, 2020, pursuant to the Employment Agreement, the Company issued the 200,000 ordinary shares to Ms. Wang for her services as CFO for the fiscal year ended June 30, 2021. The shares were valued at $1.35 per share using the closing price on July 1, 2020 with total consideration of $270,000. On May 4, 2021, the Company entered into a debt settlement and mutual release agreement with Mr. Xiaohui Wu, the President of the Company. As of the date of the Agreement, the Company was indebted to Mr. Wu accrued but unpaid salary in the amount of $240,000 (the “Debt”). In order to settle the Debt, the Company agreed to issue, and Mr. Wu agreed to accept 300,000 ordinary shares (the “Shares”) of the Company, valued at $0.80 per share. On May 18, 2021, pursuant to the Agreement, the Company issued the Shares to Mr. Wu. Conversion of debenture and debts As of June 30, 2020, the Debenture holder converted principal and interest value of $800,000 and $57,165, respectively, into a total of 827,057 of the Company’s ordinary shares at weighted average conversion price of $1.04. During the year ended June 30, 2021, the Debenture holder converted principal and interest value of $4,900,000 and $166,288, respectively, into a total of 5,121,795 of the Company’s ordinary shares at weighted average conversion price of $0.99. During the year ended June 30, 2021, the $500,000 short-term third-party loan due to Xiaolin Cao was settled and converted into 500,000 shares of the Company’s ordinary shares at a conversion price of $0.83, resulting in $80,000 gain on debt settlement. During the year ended June 30, 2021, the $127,000 outstanding legal fees due to Ortoli Rosenstadt LLP was settled and converted into 127,000 shares of the Company’s ordinary shares at a conversion price of $0.76, resulting in $31,115 gain on debt settlement. During the year ended June 30, 2021, the $240,000 accrued expenses due to Xiaohui Wu was settled and converted into 300,000 shares of the Company’s ordinary shares at a conversion price of $0.74, resulting in $14,100 gain on debt settlement. Stock options In August 2019, the Company issued a total of 95,000 options to two directors of the Company and vested in four equal installment on a quarterly basis with an exercise price of $5.00 for three years from date of issuance after the Company’s listing on the Nasdaq Stock Market on August 15, 2019. The Company used the Black Scholes model to value the options at the time they were issued, based on the stated exercise prices of $5.0, market price of $4.6, volatility of 118%, risk-free rate of 1.44% and dividend yield of 0%. Because the Company does not have a history of employee stock options, the estimated life is based on one half of the sum of the vesting period and the contractual life of the option. This is the same as assuming that the options are exercised at the mid-point between the vesting date and expiration date. The Company’s ordinary share did not have a history of trading history to determine its own volatility. As a result, the Company used the volatility of a comparable company with similar size and similar industry as the assumption of its estimated volatility. Total fair value of these options were estimated to be $243,922 and the compensation expenses are to be recognized on a straight-line basis over the total service period of one year. Total compensation expenses for the years ended June 30, 2021 and 2020 was $30,490 and $213,431, respectively. The summary of stock option activity is as follows: Weighted Average Average Remaining Aggregate Options Exercisable Exercise Contractual Intrinsic Outstanding Option Price Life Value June 30, 2019 — — $ — — — Granted/Acquired 95,000 71,250 $ 5.00 3.00 — Forfeited — — $ — — — Exercised — — $ — — — June 30, 2020 95,000 71,250 $ 5.00 2.12 — Granted/Acquired — — $ — — — Forfeited — — $ — — — Exercised — — $ — — — June 30, 2021 95,000 71,250 $ 5.00 1.12 — Warrants The summary of warrant activity is as follows: Weighted Average Average Remaining Warrants Exercisable Exercise Contractual Outstanding Shares Price Life June 30, 2018 — — $ — — Granted/Acquired 86,732 86,732 $ 4.89 5.00 Forfeited — — $ — — Exercised — — $ — — June 30, 2019 86,732 86,732 $ 4.89 4.89 Granted/Acquired — — $ — — Forfeited — — $ — — Exercised — — $ — — June 30, 2020 86,732 86,732 $ 4.89 3.88 Forfeited — — $ — — Exercised — — $ — — June 30, 2021 86,732 86,732 $ 4.89 2.86 |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Jun. 30, 2021 | |
Commitments and contingencies. | |
Commitments and contingencies | Note 15 – Commitments and contingencies Lease commitments The Company determines if a contract contains a lease at inception. US GAAP requires that the Company’s leases be evaluated and classified as operating or finance leases for financial reporting purposes. The classification evaluation begins at the commencement date and the lease term used in the evaluation includes the non-cancellable period for which the Company has the right to use the underlying asset, together with renewal option periods when the exercise of the renewal option is reasonably certain and failure to exercise such option which result in an economic penalty. All of the Company’s real estate leases are classified as operating leases. The Company has entered into seven non-cancellable operating lease agreements for two office spaces, two dormitories, one storage and three market spaces for the grocery stores expiring through February 2030. Upon adoption of FASB ASU 2016-02, the Company recognized approximately $1.3 million right of use (“ROU”) assets and same amount of lease liabilities of 6.09% based on duration of lease Operating lease expenses are allocated between the cost of revenue and selling, general, and administrative expenses. Rent expense (including amounts in cost of goods sold) for discontinued operations for the years ended June 30, 2021, 2020 and 2019 was $415,673, $221,844 and $348,408, respectively. Continuing operations did not incur any operating lease expenses for the years ended June 30, 2021, 2020 and 2019. The five-year maturity of the Company’s lease obligations is presented below: Twelve Months Ending June 30, Operating Lease Amount 2022 $ 281,504 2023 265,505 2024 273,750 2025 164,238 2026 79,534 Thereafter 280,185 Total lease payments 1,344,716 Less: Interest (208,642) Present value of lease liabilities $ 1,136,074 Less: present value of lease liabilities - discontinued operations (1,136,074) Present value of lease liabilities - continuing operations — (1) Current lease commitment table excludes an existing lease entered by CQ Pengmei in August 2017 due to fire safety requirement not being met by the landlord for which the Company has temporarily stopped operation in August 2018. Per the Company’s PRC counsel, it is more than probable that the Company does not require to fulfill the remaining term of such lease contract. The Company also leased a pig farm from an unrelated third party and subleased the pig farm to an unrelated third party for the same amount approximately Guarantees a) Related party As of June 30, 2021, CQ Penglin, the Company’s CEO, her husband and her elder son, and an unrelated third party Chongqing Education Guaranty Co., Ltd. jointly guaranteed approximately $1.2 million (RMB 8,000,000) loan that a related-party borrowed from the bank (see Note 9): Name of the party being guaranteed Guaranteed amount Guarantee expiration date CQ Mingwen (borrower) $ 1,238,927 December 22, 2021 The Company did not, however, accrue any liability in connection with such a guarantee because the borrowers have been current in its repayment obligation and the Company has not experienced any losses from providing such guarantee. As of the date of this report, the Company has evaluated the guarantee and has concluded that the likelihood of having to make any payments under the guarantee agreement is remote. If CQ Mingwen is unable to repay the loan upon maturity, assets of GA Yongpeng may be liquidated to pay back the loan. b) CQ Mingwen, a related party, and three other unrelated third parties As of June 30, 2021, GA Yongpeng guaranteed approximately aggregated of unpaid loan balance of approximately $0.1 million (RMB 809,220) that four entities, 1) CQ Mingwen, a related party, 2) Chongqing Gangxinyi Trading Co., Ltd., 3) Chongqing Liangxun Trading Co., Ltd., and 4) Chongqing Fu Yong Sheng Food Supermarket Co., Ltd., borrowed from Sichuan Toucu Financial Information Services Co., Ltd. These loan balances are GA Yongpeng’s property and CQ Pengmei’s 100% equity interest. As of June 30, 2021, these loans balance were repaid by the guarantees in full. Contingencies From time to time, the Company is a party to various legal actions arising in the ordinary course of business. The majority of these claims and proceedings related to or arise from, lease disputes, commercial disputes, default on guaranteeing third party lease obligations, and default on loans. The Company first determines whether a loss from a claim is probable, and if it is reasonable to estimate the potential loss, the loss will be accrued. The Company discloses a range of possible losses, if a loss from a claim is probable but the amount of loss cannot be reasonably estimated. As of June 30, 2021, the amount of potential losses the Company accrued for are summarized as follows: Dispute matter Claim amount Leases $ 49,950 As of June 30, 2021, the amount of potential losses the Company did not accrue for are summarized as follows: Dispute matter Claim amount Guarantees $ 270,403 The Company received three complaints related to an approximately $5.1 million (RMB 33,000,000) loan currently in default (See Note 10 – Chongqing Puluosi Small Mortgage Co., Ltd.). Yong Li filed a lawsuit against Chongqing Fu Yong Sheng Food Supermarket Co., Ltd. (“FYS Supermarket”) and GA Yongpeng in connection with FYS Supermarket’s breach of a supermarket equipment purchase agreement signed on May 7, 2018 by failing to pay off the remaining balance of approximately $0.3 million (RMB 1.7 million). On June 11, 2020, Chongqing Nan’an District People’s Court made a judgement that FYS Supermarket should pay Yong the full remaining balance and the monthly interest rate at 1.5% for the transfer fee and the losses and Yong’s attorney fee On October 20, 2020, Chongqing Haobangshou Ecommerce Co., Ltd. (“Haobangshou”) filed a lawsuit against CQ Penglin in connection with the $1,548,659 (RMB 10,000,000) loan due on March 24, 2023 and a total of $487,828 (RMB 3,150,000) outstanding payments for goods purchased in July 2020. Haobangshou stated that Haobangshou and CQ Penglin made a verbal deal in July 2020 that CQ Penglin will return the whole balance of $2,036,486 (RMB 13,150,000) within three months but CQ Penglin did not make repayments according to the deal. Therefore, Haobangshou asked CQ Penglin to pay off the full balance of $2,036,486 (RMB 13,150,000) and the interest of the whole balance at the annual interest rate of 12% from August 1, 2020 to the repayment date. Currently, the case is still under review and no verdict was issued as the date of the report. Variable interest entity structure In the opinion of management, (i) the corporate structure of the Company is in compliance with existing PRC laws and regulations; (ii) the Contractual Arrangements are valid and binding, and do not result in any violation of PRC laws or regulations currently in effect; and (iii) the business operations of Xiangtai WFOE and the VIE are in compliance with existing PRC laws and regulations in all material respects. However, there are substantial uncertainties regarding the interpretation and application of current and future PRC laws and regulations. Accordingly, the Company cannot be assured that PRC regulatory authorities will not ultimately take a contrary view to the foregoing opinion of its management. If the current corporate structure of the Company or the Contractual Arrangements is found to be in violation of any existing or future PRC laws and regulations, the Company may be required to restructure its corporate structure and operations in the PRC to comply with changing and new PRC laws and regulations. In the opinion of management, the likelihood of loss in respect of the Company’s current corporate structure or the Contractual Arrangements is remote based on current facts and circumstances. |
Segments
Segments | 12 Months Ended |
Jun. 30, 2021 | |
Segments | |
Segments | Note 16 – Segments ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in financial statements for detailing the Company’s business segments. The Company’s chief operating decision maker is the Chief Executive Officer, who reviews the financial information of the separate operating segments when making decisions about allocating resources and assessing the performance of the group. Effective on April 3, 2020, after the acquisition of JMC, the Company has determined that it has three operating segments for purposes of allocating resources and evaluating financial performance, which consists of: (1) fresh meat business (discontinued), (2) feed raw materials business, and (3) grocery stores (discontinued). Prior period numbers are broken down for comparative purpose. The following tables present summary information by segment for the years ended June 30, 2021, 2020 and 2019: Feed raw Fresh Grocery materials meat stores Total (continuing (discontinued (discontinued (discontinued For the year ended June 30, 2021 operations) operations) operations) operations) Revenues $ 80,498,435 $ 49,102,561 $ — $ 49,102,561 Cost of revenues 77,501,417 48,404,728 — 48,404,728 Gross profit 2,997,018 697,833 — 697,833 Depreciation and amortization 6,514 485,559 3,308 488,867 Total capital expenditures $ — $ — $ — $ — Feed raw Fresh Grocery materials meat stores Total (continuing (discontinued (discontinued (discontinued For the year ended June 30, 2020 operations) operations) operations) operations) Revenues $ 24,248,765 $ 86,302,737 $ 1,574,965 $ 87,877,702 Cost of revenues 22,219,528 81,153,996 1,435,597 82,589,593 Gross profit 2,029,237 5,148,741 139,368 5,288,109 Depreciation and amortization 1,579 506,775 125,257 632,032 Total capital expenditures $ — $ 700,399 $ — $ 700,399 Feed raw Fresh Grocery materials meat stores Total (continuing (discontinued (discontinued (discontinued For the year ended June 30, 2019 operations) operations) operations) operations) Revenues $ — $ 99,079,267 $ 3,465,885 $ 102,545,152 Cost of revenues — 90,429,027 3,114,906 93,543,933 Gross profit — 8,650,240 350,979 9,001,219 Depreciation and amortization — 521,925 167,609 689,534 Total capital expenditures $ — $ 20,635 $ — $ 20,635 Total assets as of: June 30, June 30, 2021 2020 Fresh meat business - discontinued $ 24,580,812 $ 44,857,432 Feed raw materials business - continuing 15,633,213 17,633,125 Grocery stores - discontinued 528,376 642,637 Holding companies 133,427 216,240 Total Assets $ 40,875,828 $ 63,349,434 |
Condensed financial information
Condensed financial information of the parent company | 12 Months Ended |
Jun. 30, 2021 | |
Condensed financial information of the parent company | |
Condensed financial information of the parent company | Note 17 – Condensed financial information of the parent company The Company performed a test on the restricted net assets of the consolidated subsidiary in accordance with Securities and Exchange Commission Regulation S-X Rule 4-08 (e) (3), “General Notes to Financial Statements” and concluded that it was applicable for the Company to disclose the financial statements for the parent company. The subsidiary did not pay any dividend to the Company for the periods presented. For the purpose of presenting parent-only financial information, the Company records its investment in its subsidiary under the equity method of accounting. Such investment is presented on the separate condensed balance sheets of the Company as “Investment in subsidiary” and the income of the subsidiary is presented as “share of income of subsidiary”. Certain information and footnote disclosures generally included in financial statements prepared in accordance with U.S. GAAP have been condensed and omitted. The Company did not have significant capital and other commitments, long-term obligations, or guarantees as of June 30, 2021 and 2020. PARENT COMPANY BALANCE SHEETS June 30, 2021 June 30, 2020 ASSETS CURRENT ASSETS Cash and cash equivalents $ 1,943 $ 163,640 Prepayments 130,088 18,406 Other receivables — 28,940 Intercompany receivables 19,163,736 9,963,384 Total current assets 19,295,767 10,174,370 OTHER ASSETS Investment in subsidiary — 19,713,942 Total assets $ 19,295,767 $ 29,888,312 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Loan from third party $ — $ 500,000 Convertible debenture, net 1,300,000 4,768,312 Other payable and accrued expenses 218,045 390,122 Other payable - related parties 720,809 423,416 Total current liabilities 2,238,854 6,081,850 OTHER LIABILITIES Loss in excess of investment in subsidiaries 20,278,567 — Total liabilities 22,517,421 6,081,850 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Ordinary shares, $0.01 par value, 50,000,000 shares authorized, 40,716,642 and 23,971,084 share issued outstanding 407,167 239,711 Additional paid-in capital 32,175,798 15,765,411 Deferred share compensation (21,140) (47,708) Statutory reserves 1,670,367 1,670,367 (Accumulated deficit) retained earnings (38,574,620) 7,034,899 Accumulated other comprehensive income (loss) 1,120,774 (856,218) Total shareholders' equity (3,221,654) 23,806,462 Total liabilities and shareholders' equity $ 19,295,767 $ 29,888,312 PARENT COMPANY STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the Years Ended June 30, 2021 2020 2019 OPERATING EXPENSES General and administrative $ (1,585,052) $ (2,512,271) $ (309,466) Stock compensation expense (1,889,173) (930,223) — Total operating expenses (3,474,225) (3,442,494) (309,466) LOSS FROM OPERATIONS (3,474,225) (3,442,494) (309,466) OTHER INCOME (EXPENSE) Interest expense (156,048) (123,212) — Other finance expenses (134,960) (359,187) — Gain on debt settlement 125,215 — — Equity (loss) income of subsidiaries (41,969,501) (952,049) 4,673,057 Total other (expenses) income, net (42,135,294) (1,434,448) 4,673,057 NET (LOSS) INCOME (45,609,519) (4,876,942) 4,363,591 FOREIGN CURRENCY TRANSLATION ADJUSTMENT 1,976,992 (547,647) (267,546) COMPREHENSIVE (LOSS) INCOME $ (43,632,527) $ (5,424,589) $ 4,096,045 PARENT COMPANY STATEMENTS OF CASH FLOWS For the Years Ended June 30, 2021 2020 2019 CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) income $ (45,609,519) $ (4,876,942) $ 4,363,591 Adjustments to reconcile net income to cash (used in) provided by operating activities: Equity loss (income) of subsidiary 41,969,501 952,049 (4,673,057) Stock compensation expense 1,889,173 930,223 — Late payment penalty expense — 500,000 — Amortization of convertible debenture issuance cost and discount 131,688 357,853 — Gain on debt settlement (125,215) — — Change in operating assets and liabilities Other receivables 28,940 (28,940) — Prepayments (111,682) (18,406) — Accrued expenses 276,210 269,521 126,213 Intercompany (9,200,351) (3,567,750) — Net cash used in operating activities (10,751,255) (5,482,392) (183,253) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from other payables - related parties, net 297,393 166,032 183,253 Proceeds from issuance of ordinary shares through private placements 8,992,165 — — Proceeds from convertible debentures, net of issuance costs 1,300,000 5,480,000 — Net cash provided by financing activities 10,589,558 5,646,032 183,253 CHANGES IN CASH AND CASH EQUIVALENTS (161,697) 163,640 — CASH AND CASH EQUIVALENTS, beginning of year 163,640 — — CASH AND CASH EQUIVALENTS, end of year $ 1,943 $ 163,640 $ — NON-CASH TRANSACTIONS OF INVESTING AND FINANCING ACTIVITIES Issuance of ordinary shares with redemption rights of mezzanine equity $ — $ — $ 1,800,000 Issuance of ordinary shares for acquisition $ — $ 2,658,909 $ — Conversion of debts into ordinary shares $ 741,785 — — Conversion of convertible debenture into ordinary shares $ 5,066,288 $ 857,165 $ — |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Jun. 30, 2021 | |
SUBSEQUENT EVENT | |
SUBSEQUENT EVENT | 18. SUBSEQUENT EVENT The Company has assessed all events from June 30, 2021, up through November 15, 2021, which is the date that these consolidated financial statements are available to be issued, unless as disclosed herein, there are not any material subsequent events that require disclosure in these consolidated financial statements. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Jun. 30, 2021 | |
Summary of significant accounting policies | |
Basis of presentation | Basis of presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission, regarding financial reporting, and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operation results. |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the accounts of the Company, its subsidiaries, and its variable interest entities. All intercompany transactions and balances are eliminated upon consolidation. |
Use of estimates and assumptions | Use of estimates and assumptions In presenting the consolidated financial statements in accordance with U.S. GAAP, management make estimates and assumptions that affect the amounts reported and related disclosures. Estimates, by their nature, are based on judgement and available information. Accordingly, actual results could differ from those estimates. On an ongoing basis, management reviews these estimates and assumptions using the currently available information. Changes in facts and circumstances may cause the Company to revise its estimates. The Company bases its estimates on past experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. The inputs into our judgments and estimates consider the economic implications of COVID-19 on the Company’s critical and significant accounting estimates. Estimates are used when accounting for items and matters including, but not limited to revenue recognition, residual values, lease classification and liabilities, inventory obsolescence, right-of-use assets, determinations of the useful lives and valuation of long-lived assets and goodwill, estimates of allowances for doubtful accounts, estimates of impairment of long-lived assets and goodwill, valuation of deferred tax assets, estimated fair value used in business acquisitions, issuance of common stock and warrants exercised and other provisions and contingencies. |
Foreign currency translation and transaction | Foreign currency translation and transaction The reporting currency of the Company is the U.S. dollar. The Company in China conducts its businesses in the local currency, Renminbi (RMB), as its functional currency. Assets and liabilities are translated at the unified exchange rate as quoted by the People’s Bank of China at the end of the period. The statement of income accounts are translated at the average translation rates and the equity accounts are translated at historical rates. Translation adjustments resulting from this process are included in accumulated other comprehensive income (loss). Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. Translation adjustments included in accumulated other comprehensive income (loss) amounted to $1,120,774 and $(856,218) as of June 30, 2021 and 2020, respectively. The balance sheet amounts, with the exception of shareholders’ equity at June 30, 2021 and 2020 were translated at 6.46 RMB and 7.07 RMB to $1.00, respectively. The shareholders’ equity accounts were stated at their historical rate. The average translation rates applied to the statement of income accounts for the years ended June 30, 2021, 2020 and 2019 were 6.62 RMB, 7.03 RMB and 6.83 RMB to $1.00, respectively. Cash flows are also translated at average translation rates for the periods, therefore, amounts reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheet. The PRC government imposes significant exchange restrictions on fund transfers out of the PRC that are not related to business operations. These restrictions have not had a material impact on the Company because it has not engaged in any significant transactions that are subject to the restrictions. |
Business combinations | Business combinations The purchase of price of an acquired company is allocated between tangible and intangible assets acquired and liabilities assumed from the acquired business based on their estimated fair values, with the residual of the purchase price recorded as goodwill. The results of operations of the acquired business are included in the Company's operating results from the date of acquisition. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents consist of cash on hand and time deposits placed with banks or other financial institutions and have original maturities of less than three months. |
Accounts receivable | Accounts receivable Accounts receivable include trade accounts due from customers. Accounts are considered overdue after 30 days. In establishing the required allowance for doubtful accounts, management considers historical experience, aging of the receivables, the economic environment, trends in the food industry and the credit history and relationships with the customers. Management reviews its receivables on a regular basis to determine if the bad debt allowance is adequate, and adjusts the allowance when necessary. The Company provides an allowance for doubtful accounts provision of 25% for accounts receivable balances that are past due more than 180 days but less than 270 days, an allowance for doubtful accounts provision of 50% of for accounts receivable past due from 270 days but less than one year, an allowance for doubtful accounts provision of 100% for accounts receivable past due beyond one year, plus additional amounts as necessary when the Company’s collection department determines the collection of the full amount is remote and the Company’s management approves 100% of the allowance for doubtful accounts. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company’s management has continued to evaluate the reasonableness of its valuation allowance policy and will update it if necessary. |
Other receivables | Other receivables Other receivables primarily include advances to employees, amounts due from unrelated entities, VAT tax refunds, and other deposits. Management regularly reviews the aging of receivables and changes in payment trends and records allowances when management believes the collection of amounts due are at risk. Accounts considered uncollectable are written off against allowances after exhaustive efforts at collection are made. As of June 30, 2021 and 2020, allowance for the doubtful accounts were $0 and $3,091 for continuing operations, respectively. As of June 30, 2021 and 2020, allowance for the doubtful accounts were $151,899 and $47,272 for discontinued operations, respectively. |
Inventories | Inventories Inventories are comprised of finished goods and are stated at the lower of cost or net realizable value using the weighted average method. Management reviews inventories for obsolescence and cost in excess of net realizable value at least annually and records a reserve against the inventory when the carrying value exceeds net realizable value. |
Prepayments | Prepayments Prepayments are cash deposited or advanced to services providers for future inventory purchases or future services. This amount is refundable and bears no interest. |
Security deposits | Security deposits Security deposits include loan deposits to service providers who assisted the Company as a third party guarantor in the Company’s bank loans. These amounts are non-interest bearing and refundable upon the repayments of the loans or notes payable or fulfillment of sales contracts. Security deposits considered uncollectable are written off against allowances after exhaustive efforts at collection are made. As of June 30, 2021 and 2020, allowance for the doubtful accounts were $782,757 and $715,024 for discontinued operations, respectively. As of June 30, 2021 and 2020, no allowance for the doubtful accounts was recognized for continuing operations, respectively. |
Plant and equipment, net | Plant and equipment, net Plant and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with a 0% or 5% residual value. The estimated useful lives are as follows: Useful Life Building 10‑20 years Electronic devices 5‑10 years Automobile 5‑10 years Office equipment 5 years Leasehold improvements Shorter of the lease term or useful life The cost and related accumulated depreciation and amortization of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation and amortization to determine whether subsequent events and circumstances warrant revised estimates of useful lives. Construction-in-progress represents contractor and labor costs, design fees and inspection fees in connection with the construction projects. No depreciation is provided for construction-in-progress until it is completed and placed into service. |
Intangible assets, net | Intangible assets, net Intangible assets are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets. All land in the PRC is owned by the government; however, the government grants “land-use rights.” The Company has obtained rights to use various parcels of land for 50 years. The Company amortizes the cost of the land use rights over their useful life using the straight-line method. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. During the years ended June 30, 2021, 2020 and 2019, $151,398, $0 and $0 impairment of intangible assets was recognized for discontinued operations, respectively. During the years ended June 30, 2021, 2020 and 2019, no impairment of intangible assets was recognized for continuing operations. |
Goodwill | Goodwill Goodwill represents the excess of the consideration paid of an acquisition over the fair value of the net identifiable assets of the acquired subsidiaries at the date of acquisition. Goodwill is not amortized and is tested for impairment at least annually, more often when circumstances indicate impairment may have occurred. Goodwill is carried at cost less accumulated impairment losses. If impairment exists, goodwill is immediately written off to its fair value and the loss is recognized in the consolidated statements of operations and comprehensive income (loss). Impairment losses on goodwill are not reversed. The Company reviews the carrying value of intangible assets not subject to amortization, including goodwill, to determine whether impairment may exist annually or more frequently if events and circumstances indicate that it is more likely than not that an impairment has occurred. The Company has the opinion to access qualitative factors to determine whether it is necessary to perform the two-step in accordance with ASC 350-20. If the Company believes, as a result of the qualitative carrying amount, the two-step quantities impairment test described below is required. The first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of goodwill to the carrying value of a reporting unit's goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business acquisition with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. Estimating fair value is performed by utilizing various valuation techniques, with the primary technique being a discounted cash flow. If impairment exists, goodwill is immediately written off to its fair value and the loss is recognized in the consolidated statements of operations and comprehensive income (loss). Impairment losses on goodwill are not reversed. For the years ended June 30, 2021, 2020 and 2019, $5,533,507, $0 and $0 impairment of goodwill was recorded for continuing operations. For the years ended June 30, 2021, 2020 and 2019, no impairment of goodwill was recorded for discontinued operations. |
Impairment for long-lived assets | Impairment for long-lived assets Long-lived assets, including plant and equipment and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. During the years ended June 30, 2021, 2020 and 2019, $874,625, $724,987 and $0 impairment of long-lived assets was recognized for discontinued operations, respectively. During the years ended June 30, 2021, 2020 and 2019, no impairment of long-lived assets was recognized for continuing operations. |
Financial Instruments | Financial Instruments The Company analyzes all financial instruments with features of both liabilities and equity under FASB Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity” and FASB ASC Topic 815 “Derivatives and Hedging”. The embedded conversion features of convertible debentures not separately accounted for as a derivative and contained considered to be derivative instruments provide for a rate of conversion that is below market value. Such feature is normally characterized as a “beneficial conversion feature” (“BCF”) required to separate the instruments into debt and equity. A BCF is a non-detachable conversion feature that is "in the money" at the commitment date, which requires recognition of interest expense for underlying debt instruments and a deemed dividend for underlying equity instruments. A conversion option is "in the money" if the effective conversion price is lower than the commitment date fair value of the share into which it is convertible. The relative fair values of the BCF were recorded as discounts from the face amount of the respective debt instrument. The Company amortized the discount using the straight-line method which approximates the effective interest method through maturity of such instruments. |
Fair value measurement | Fair value measurement The accounting standard regarding the fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Long-term bank loan on the balance sheets is at carrying value, which approximates fair value as the bank was lending the money to the Company at the market rate. |
Related parties | Related parties A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. |
Revenue recognition | Revenue recognition Prior to June 30, 2018, revenue is recognized when all of the following have occurred: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the price is fixed or determinable, and (iv) the ability to collect is reasonably assured. Revenues are recognized at the date of goods delivered and title passed to customers or agents, when a formal arrangement exists, the price is fixed or determinable, the Company has no other significant obligations and collectability is reasonably assured. The Company’s revenues come from three channels: supermarkets, farmers’ markets and feed raw materials. The products sold in supermarkets together with feed raw materials are processed products are subject to a Chinese value-added tax (“VAT”) when sold in the PRC. The products sold at farmers’ markets are fresh-killed hog and hog’s byproducts. These products sold in the PRC are not subject to a Chinese VAT. VAT taxes are presented as a reduction of revenue. On July 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC 606) using the modified retrospective method for contracts that were not completed as of June 30, 2018. The core principle underlying the revenue recognition ASU is that the Company recognizes revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This requires the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or overtime, based on when control of goods and services transfers to a customer. The Company’s revenue streams are primarily recognized at a point in time. The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. Upon adoption, the Company evaluated its revenue recognition policy for all revenue streams within the scope of the ASU under previous standards and using the five-step model under the new guidance and determined that there were no differences in the pattern of revenue recognition. Disaggregated revenue by the Company’s revenue streams, such as supermarket and grocery store revenue, famers’ market revenue and feed raw material revenue are required to be disclosed upon adoption, which has been reflected in the accompanying consolidated statements of income and comprehensive income. Gross versus Net Revenue Reporting The Company also engages in trading of chilled fresh pork. The determination of whether revenues should be reported on a gross or net basis is based on its assessment of whether it is the principal or an agent in the transaction in accordance with ASC 606-10-55 and depends on whether the promise to the customer is to provide the products or to facilitate a sale by a third party. The nature of the promise depends on whether the Company controls the products prior to transferring it. When the Company controls the product, the promise is to provide and deliver the products and revenue is presented gross. When the Company does not control the products, the promise is to facilitate the sale and revenue is presented net. To distinguish a promise to provide products from a promise to facilitate the sale from a third party, the Company considers the guidance of control in ASC 606-10-55-37A and the indicators in 606-10-55-39. The Company considers this guidance in conjunction with the terms in the Company’s arrangements with both suppliers and customers. In general, the Company does not control the products as it has no obligation to (i) fulfill the resale products delivery, and (ii) bear any inventory risk. In addition, when establishing the selling prices for delivery of the resale products, the Company has such discretion of establishing price to ensure it would generate profit for the services of the products delivery arrangements. The Company believes that all these factors indicate that the Company is acting as an agent in this transaction. As a result, revenue from the trading of chilled fresh pork is presented on a net basis. The Company engages in the distribution of animal feed. The Company is a principal in the feed distribution business, where it takes the risk and rewards of ownership of the feed products which are typically soybeans shell. The Company typically recognizes revenue for these products upon shipping, where the Company transfers ownership of the product to its customers, which is the primary performance obligation in the sales cycle, satisfaction of the obligation is typically evidenced by a form of customer acceptance. Sales contracts typically do not set forth terms for return of products or refund of payments. |
Cost of revenues | Cost of revenues Cost of revenues comprised of the cost of raw materials and the cost of processing and overhead expenses on sold products. |
Shipping and handling | Shipping and handling Shipping and handling costs are expensed as incurred and included in selling expenses. |
Advertising costs | Advertising costs Advertising costs from discontinued operations amounted to $1,472, $16,913 and $14,876 for the years ended June 30, 2021, 2020 and 2019, respectively. Continuing operations did not incur any advertising costs for the years ended June 30, 2021, 2020 and 2019. Advertising costs are expensed as incurred and included in selling expenses. |
Leases | Leases Effective July 1, 2019, the Company adopted FASB ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require us to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. On July 1, 2019, the Company recognized approximately $1.3 million right of use (“ROU”) assets and same Operating lease ROU assets and lease liabilities are recognized at the adoption date of July 1, 2019 or the commencement date, whichever is earlier, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and include the associated operating lease payments in the undiscounted future pre-tax cash flows. |
Stock-based compensation | Stock-based compensation The Company records stock compensation expense for employees at fair value on the grant date and recognizes the expense over the employee’s requisite service period. The Company’s expected volatility assumption is based on the historical volatility of the Company’s stock. The expected life assumption is primarily based on historical exercise patterns and employee post-vesting termination rate. The risk-free interest rate for the expected term of an option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected dividend yield is based on the Company’s current and expected dividend policy. The Company records stock compensation expense for non-employees at fair value on the grant date and recognizes the expense over the service provider’s requisite service period. |
Income taxes | Income taxes The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes are accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. PRC tax returns filed in 2018 to 2020 are subject to examination by any applicable tax authorities. |
Earnings per share ("EPS") | Earnings per share (“EPS”) Basic earnings per share are computed by dividing income available to ordinary shareholders by the weighted average ordinary shares outstanding during the period. Diluted earnings per share take into account the potential dilution that could occur if securities or other contracts to issue ordinary shares were exercised and converted into ordinary shares. Ordinary shares equivalents having an anti-dilutive effect on earnings per share are excluded from the calculation of diluted earnings per share. Dilution is computed by applying the treasury share method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase ordinary shares at the average market price during the period. A total of 4,667 warrants with weighted average effect of 1,867 ordinary shares using treasury share method, a total of 90,000 vested stock options issued on August 1, 2019 with conversion effect of 90,000 ordinary shares, a total of $1.0 million principal value of convertible debts issued on March 9, 2020 with floor conversion price of $0.8 and conversion effect of 1,125,182 ordinary shares, a total of $0.7 million principal value of convertible debts issued on June 19, 2020 with floor conversion price of $0.8 and conversion effect of 912,532 ordinary shares, a total of $0.7 million principal value of convertible debts with floor conversion price of $2.5 issued on July 17, 2020 and estimated conversion effect of 280,000 ordinary shares, a total of $0.3 million principal value of convertible debts issued on August 14, 2020 with floor conversion price of $2.5 and estimated conversion effect of 120,000 ordinary shares, a total of $0.3 million principal value of convertible debts issued on November 13, 2020 with floor conversion price of $2.5 and estimated conversion effect of 120,000 ordinary shares, and a total of 1,000,000 contingent shares to be issued to JMC Shareholders are excluded in the diluted EPS calculation for the year ended June 30, 2021 due to its anti-diluted effect. A total of 67,500 vested stock options issued on August 1, 2019, a total of $1.2 million principal value of convertible debts with floor conversion price of $1.0 issued on November 22, 2019, a total of $1.8 million principal value of convertible debts issued on December 30, 2019 with floor conversion price of $1.0, a total of $1.0 million principal value of convertible debts issued on March 9, 2020 with floor conversion price of $3.0, a total of $0.7 million principal value of convertible debts issued on March 9, 2020 with floor conversion price of $3.0, and a total of 1,000,000 contingent shares to be issued to JMC Shareholders are excluded in the diluted EPS calculation for the year ended June 30, 2020 due to its anti-diluted effect. |
Employee benefit | Employee benefit The full-time employees of the Company are entitled to staff welfare benefits including medical care, housing fund, pension benefits, unemployment insurance and other welfare, which are government mandated defined contribution plans. The Company is required to accrue for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant PRC regulations, and make cash contributions to the state-sponsored plans out of the amounts accrued. Total expenses for the plans from continuing operations were $18,753, $2,938 and $0 for the years ended June 30, 2021, 2020 and 2019, respectively. Total expenses for the plans from discontinued operations were $27,635, $59,702 and $95,331 for the years ended June 30, 2021, 2020 and 2019, respectively. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 removes, modifies and adds certain disclosure requirements in Topic 820 “Fair Value Measurement”. ASU 2018-13 eliminates certain disclosures related to transfers and the valuations process, modifies disclosures for investments that are valued based on net asset value, clarifies the measurement uncertainty disclosure, and requires additional disclosures for Level 3 fair value measurements. ASU 2018-13 is effective for the Company for annual and interim reporting periods beginning July 1, 2020. The adoption of this ASU on July 1, 2020 did not have a material effect on the Company’s consolidated financial statements. In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments— Credit Losses—Available-for-Sale Debt Securities. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-02 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses, leases, and hedging standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022. The Company has not early adopted this update and it will become effective on July 1, 2023 assuming the Company will remain an emerging growth company, which qualified as smaller reporting company, at that date. The Company is currently evaluating the impact of ASU 2019-05 will have on its consolidated financial statements. In January 2020, the FASB issued ASU 2020-01 to clarify the interaction of the accounting for equity securities under ASC 321 and investments accounted for under the equity method of accounting in ASC 323 and the accounting for certain forward contracts and purchased options accounted for under ASC 815. With respect to the interactions between ASC 321 and ASC 323, the amendments clarify that an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting when applying the measurement alternative in ASC 321, immediately before applying or upon discontinuing the equity method of accounting. With respect to forward contracts or purchased options to purchase securities, the amendments clarify that when applying the guidance in ASC 815-10-15-141(a), an entity should not consider whether upon the settlement of the forward contract or exercise of the purchased option, individually or with existing investments, the underlying securities would be accounted for under the equity method in ASC 323 or the fair value option in accordance with ASC 825. The ASU is effective for interim and annual reporting periods beginning after December 15, 2020. Early adoption is permitted, including adoption in any interim period. The Company does not expect the adoption of this standard will have a material impact on its consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, “Debt – Debt Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40)”. The amendment in this Update is to address issues identified as a result of the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. For convertible instruments, the Board decided to reduce the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. The amendments in this Update are effective for public business entities that meet the definition of a Securities and Exchange Commission (SEC) filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Board specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company does not believe the adoption of this ASU would have a material effect on the Company’s consolidated financial statements and related disclosures. In October 2020, the FASB issued ASU 2020-08, “Codification Improvements to Subtopic 310-20, Receivables—Nonrefundable Fees and Other Costs”. The amendments in this Update represent changes to clarify the Codification. The amendments make the Codification easier to understand and easier to apply by eliminating inconsistencies and providing clarifications. ASU 2020-08 is effective for the Company for annual and interim reporting periods beginning January 1, 2021. Early adoption was permitted, including adoption in an interim period. All entities should apply the amendments in this Update on a prospective basis as of the beginning of the period of adoption for existing or newly purchased callable debt securities. These amendments do not change the effective dates for Update 2017-08. The Company does not expect the adoption of this standard to have a material impact on its consolidated financial statements. In October 2020, the FASB issued ASU 2020-10, “Codification Improvements to Subtopic 205-10, presentation of financial statements”. The amendments in this Update improve the codification by ensuring that all guidance that requires or provides an option for an entity to provide information in the notes to financial statements is codified in the disclosure section of the codification. That reduce the likelihood that the disclosure requirement would be missed. The amendments also clarify guidance so that an entity can apply the guidance more consistently. ASU 2020-10 is effective for the Company for annual and interim reporting periods beginning January 1, 2022. Early application of the amendments is permitted for any annual or interim period for which financial statements are available to be issued. The amendments in this Update should be applied retrospectively. An entity should apply the amendments at the beginning of the period that includes the adoption date. The Company is currently evaluating the impact of this new standard on Company’s consolidated financial statements and related disclosures Except as mentioned above, the Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, statements of income and comprehensive income and statements of cash flows. |
Reclassification | Reclassification Certain prior year amounts have been reclassified to conform to the current year of discontinued operations presentation. These reclassifications have no effect on the accompanying statements of operations and cash flows. |
Nature of business and organi_2
Nature of business and organization (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Nature of business and organization | |
Summary of subsidiaries, VIE's and subsidiaries of VIE's | The accompanying consolidated financial statements reflect the activities of Xiangtai Cayman and each of the following entities: Name Background Ownership Xiangtai BVI · A British Virgin Islands company 100% owned by Xiangtai Cayman Xiangtai HK · A Hong Kong company 100% owned by Xiangtai BVI Xiangtai WFOE · A PRC limited liability company and deemed a wholly foreign-owned enterprise (“WFOE”) 100% owned by Xiangtai HK CQ Penglin · A PRC limited liability company · Slaughtering, processing, packing, and selling various processed meat products. VIE of Xiangtai WFOE GA Yongpeng · A PRC limited liability company · Slaughtering, processing, packing and selling various processed meat products. 100% owned by Xiangtai WFOE CQ Pengmei · A PRC limited liability company 100% owned by Xiangtai WFOE · Grocery stores selling daily necessities JMC · A PRC limited liability company 51 % VIE of Xiangtai WFOE · Feed raw materials and formula solutions wholesales. Silanchi · A British Virgin Islands company 100% owned by Xiangtai Cayman Haochuangge · A Hong Kong company 100% owned by Silanchi |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Summary of significant accounting policies | |
Schedule of estimated useful lives of property, plant and equipment | Useful Life Building 10‑20 years Electronic devices 5‑10 years Automobile 5‑10 years Office equipment 5 years Leasehold improvements Shorter of the lease term or useful life |
Variable interest entity ("VI_2
Variable interest entity ("VIE") (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Variable interest entity (VIE) | |
Schedule of VIE's consolidated assets and liabilities and operating results | The carrying amount of VIE’s consolidated assets and liabilities are as follows: June 30, 2021 June 30, 2020 Current assets $ 31,673,532 $ 48,347,542 Property and equipment, net 4,395 10,121 Other noncurrent assets 7,017,153 4,951,796 Total assets 38,695,080 53,309,459 Total liabilities (65,059,893) (42,919,217) Net assets $ (26,364,813) $ 10,390,242 June 30, 2021 June 30, 2020 Current liabilities: Short-term loans - banks $ 782,073 $ 1,245,489 Accounts payable 9,966,193 5,727,718 Other payables and accrued liabilities 21,768 17,007 Other payables - related parties 1,483,634 2,879,867 Customer deposits 4,309,819 1,159,902 Customer deposits - related party 5,958 — Taxes payable 1,034,421 399,276 Current liabilities of discontinued operations 21,759,683 28,120,679 Total current liabilities 39,363,549 39,549,938 Other liabilities: Other liabilities of discontinued operations 25,696,344 3,369,279 Total other liabilities 25,696,344 3,369,279 Total liabilities $ 65,059,893 $ 42,919,217 The summarized operating results of the VIE’s are as follows: For the year ended For the year ended For the year ended June 30, 2021 June 30, 2020 June 30, 2019 Operating revenues $ 80,498,435 $ 24,248,765 $ — Gross profit $ 2,997,018 $ 2,029,237 $ — (Loss) income from operations $ (3,872,881) $ 1,242,103 $ — Net (loss) income from continuing operations $ (3,007,036) $ 974,302 $ — Net (loss) income from discontinued operations (33,789,915) — 5,333,912 Net (loss) income (36,796,951) 974,302 5,333,912 Less: net (loss) income attributable to non-controlling interest (1,473,448) 477,409 — Net (loss) income attributable to Xiangtai Cayman $ (35,323,503) $ 496,893 $ 5,333,912 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Business Combinations | |
Summary of fair value of the identifiable assets acquired and liabilities assumed on the acquisition date | The following table summarizes the fair value of the identifiable assets acquired and liabilities assumed on the acquisition date, which represents the net purchase price allocation on the date of the acquisition of JMC based on valuation performed by an independent valuation firm engaged by the Company and translated the fair value from RMB to USD using the exchange rate on April 3, 2020 at the rate of USD 1.00 to RMB 7.09. Fair value Cash and cash equivalents $ 852,145 Other current assets 9,924,263 Plant and equipment 11,648 Goodwill 5,166,271 Other noncurrent assets 481,062 Total assets 16,435,389 Total liabilities (11,221,842) Net assets of JMC 5,213,547 Less: fair value of non-controlling interest (2,554,638) Total consideration paid $ 2,658,909 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations | |
Summary of carrying amounts of major classes of assets and liabilities included as part of discontinued operations of CQ Pengmei and reconciliation of the amounts of major classes of income and losses from discontinued operations in the consolidated statements of operations and comprehensive loss | Reconciliation of the carrying amounts of major classes of assets and liabilities from discontinued operations in the consolidated balance sheets as of June 30, 2021 and 2020 is as follow: Carrying amounts of major classes of assets included as part of discontinued operations of CQ Penglin, GA Yongpeng and CQ Pengmei: o June 30, 2021 June 30, 2020 CURRENT ASSETS: Cash and cash equivalents $ 62,422 $ 464,196 Restricted cash 35,906 — Accounts receivables, net 18,898,267 30,738,821 Other receivables, net 45,597 164,602 Prepayments 48,422 6,663,029 Security deposits — 240,676 Total current assets of discontinued operations 19,090,614 38,271,324 OTHER ASSETS: Other receivables 85,139 88,056 Plant and equipment, net 2,410,975 3,471,624 Intangible assets, net 313,478 437,989 Operating lease right-of-use assets 3,208,982 3,231,076 Total other assets of discontinued operations 6,018,574 7,228,745 Total assets of discontinued operations $ 25,109,188 $ 45,500,069 Carrying amounts of major classes of liabilities included as part of discontinued operations of CQ Penglin, GA Yongpeng and CQ Pengmei: CURRENT LIABILITIES: Short-term loan – banks $ — $ 3,450,566 Loans from third parties 7,928,114 4,987,252 Current maturities of long-term loan - bank 850,808 777,558 Accounts payable 2,517,290 1,847,440 Customer deposits 82,212 112,690 Customer deposit - related party 29,990 27,395 Other payables and accrued liabilities 3,356,319 1,948,515 Other payables – related parties 6,182 260 Operating lease liabilities 77,127 166,075 Taxes payable 2,978,428 2,942,851 Total current liabilities of discontinued operations 17,826,470 16,260,602 OTHER LIABILITIES: Loans from third parties 1,959,053 2,074,871 Long-term loans – related parties 780,524 713,325 Operating lease liabilities - noncurrent 1,058,947 998,812 Total other liabilities of discontinued operations 3,798,524 3,787,008 Total liabilities of discontinued operations $ 21,624,994 $ 20,047,610 Reconciliation of the amounts of major classes of income and losses from discontinued operations in the consolidated statements of operations and comprehensive loss for the years ended June 30, 2021, 2020 and 2019. For the Year Ended For the Year Ended For the Year Ended June 30, June 30, June 30, 2021 2020 2019 REVENUES: Supermarket and grocery store $ 1,777,222 $ 7,402,284 $ 7,322,243 Farmers' market 47,325,339 80,475,418 95,222,909 Total revenues 49,102,561 87,877,702 102,545,152 COST OF REVENUES: Supermarket and grocery store 1,885,056 6,397,149 6,371,345 Farmers' market 46,519,672 76,192,444 87,172,588 Total cost of revenues 48,404,728 82,589,593 93,543,933 Gross profit 697,833 5,288,109 9,001,219 OPERATING EXPENSES: Selling 672,323 1,168,788 1,255,340 General and administrative 785,133 1,352,350 956,162 Provision for doubtful accounts 31,786,029 1,072,120 743,986 Loss on disposal 7,551 276,648 — Impairment of long-lived assets 1,026,023 724,987 — Total operating expenses 34,277,059 4,594,893 2,955,488 (Loss) income from operations (33,579,226) 693,216 6,045,731 OTHER INCOME (EXPENSES) Interest income 362 612 433 Interest expense (1,518,593) (1,621,319) (841,130) Other finance expense (21,233) (58,292) (137,999) Other income, net 333,458 (47,510) 20,576 Total other expenses, net (1,206,006) (1,726,509) (958,120) (Loss) income before income taxes (34,785,232) (1,033,293) 5,087,611 Income tax expense — — 213,649 Net (loss) income from discontinued operations $ (34,785,232) $ (1,033,293) $ 4,873,962 |
Accounts receivable, net (Table
Accounts receivable, net (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Accounts receivable, net | |
Schedule of accounts receivable, net | Accounts receivable, net consist of the following: June 30, 2021 June 30, 2020 Accounts receivable $ 73,308,380 $ 44,505,100 Allowance for doubtful accounts (43,267,555) (3,932,343) Total accounts receivable, net $ 30,040,825 $ 40,572,757 Less: accounts receivable - discontinued operations (18,898,267) (30,738,821) Accounts receivable, net - continuing operations $ 11,142,558 $ 9,833,936 |
Schedule of movement of allowance for doubtful accounts | Movements of allowance for doubtful accounts are as follows: June 30, 2021 June 30, 2020 Beginning balance $ 3,932,343 $ 2,304,817 Balance inherited from JMC — 930,657 Addition 38,100,340 769,764 Write off — — Exchange rate effect 1,234,872 (72,895) Ending balance $ 43,267,555 $ 3,932,343 Less: discontinued operations (8,227,240) (2,342,585) Ending balance - continuing operations $ 35,040,315 $ 1,589,758 |
Plant and equipment, net (Table
Plant and equipment, net (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Plant and equipment, net | |
Schedule of plant and equipment | Plant and equipment consist of the following: June 30, 2021 June 30, 2020 Buildings $ 2,603,775 $ 3,393,212 Automobile 181,231 165,628 Electronic devices 3,011,942 3,691,929 Office equipment 46,607 42,595 Construction-in-progress — 495,634 Subtotal 5,843,555 7,788,998 Less: accumulated depreciation (3,428,185) (4,307,253) Total $ 2,415,370 $ 3,481,745 Less: plant and equipment, net - discontinued operations (2,410,975) (3,471,624) Plant and equipment, net - continuing operations $ 4,395 $ 10,121 |
Intangible assets, net (Tables)
Intangible assets, net (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Intangible assets, net | |
Schedule of intangible assets | Intangible assets consist of the following: June 30, 2021 June 30, 2020 Land use rights $ 409,775 $ 586,795 Less: accumulated amortization (96,297) (148,806) Net intangible assets $ 313,478 $ 437,989 Less: intangible assets, net - discontinued operations (313,478) (437,989) Intangible assets, net - continuing operations $ — $ — |
Schedule of estimated amortization | The estimated amortization is as follows: Estimated Twelve months ending June 30, amortization expense 2022 $ 7,992 2023 7,992 2024 7,992 2025 7,992 2026 7,992 Thereafter 273,518 Total $ 313,478 Less: estimated amortization - discontinued operations (313,478) Estimated amortization - continuing operations — |
Related party transactions an_2
Related party transactions and balances (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Related party transactions and balances | |
Summary of revenues from related parties | For the Year For the Year For the Year Ended June 30, Ended June 30, Ended June 30, Name of related party Relationship 2021 2020 2019 Chongqing Puyuhong Commerce Co., Ltd. ("CQ Puyuhong") Significantly influenced by JMC $ 4,008,969 $ — $ — Less: revenues - related party - discontinued operations — — — Total revenues - related party - continuing operations $ 4,008,969 $ — $ — |
Summary of customer deposits from related parties | Name of related party Relationship June 30, 2021 June 30, 2020 CQ Mingwen Significantly influenced by Penglin $ 29,990 $ 27,395 CQ Puyuhong Significantly influenced by JMC 5,958 — Total 35,948 27,395 Less: customer deposit - related party - discontinued operations (29,990) (27,395) Total customer deposit - related party - continuing operations 5,958 — |
Summary of other payables to related parties | Name of related party Name of related party June 30, 2021 June 30, 2020 Xia Wang Chief Financial Officer $ 209,275 $ 153,659 Zeshu Dai CEO 1,543,221 — Penglin Wang Son of the CEO — 248 Zili Zhang CEO of CQ Pengmei — 12 Jiaping Zhou Shareholder of JMC — 231,268 Jun Zhou Shareholder of JMC 1,483,634 1,879,639 Total 3,236,130 2,264,826 Less: other payables - related parties - discontinued operations (6,182) (260) Total other payables - related parties - continuing operations $ 3,229,948 $ 2,264,566 |
Schedule of long-term loans - related parties | Weighted average Collateral/ Long-term loans Relationship Maturities interest rate Guarantee June 30, 2021 June 30, 2020 Xia Wang CFO January 15, 2022 9.60 % None $ 111,503 $ 101,904 Penglin Wang Son of CEO December 11, 2024 9.60 % None 250,883 229,283 Yong Wang Son of CEO July 17, 2022 7.13 % None 294,245 268,912 Zeshu Dai CEO March 8, 2022 7.13 % None 123,893 113,226 Total $ 780,524 $ 713,325 Less: long-term loans from related parties - discontinued operations (780,524) (713,325) Total long-term loans from related parties - continuing operations — — |
Credit Facilities (Tables)
Credit Facilities (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Credit Facilities | |
Summary of outstanding balances on short-term bank loans | Outstanding balances on short-term bank loans consisted of the following: Weighted average Lenders Maturities interest rate Collateral/Guarantee June 30, 2021 June 30, 2020 Shanghai Pudong Development ("SPD") Bank Chongqing Nanbing Road Branch Fully repaid by October 2020 6.09 % A security deposit of $109,221 and guaranteed by the CEO and certain members of the family and affiliate $ — $ 1,273,794 Chongqing Rural Commercial Bank November 25, 2020 6.74 % Guaranteed by the CEO and certain members of the family and affiliate and Chongqing Reassurance Co., Inc. — 1,839,928 Chongqing Beibei Chouzhou Bank Co., Ltd. (Chouzhou Bank) March 20, 2020 6.96 % Guaranteed by GA Yongpeng's properties recorded at RMB 36,626,600 (approximately $5.2 million) and Zeshu Dai's 6.25% of stock right of GA Yongpeng recorded at RMB 1,250,000 (approximately $0.2 million) — 336,845 The Agriculture Bank of China Chongqing Yubei Branch June 27, 2021 3.85 % Guaranteed by the properties of JMC's CEO and CFO recorded at RMB 5,517,400 (approximately $0.8 million) — 467,058 China Zheshang Bank Chongqing Branch May 5, 2021 5.35 % Guaranteed by the properties of JMC's CEO and CFO recorded at RMB 12,090,000 (approximately $1.7 million) — 778,430 Industrial and Commercial Bank of China Shiqiaopu Branch March 11, 2022 3.85 % Guaranteed by the properties of JMC's CEO and CFO recorded at RMB 7,495,600 (approximately $1.2 million) 782,073 — Total $ 782,073 $ 4,696,055 Less: short term loans - banks - discontinued operations — (3,450,566) Short term loans - banks - continuing operations $ 782,073 $ 1,245,489 |
Summary of outstanding balances of short term third-party loans | Outstanding balances of third-party loans consisted of the following: Weighted average Lenders Maturities interest rate Collateral/Guarantee June 30, 2021 June 30, 2020 Sichuan Toucu Financial Information Services Co., Ltd — 9.0 % None $ — $ 63,554 Chongqing Puluosi Small Mortgage Co., Ltd. Various amounts due between November 2018 and January 2019 – in default* 12.0 % Guaranteed by the CEO and certain members of the family and affiliate 4,572,421 4,183,248 Gang Hu September 4, 2022 7.13 % None 131,636 120,303 Chongqing Reassurance Co., Ltd. Due upon request 17.4 % None 2,177,176 273,294 Mei Yang — 24.0 % None — 7,077 Ping Wang September 17, 2021 (Subsequently extended to September 17, 2022) 10.8 % None 47,234 43,875 Yixuan Liu September 11, 2022 12.0 % None 92,920 84,920 Shuming Yang September 20, 2022 12.0 % None 185,839 169,839 Chunlan Zhuo March 22, 2021 (Subsequently extended to March 22, 2022) 18.0 % None 36,094 63,911 Qin Cao June 30, 2021 (Subsequently extended to June 30, 2022) 24.0 % None 5,380 30,005 Maohua Xia June 30, 2021 (Subsequently extended to June 30, 2022) 24.0 % None 5,749 33,561 Shiguo Zhang March 3, 2022 18.0 % None 340,705 — Chongqing Shouqing Trading Co., Ltd. September 7, 2021 (Subsequently extended to September 7, 2022) 12.0 % None 418,138 382,139 Shengli Huang April 23, 2022 24.0 % None — 99,073 Xiaofen Ai June 17, 2021 24.0 % None — 28,307 Chongqing Haobangshou Ecommerce Co., Ltd. March 24, 2023 6.0 % None 1,548,659 1,415,328 Shiwen Zhang September 2, 2021 (Subsequently extended to September 2, 2022) 24.0 % None 108,406 — Xiaomei Qin September 7, 2021 (Subsequently extended to September 7, 2022) 18.0 % None 30,973 — Shengmeng Zhang Various amounts due between October 2021 and December 2021 (Fully repaid in July 2021) 12.0 % None 46,460 — Qin Zhou February 28, 2022 18.0 % None 123,893 — Mei Zhang — 24.0 % None — 49,536 Feng Zhou February 28, 2022 12.0 % None 15,487 14,153 Xiaolin Cao November 30, 2020 (Fully repaid by issuance of 500,000 ordinary shares in April 2021) — % None — 500,000 Total loans from third parties $ 9,887,170 $ 7,562,123 Total non-current loans from third parties (2,424,426) (2,074,871) Total current loans from third parties $ 7,462,744 $ 5,487,252 Less: current loans from third parties - discontinued operations (7,462,744) (4,987,252) Current loans from third parties - continuing operations $ — $ 500,000 *The Company received three complaints related to an approximately $1.5 million (RMB 10,000,000) loan that was due on November 13, 2018, an approximately $0.5 million (RMB 3,000,000) loan due on December 21, 2018, and an approximately $3.1 million (RMB 20,000,000) loan due on January 2, 2019. The following amounts have been accrued in the accompanying consolidated financial statements under discontinued operations for the years ended June 30, 2021 and 2020: interest at a default interest rate of 18% totaling approximately $721,000 and $781,000, respectively. As of the date of this report, the Company has paid approximately $0.5 million (RMB 3,411,544) of the total repayment. On October 27, 2020, Chongqing Yubei District People’s Court froze CQ Penglin bank accounts with a total balance of approximately $20,000 (RMB 130,295). As of the date of this report, the accounts are still frozen. |
Summary of outstanding balances of long term bank loan | The outstanding balance of long term bank loan consisted of the following: Weighted average Lender Maturity interest rate Collateral/Guarantee June 30, 2021 June 30, 2020 Chongqing Dadukou Rongxing Village & Township Bank September 20, 2020 (Subsequently in default*) 12.0 % Guaranteed by CQ Penglin, CQ Pengmei, GA Yongpeng, CQ Mingwen, the CEO and certain members of the family $ 850,808 $ 777,558 Less: long term loan - bank - discontinued operations (850,808) (777,558) Long term loan - bank - continuing operations $ — $ — *On August 12, 2020, Chongqing Dadukou Rongxing Village & Township Bank (“Dadukou Rongxing”) sued CQ Penglin to repay the loan of Dadukou Rongxing approximately $1.0 million (RMB 6,629,447), which consists of principal of approximately $0.8 million (RMB 5,493,839) and approximately $0.2 million (RMB 1,135,608), in the Chongqing Dadukou District People’s Court. CQ Penglin, CQ Pengmei, GA Yongpeng, CQ Mingwen, the CEO and certain members of the family guaranteed the loan shall bear joint and several lability for the repayment. As of the date of this report, the Chongqing Dadukou District People’s Court has not held a trial. |
Taxes (Tables)
Taxes (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Taxes | |
Schedule of significant components of the provision for income taxes | Significant components of the (benefit of) provision for income taxes are as follows: For the year For the year For the year ended ended ended June 30, 2021 June 30, 2020 June 30, 2019 Current $ — $ 389,845 $ 213,649 Deferred tax expense (1,002,346) (166,672) — Total (benefit of) provision for income taxes $ (1,002,346) $ 223,173 $ 213,649 Less: provision for income taxes - discontinued operations — — (213,649) Total (benefit of) provision for income taxes - continuing operations $ (1,002,346) $ 223,173 $ — |
Schedule of reconciliation of statutory tax rates to effective tax rate | The following table reconciles China statutory rates to the Company’s effective tax rate: June 30, 2021 June 30, 2020 June 30, 2019 China income tax rate 25.0 % 25.0 % 25.0 % Change in valuation allowance — % — % 1.0 % Income tax exemption status granted — % (10.2) % (21.9) % Others* (17.5) % (24.2) % — % Effective tax rate 7.5 % (9.4) % 4.1 % * This represents the expenses incurred by the Company that are not deductible for PRC income tax purposes during the years. |
Schedule of taxes payable | Taxes payable consisted of the following: June 30, 2021 June 30, 2020 Income taxes $ 4,001,634 $ 3,114,811 Other taxes 11,215 227,316 Total $ 4,012,849 $ 3,342,127 Less: taxes payable - discontinued operations (2,978,428) (2,942,851) Taxes payable - continuing operations $ 1,034,421 $ 399,276 |
Convertible Debentures (Tables)
Convertible Debentures (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Convertible Debentures | |
Schedule of components of convertible debentures | June 30, 2021 June 30, 2020 Principal balance $ 1,300,000 $ 4,900,000 Less: Debentures discount and debts insurance cost — (131,688) Total $ 1,300,000 $ 4,768,312 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Equity | |
Summary of stock option activity | The summary of stock option activity is as follows: Weighted Average Average Remaining Aggregate Options Exercisable Exercise Contractual Intrinsic Outstanding Option Price Life Value June 30, 2019 — — $ — — — Granted/Acquired 95,000 71,250 $ 5.00 3.00 — Forfeited — — $ — — — Exercised — — $ — — — June 30, 2020 95,000 71,250 $ 5.00 2.12 — Granted/Acquired — — $ — — — Forfeited — — $ — — — Exercised — — $ — — — June 30, 2021 95,000 71,250 $ 5.00 1.12 — |
Summary of warrant activity | The summary of warrant activity is as follows: Weighted Average Average Remaining Warrants Exercisable Exercise Contractual Outstanding Shares Price Life June 30, 2018 — — $ — — Granted/Acquired 86,732 86,732 $ 4.89 5.00 Forfeited — — $ — — Exercised — — $ — — June 30, 2019 86,732 86,732 $ 4.89 4.89 Granted/Acquired — — $ — — Forfeited — — $ — — Exercised — — $ — — June 30, 2020 86,732 86,732 $ 4.89 3.88 Forfeited — — $ — — Exercised — — $ — — June 30, 2021 86,732 86,732 $ 4.89 2.86 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Loss Contingencies [Line Items] | |
Schedule of lease obligations | The five-year maturity of the Company’s lease obligations is presented below: Twelve Months Ending June 30, Operating Lease Amount 2022 $ 281,504 2023 265,505 2024 273,750 2025 164,238 2026 79,534 Thereafter 280,185 Total lease payments 1,344,716 Less: Interest (208,642) Present value of lease liabilities $ 1,136,074 Less: present value of lease liabilities - discontinued operations (1,136,074) Present value of lease liabilities - continuing operations — |
Schedule of accrued potential losses | As of June 30, 2021, the amount of potential losses the Company accrued for are summarized as follows: Dispute matter Claim amount Leases $ 49,950 |
Schedule of not accrued potential losses | As of June 30, 2021, the amount of potential losses the Company did not accrue for are summarized as follows: Dispute matter Claim amount Guarantees $ 270,403 |
Chongqin Penglin Food Co., Ltd | |
Loss Contingencies [Line Items] | |
Schedule of Guarantees | Name of the party being guaranteed Guaranteed amount Guarantee expiration date CQ Mingwen (borrower) $ 1,238,927 December 22, 2021 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Segments | |
Summary of information by segment | The following tables present summary information by segment for the years ended June 30, 2021, 2020 and 2019: Feed raw Fresh Grocery materials meat stores Total (continuing (discontinued (discontinued (discontinued For the year ended June 30, 2021 operations) operations) operations) operations) Revenues $ 80,498,435 $ 49,102,561 $ — $ 49,102,561 Cost of revenues 77,501,417 48,404,728 — 48,404,728 Gross profit 2,997,018 697,833 — 697,833 Depreciation and amortization 6,514 485,559 3,308 488,867 Total capital expenditures $ — $ — $ — $ — Feed raw Fresh Grocery materials meat stores Total (continuing (discontinued (discontinued (discontinued For the year ended June 30, 2020 operations) operations) operations) operations) Revenues $ 24,248,765 $ 86,302,737 $ 1,574,965 $ 87,877,702 Cost of revenues 22,219,528 81,153,996 1,435,597 82,589,593 Gross profit 2,029,237 5,148,741 139,368 5,288,109 Depreciation and amortization 1,579 506,775 125,257 632,032 Total capital expenditures $ — $ 700,399 $ — $ 700,399 Feed raw Fresh Grocery materials meat stores Total (continuing (discontinued (discontinued (discontinued For the year ended June 30, 2019 operations) operations) operations) operations) Revenues $ — $ 99,079,267 $ 3,465,885 $ 102,545,152 Cost of revenues — 90,429,027 3,114,906 93,543,933 Gross profit — 8,650,240 350,979 9,001,219 Depreciation and amortization — 521,925 167,609 689,534 Total capital expenditures $ — $ 20,635 $ — $ 20,635 Total assets as of: June 30, June 30, 2021 2020 Fresh meat business - discontinued $ 24,580,812 $ 44,857,432 Feed raw materials business - continuing 15,633,213 17,633,125 Grocery stores - discontinued 528,376 642,637 Holding companies 133,427 216,240 Total Assets $ 40,875,828 $ 63,349,434 |
Condensed financial informati_2
Condensed financial information of the parent company (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Condensed financial information of the parent company | |
Statement of balance sheets of parent company | June 30, 2021 June 30, 2020 ASSETS CURRENT ASSETS Cash and cash equivalents $ 1,943 $ 163,640 Prepayments 130,088 18,406 Other receivables — 28,940 Intercompany receivables 19,163,736 9,963,384 Total current assets 19,295,767 10,174,370 OTHER ASSETS Investment in subsidiary — 19,713,942 Total assets $ 19,295,767 $ 29,888,312 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Loan from third party $ — $ 500,000 Convertible debenture, net 1,300,000 4,768,312 Other payable and accrued expenses 218,045 390,122 Other payable - related parties 720,809 423,416 Total current liabilities 2,238,854 6,081,850 OTHER LIABILITIES Loss in excess of investment in subsidiaries 20,278,567 — Total liabilities 22,517,421 6,081,850 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Ordinary shares, $0.01 par value, 50,000,000 shares authorized, 40,716,642 and 23,971,084 share issued outstanding 407,167 239,711 Additional paid-in capital 32,175,798 15,765,411 Deferred share compensation (21,140) (47,708) Statutory reserves 1,670,367 1,670,367 (Accumulated deficit) retained earnings (38,574,620) 7,034,899 Accumulated other comprehensive income (loss) 1,120,774 (856,218) Total shareholders' equity (3,221,654) 23,806,462 Total liabilities and shareholders' equity $ 19,295,767 $ 29,888,312 |
Statement of income and comprehensive income of parent company | For the Years Ended June 30, 2021 2020 2019 OPERATING EXPENSES General and administrative $ (1,585,052) $ (2,512,271) $ (309,466) Stock compensation expense (1,889,173) (930,223) — Total operating expenses (3,474,225) (3,442,494) (309,466) LOSS FROM OPERATIONS (3,474,225) (3,442,494) (309,466) OTHER INCOME (EXPENSE) Interest expense (156,048) (123,212) — Other finance expenses (134,960) (359,187) — Gain on debt settlement 125,215 — — Equity (loss) income of subsidiaries (41,969,501) (952,049) 4,673,057 Total other (expenses) income, net (42,135,294) (1,434,448) 4,673,057 NET (LOSS) INCOME (45,609,519) (4,876,942) 4,363,591 FOREIGN CURRENCY TRANSLATION ADJUSTMENT 1,976,992 (547,647) (267,546) COMPREHENSIVE (LOSS) INCOME $ (43,632,527) $ (5,424,589) $ 4,096,045 |
Statement of cash flows of parent company | For the Years Ended June 30, 2021 2020 2019 CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) income $ (45,609,519) $ (4,876,942) $ 4,363,591 Adjustments to reconcile net income to cash (used in) provided by operating activities: Equity loss (income) of subsidiary 41,969,501 952,049 (4,673,057) Stock compensation expense 1,889,173 930,223 — Late payment penalty expense — 500,000 — Amortization of convertible debenture issuance cost and discount 131,688 357,853 — Gain on debt settlement (125,215) — — Change in operating assets and liabilities Other receivables 28,940 (28,940) — Prepayments (111,682) (18,406) — Accrued expenses 276,210 269,521 126,213 Intercompany (9,200,351) (3,567,750) — Net cash used in operating activities (10,751,255) (5,482,392) (183,253) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from other payables - related parties, net 297,393 166,032 183,253 Proceeds from issuance of ordinary shares through private placements 8,992,165 — — Proceeds from convertible debentures, net of issuance costs 1,300,000 5,480,000 — Net cash provided by financing activities 10,589,558 5,646,032 183,253 CHANGES IN CASH AND CASH EQUIVALENTS (161,697) 163,640 — CASH AND CASH EQUIVALENTS, beginning of year 163,640 — — CASH AND CASH EQUIVALENTS, end of year $ 1,943 $ 163,640 $ — NON-CASH TRANSACTIONS OF INVESTING AND FINANCING ACTIVITIES Issuance of ordinary shares with redemption rights of mezzanine equity $ — $ — $ 1,800,000 Issuance of ordinary shares for acquisition $ — $ 2,658,909 $ — Conversion of debts into ordinary shares $ 741,785 — — Conversion of convertible debenture into ordinary shares $ 5,066,288 $ 857,165 $ — |
Nature of business and organi_3
Nature of business and organization - Activities (Details) | Jun. 30, 2021 |
Xiangtai BVI | Xiangtai Cayman | |
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
Xiangtai HK | Xiangtai BVI | |
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
Xiangtai WFOE | Xiangtai HK | |
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
GA Yongpeng | Xiangtai WFOE | |
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
CQ Pengmei | Xiangtai WFOE | |
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
JMC | Xiangtai WFOE | |
Noncontrolling Interest, Ownership Percentage by Parent | 51.00% |
Silanchi | Xiangtai Cayman | |
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
Haochuangge | Silanchi | |
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
Nature of business and organi_4
Nature of business and organization - Additional information (Details) | Apr. 11, 2020shares | Apr. 03, 2020USD ($)$ / sharesshares | Jul. 02, 2018USD ($)store | Jul. 02, 2018CNY (¥)store | Jun. 30, 2021USD ($)$ / shares | Jun. 30, 2021USD ($)agreement$ / shares | Jun. 30, 2020USD ($)$ / shares | Jun. 30, 2019USD ($) | Sep. 03, 2020 | Dec. 12, 2019 | May 31, 2019 | May 10, 2019$ / shares | May 31, 2018 |
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||
Number of contractual agreements | agreement | 5 | ||||||||||||
(Accumulated deficit) retained earnings | $ | $ (38,574,620) | $ (38,574,620) | $ 7,034,899 | ||||||||||
Net (loss) income | $ | $ (47,082,967) | $ (4,399,533) | $ 4,363,591 | ||||||||||
Initial public offering | |||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 100 | ||||||||||||
China Meitai | |||||||||||||
Ownership interest | 51.00% | 51.00% | 97.70% | ||||||||||
Xiangtai Cayman | |||||||||||||
Equity interest | 51.00% | 51.00% | |||||||||||
Agreement term | 20 years | ||||||||||||
JMC | |||||||||||||
Equity interest | 51.00% | 51.00% | |||||||||||
Shareholders of Silanchi | |||||||||||||
Equity interest | 100.00% | 98.00% | |||||||||||
Equity Option Agreement | JMC | |||||||||||||
Equity interest | 51.00% | 51.00% | |||||||||||
JMC | |||||||||||||
Percentage of after-tax net income payable to the company as service fee (as a percent) | 51.00% | ||||||||||||
Percentage of losses obligated by the company to absorb (as a percent) | 51.00% | ||||||||||||
Ownership interest prior to acquisition pledged by the existing shareholder (as a percent) | 51.00% | 51.00% | |||||||||||
Expected residual returns (as a percent) | 51.00% | ||||||||||||
JMC | Technical consultation and services agreement | |||||||||||||
Agreement term | 20 years | ||||||||||||
One Major Shareholder | China Meitai | |||||||||||||
Ownership interest | 97.74% | 100.00% | |||||||||||
China Meitai | Xiangtai Cayman | |||||||||||||
Ownership interest | 62.73% | 64.17% | |||||||||||
JMC | |||||||||||||
Issuance of ordinary shares for acquisition | $ | $ 2,658,909 | ||||||||||||
Ownership interest to be acquired (as a percent) | 51.00% | 51.00% | 51.00% | ||||||||||
Number of shares to be issued (in shares) | shares | 1,000,000 | 2,000,000 | |||||||||||
Price at which the shares are to be issued (in dollars per share) | $ / shares | $ 1.77 | ||||||||||||
Percentage of after-tax net income payable to the company as service fee (as a percent) | 51.00% | ||||||||||||
JMC | Equity Option Agreement | |||||||||||||
Ownership interest to be acquired (as a percent) | 51.00% | 51.00% | |||||||||||
CQ Pengmei | |||||||||||||
Number of Grocery Stores Operated | store | 2 | 2 | |||||||||||
Issuance of ordinary shares for acquisition | $ 900,000 | ¥ 5,949,052 | |||||||||||
Ownership interest to be acquired (as a percent) | 100.00% | 100.00% | |||||||||||
GA Yongpeng | |||||||||||||
Ownership interest to be acquired (as a percent) | 100.00% | 100.00% |
Summary of significant accoun_4
Summary of significant accounting policies - Foreign currency translation and transaction (Details) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019 |
Summary of significant accounting policies | |||
Translation adjustments included in accumulated other comprehensive income (loss) | $ 1,120,774 | $ (856,218) | |
Historical rate | 6.46 | 7.07 | |
Average translation rate | 7.03 | 6.62 | 6.83 |
Summary of significant accoun_5
Summary of significant accounting policies - Accounts receivable and Other receivables (Details) | 12 Months Ended |
Jun. 30, 2021 | |
Financing receivables 180 to 270 days past due | |
Accounts receivable and Other receivables | |
Allowance for doubtful accounts (in percent) | 25.00% |
Financing receivables 271 days to one year past due | |
Accounts receivable and Other receivables | |
Allowance for doubtful accounts (in percent) | 50.00% |
Financing receivables beyond one year past due | |
Accounts receivable and Other receivables | |
Allowance for doubtful accounts (in percent) | 100.00% |
Summary of significant accoun_6
Summary of significant accounting policies - Plant and equipment, net (Details) | 12 Months Ended |
Jun. 30, 2021 | |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Salvage Value, Percentage | 0.00% |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Salvage Value, Percentage | 5.00% |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 20 years |
Electronic devices | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Electronic devices | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Automobile | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Automobile | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Office equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Summary of significant accoun_7
Summary of significant accounting policies - Intangible assets, net (Details) | 12 Months Ended |
Jun. 30, 2021 | |
Land use right | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 50 years |
Summary of significant accoun_8
Summary of significant accounting policies - Earnings per share ("EPS") (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 13, 2020 | Aug. 14, 2020 | Jul. 17, 2020 | Jun. 19, 2020 | Mar. 09, 2020 | Aug. 01, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 30, 2019 | Nov. 22, 2019 |
Earnings per share ("EPS") | ||||||||||
Number of warrants | 4,667 | |||||||||
Antidilutive securities (in shares) | 67,500 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 3 | |||||||||
Incremental common shares attributable to call options and warrants | 1,867 | |||||||||
Vested stock options | ||||||||||
Earnings per share ("EPS") | ||||||||||
Antidilutive securities (in shares) | 90,000 | |||||||||
Incremental common shares attributable to dilutive effect of ordinary shares with redemption rights | 90,000 | |||||||||
Convertible debt issued on March 9, 2020 | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 1 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 0.8 | |||||||||
Incremental common shares attributable to dilutive effect of ordinary shares with redemption rights | 1,125,182 | |||||||||
Convertible debt issued on June 19, 2020 | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 0.7 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 0.8 | |||||||||
Incremental common shares attributable to dilutive effect of ordinary shares with redemption rights | 912,532 | |||||||||
Convertible debt issued on July 17, 2020 | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 0.7 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 2.5 | |||||||||
Incremental common shares attributable to dilutive effect of ordinary shares with redemption rights | 280,000 | |||||||||
Convertible debt issued on August 14, 2020 | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 0.3 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 2.5 | |||||||||
Incremental common shares attributable to dilutive effect of ordinary shares with redemption rights | 120,000 | |||||||||
Convertible debt issued on November 13, 2020 | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 0.3 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 2.5 | |||||||||
Incremental common shares attributable to dilutive effect of ordinary shares with redemption rights | 120,000 | |||||||||
Convertible debt issued on November 22, 2019 | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 1.2 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 1 | |||||||||
Convertible debt issued on December 30, 2019 | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 1.8 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 1 | |||||||||
Convertible debt issued on March 9, 2020, one | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 1 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 3 | |||||||||
Convertible debt issued on March 9, 2020, two | ||||||||||
Earnings per share ("EPS") | ||||||||||
Principal value of convertible debts issued, that are anti-dilutive | $ 0.7 | |||||||||
Floor conversion price of convertible debts issued, that are anti-dilutive (in dollars per share) | $ 3 | |||||||||
Contingent shares to be issued pursuant to business combination | ||||||||||
Earnings per share ("EPS") | ||||||||||
Antidilutive securities (in shares) | 1,000,000 | 1,000,000 |
Summary of significant accoun_9
Summary of significant accounting policies - Leases (Details) - USD ($) | Jun. 30, 2021 | Jul. 01, 2019 |
Recently issued accounting pronouncements | ||
Present value of lease liabilities | $ 1,136,074 | |
Adjustment | ASU 2016-02 | ||
Recently issued accounting pronouncements | ||
Operating lease right-of-use assets | 1,300,000 | $ 1,300,000 |
Present value of lease liabilities | $ 1,300,000 | $ 1,300,000 |
Incremental borrowing rate (as a percent) | 6.09% |
Summary of significant accou_10
Summary of significant accounting policies - Employee benefit (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Continuing operations | |||
Significant Accounting Policies [Line Items] | |||
Total expense for the plans | $ 18,753 | $ 2,938 | $ 0 |
Discontinued operations. | |||
Significant Accounting Policies [Line Items] | |||
Total expense for the plans | $ 27,635 | $ 59,702 | $ 95,331 |
Summary of significant accou_11
Summary of significant accounting policies - Additional information (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Significant Accounting Policies [Line Items] | |||
Goodwill, Impairment Loss | $ 5,533,507 | $ 0 | $ 0 |
Continuing operations | |||
Significant Accounting Policies [Line Items] | |||
Accounts Receivable, Allowance for Credit Loss | 0 | 3,091 | |
Allowance for doubtful accounts, security deposit | 0 | 0 | |
Impairment of intangible assets | 0 | 0 | 0 |
Impairment of long lived assets | 0 | 0 | 0 |
Goodwill, Impairment Loss | 5,533,507 | 0 | 0 |
Discontinued operations. | |||
Significant Accounting Policies [Line Items] | |||
Accounts Receivable, Allowance for Credit Loss | 151,899 | 47,272 | |
Allowance for doubtful accounts, security deposit | 782,757 | 715,024 | |
Impairment of intangible assets | 151,398 | 0 | 0 |
Impairment of long lived assets | 874,625 | 724,987 | 0 |
Advertising Expense | 1,472 | 16,913 | 14,876 |
Goodwill, Impairment Loss | $ 0 | $ 0 | $ 0 |
Variable interest entity ("VI_3
Variable interest entity ("VIE") (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Variable interest entity ("VIE") | |||
Current assets | $ 32,521,714 | $ 50,275,934 | |
Property and equipment, net | 4,395 | 10,121 | |
Total assets | 40,875,828 | 63,349,434 | |
Total liabilities | (42,495,816) | (36,522,598) | |
Current liabilities: | |||
Short-term loans - banks | 782,073 | 1,245,489 | |
Loans from third parties | 0 | 500,000 | |
Accounts payable | 9,966,193 | 5,727,718 | |
Other payable and accrued expenses | 242,410 | 409,725 | |
Other payables - related parties | 3,229,948 | 2,264,566 | |
Customer deposits | 4,309,819 | 1,159,902 | |
Customer deposits - related party | 5,958 | 0 | |
Taxes payable | 1,034,421 | 399,276 | |
Current liabilities of discontinued operations | 17,826,470 | 16,260,602 | |
Total current liabilities | 38,697,292 | 32,735,590 | |
Other liabilities: | |||
Total other liabilities | 3,798,524 | 3,787,008 | |
Total liabilities | 42,495,816 | 36,522,598 | |
Summarized operating results of the VIE's | |||
Operating revenues | 80,498,435 | 24,248,765 | |
Gross profit | 2,997,018 | 2,029,237 | |
(Loss) income from operations | (12,995,915) | (2,609,752) | $ (511,211) |
Net (loss) income from continuing operations | (12,297,735) | (3,366,240) | (510,371) |
Net (loss) income from discontinued operations | (34,785,232) | (1,033,293) | 4,873,962 |
Net (loss) income | (47,082,967) | (4,399,533) | 4,363,591 |
Less: Net (loss) income attributable to non-controlling interest from continuing operations | (1,473,448) | 477,409 | |
Net (loss) income attributable to non-controlling interest | (45,609,519) | (4,876,942) | 4,363,591 |
VIEs | |||
Variable interest entity ("VIE") | |||
Total liabilities | (65,059,893) | (42,919,217) | |
Current liabilities: | |||
Short-term loans - banks | 782,073 | 1,245,489 | |
Accounts payable | 9,966,193 | 5,727,718 | |
Other payable and accrued expenses | 21,768 | 17,007 | |
Other payables - related parties | 1,483,634 | 2,879,867 | |
Customer deposits | 4,309,819 | 1,159,902 | |
Customer deposits - related party | 5,958 | 0 | |
Taxes payable | 1,034,421 | 399,276 | |
Current liabilities of discontinued operations | 21,759,683 | 28,120,679 | |
Total current liabilities | 39,363,549 | 39,549,938 | |
Other liabilities: | |||
Other liabilities of discontinued operations | 25,696,344 | 3,369,279 | |
Total other liabilities | 25,696,344 | 3,369,279 | |
Total liabilities | 65,059,893 | 42,919,217 | |
Summarized operating results of the VIE's | |||
Operating revenues | 80,498,435 | 24,248,765 | |
Gross profit | 2,997,018 | 2,029,237 | |
(Loss) income from operations | (3,872,881) | 1,242,103 | |
Net (loss) income from continuing operations | (3,007,036) | 974,302 | |
Net (loss) income from discontinued operations | (33,789,915) | 5,333,912 | |
Net (loss) income | (36,796,951) | 974,302 | 5,333,912 |
Less: Net (loss) income attributable to non-controlling interest from continuing operations | (1,473,448) | 477,409 | |
Net (loss) income attributable to non-controlling interest | (35,323,503) | 496,893 | $ 5,333,912 |
CQ Penglin | |||
Variable interest entity ("VIE") | |||
Current assets | 31,673,532 | 48,347,542 | |
Property and equipment, net | 4,395 | 10,121 | |
Other noncurrent assets | 7,017,153 | 4,951,796 | |
Total assets | 38,695,080 | 53,309,459 | |
Total liabilities | (65,059,893) | (42,919,217) | |
Net assets | (26,364,813) | 10,390,242 | |
Other liabilities: | |||
Total liabilities | $ 65,059,893 | $ 42,919,217 | |
JMC | |||
Summarized operating results of the VIE's | |||
Percentage of after-tax net income payable to the company as service fee (as a percent) | 51.00% | ||
Percentage of losses obligated by the company to absorb (as a percent) | 51.00% |
Business Combinations (Details)
Business Combinations (Details) - JMC | Aug. 07, 2022shares | Aug. 07, 2021shares | Apr. 11, 2020shares | Apr. 03, 2020USD ($)$ / sharesshares | Jun. 30, 2021USD ($) | Jun. 30, 2021CNY (¥) | Jun. 30, 2021 |
Business Acquisition [Line Items] | |||||||
Ownership interest to be acquired (as a percent) | 51.00% | 51.00% | 51.00% | 51.00% | |||
Number of shares to be issued (in shares) | 1,000,000 | 2,000,000 | |||||
Price at which the shares are to be issued (in dollars per share) | $ / shares | $ 1.77 | ||||||
Issuance of ordinary shares for acquisition | $ | $ 2,658,909 | ||||||
Percentage of after-tax net income payable to the company as service fee (as a percent) | 51.00% | ||||||
Percentage of increase in sales and profit | 10.00% | 10.00% | |||||
Issuance of shares using the closing price | 1,000,000 | ||||||
Issuance of shares using the closing price and discount rate | 1,000,000 | ||||||
Discount rate (as a percent) | 4.75% | ||||||
Minimum | |||||||
Business Acquisition [Line Items] | |||||||
Ownership interest to be acquired (as a percent) | 30.00% | ||||||
Number of shares to be issued (in shares) | 400,000 | ||||||
Maximum | |||||||
Business Acquisition [Line Items] | |||||||
Ownership interest to be acquired (as a percent) | 70.00% | ||||||
Number of shares to be issued (in shares) | 600,000 | ||||||
Audited total sales | $ 70,000,000 | ¥ 500,000,000 | |||||
Net profit of JMC | $ 1,500,000 | ¥ 10,000,000 | |||||
Forecast | |||||||
Business Acquisition [Line Items] | |||||||
Number of shares to be issued (in shares) | 400,000 | 600,000 |
Business Combinations - Fair va
Business Combinations - Fair value of the identifiable assets acquired and liabilities assumed on the acquisition date (Details) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Apr. 03, 2020USD ($) | Jun. 30, 2019 |
Business Acquisition [Line Items] | ||||
Exchange rate used (RMB/USD) | 7.03 | 6.62 | 6.83 | |
Goodwill | $ 0 | $ 5,185,866 | ||
JMC | ||||
Business Acquisition [Line Items] | ||||
Exchange rate used (RMB/USD) | 7.09 | |||
Cash and cash equivalents | $ 852,145 | |||
Other current assets | 9,924,263 | |||
Plant and equipment | 11,648 | |||
Goodwill | 5,166,271 | |||
Other noncurrent assets | 481,062 | |||
Total assets | 16,435,389 | |||
Total liabilities | (11,221,842) | |||
Net assets of JMC | 5,213,547 | |||
Less: fair value of non-controlling interest | (2,554,638) | |||
Total consideration paid | $ 2,658,909 |
Discontinued Operations - Major
Discontinued Operations - Major class of assets and liabilities (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
CURRENT ASSETS: | ||
Total current assets of discontinued operations | $ 19,090,614 | $ 38,271,324 |
OTHER ASSETS: | ||
Total other assets of discontinued operations | 6,018,574 | 7,228,745 |
CURRENT LIABILITIES: | ||
Total current liabilities of discontinued operations | 17,826,470 | 16,260,602 |
Discontinued operations. | CQ Pengmei | ||
CURRENT ASSETS: | ||
Cash and cash equivalents | 62,422 | 464,196 |
Restricted cash | 35,906 | |
Accounts receivables, net | 18,898,267 | 30,738,821 |
Other receivables, net | 45,597 | 164,602 |
Prepayments | 48,422 | 6,663,029 |
Security deposits | 240,676 | |
Total current assets of discontinued operations | 19,090,614 | 38,271,324 |
OTHER ASSETS: | ||
Other receivables | 85,139 | 88,056 |
Plant and equipment, net | 2,410,975 | 3,471,624 |
Intangible assets, net | 313,478 | 437,989 |
Operating lease right-of-use assets | 3,208,982 | 3,231,076 |
Total other assets of discontinued operations | 6,018,574 | 7,228,745 |
Total assets of discontinued operations | 25,109,188 | 45,500,069 |
CURRENT LIABILITIES: | ||
Short-term loan - banks | 3,450,566 | |
Loans from third parties | 7,928,114 | 4,987,252 |
Current maturities of long-term loan - bank | 850,808 | 777,558 |
Accounts payable | 2,517,290 | 1,847,440 |
Customer deposits | 82,212 | 112,690 |
Customer deposit - related party | 29,990 | 27,395 |
Other payables and accrued liabilities | 3,356,319 | 1,948,515 |
Other payables - related parties | 6,182 | 260 |
Operating lease liabilities | 77,127 | 166,075 |
Taxes payable | 2,978,428 | 2,942,851 |
Total current liabilities of discontinued operations | 17,826,470 | 16,260,602 |
OTHER LIABILITIES: | ||
Loans from third parties | 1,959,053 | 2,074,871 |
Long-term loans - related parties | 780,524 | 713,325 |
Operating lease liabilities - noncurrent | 1,058,947 | 998,812 |
Total other liabilities of discontinued operations | 3,798,524 | 3,787,008 |
Total liabilities of discontinued operations | $ 21,624,994 | $ 20,047,610 |
Discontinued Operations - Recon
Discontinued Operations - Reconciliation of major classes of income and losses (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
OTHER INCOME (EXPENSES) | |||
NET (LOSS) INCOME FROM DISCONTINUED OPERATIONS | $ (34,785,232) | $ (1,033,293) | $ 4,873,962 |
Discontinued operations. | CQ Pengmei | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Total revenues | 49,102,561 | 87,877,702 | 102,545,152 |
Total cost of revenues | 48,404,728 | 82,589,593 | 93,543,933 |
Gross profit | 697,833 | 5,288,109 | 9,001,219 |
OPERATING EXPENSES: | |||
Selling | 672,323 | 1,168,788 | 1,255,340 |
General and administrative | 785,133 | 1,352,350 | 956,162 |
Provision for right-of-use assets | 31,786,029 | 1,072,120 | 743,986 |
Loss on disposal of long-lived assets | 7,551 | 276,648 | |
Impairment of long-lived assets | 1,026,023 | 724,987 | |
Total operating expenses | 34,277,059 | 4,594,893 | 2,955,488 |
(Loss) income from operations | (33,579,226) | 693,216 | 6,045,731 |
OTHER INCOME (EXPENSES) | |||
Interest income | 362 | 612 | 433 |
Interest expense | (1,518,593) | (1,621,319) | (841,130) |
Other finance expense | (21,233) | (58,292) | (137,999) |
Other income, net | 333,458 | (47,510) | 20,576 |
Total other expense, net | (1,206,006) | (1,726,509) | (958,120) |
(Loss) income before income Taxes | (34,785,232) | (1,033,293) | 5,087,611 |
Income tax expense | 213,649 | ||
NET (LOSS) INCOME FROM DISCONTINUED OPERATIONS | (34,785,232) | (1,033,293) | 4,873,962 |
Discontinued operations. | CQ Pengmei | Supermarket and grocery store | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Total revenues | 1,777,222 | 7,402,284 | 7,322,243 |
Total cost of revenues | 1,885,056 | 6,397,149 | 6,371,345 |
Discontinued operations. | CQ Pengmei | Farmers' market | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Total revenues | 47,325,339 | 80,475,418 | 95,222,909 |
Total cost of revenues | $ 46,519,672 | $ 76,192,444 | $ 87,172,588 |
Accounts receivable, net (Detai
Accounts receivable, net (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Accounts receivable | $ 73,308,380 | $ 44,505,100 |
Allowance for doubtful accounts | (43,267,555) | (3,932,343) |
Total accounts receivable, net | 30,040,825 | 40,572,757 |
Discontinued operations. | ||
Total accounts receivable, net | (18,898,267) | (30,738,821) |
Continuing operations | ||
Total accounts receivable, net | $ 11,142,558 | $ 9,833,936 |
Accounts receivable, net - Move
Accounts receivable, net - Movement (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Movements of allowance for doubtful accounts | ||
Beginning Balance | $ 3,932,343 | $ 2,304,817 |
Balance inherited from JMC | 930,657 | |
Addition | 38,100,340 | 769,764 |
Write off | 0 | 0 |
Exchange rate effect | 1,234,872 | (72,895) |
Ending Balance | 43,267,555 | 3,932,343 |
Discontinued operations. | ||
Movements of allowance for doubtful accounts | ||
Beginning Balance | (2,342,585) | |
Ending Balance | (8,227,240) | (2,342,585) |
Continuing operations | ||
Movements of allowance for doubtful accounts | ||
Beginning Balance | 1,589,758 | |
Ending Balance | $ 35,040,315 | $ 1,589,758 |
Plant and equipment, net - Plan
Plant and equipment, net - Plant and equipment (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Plant and equipment | ||
Plant and equipment, gross | $ 5,843,555 | $ 7,788,998 |
Less: accumulated depreciation | (3,428,185) | (4,307,253) |
Total | 4,395 | 10,121 |
Buildings | ||
Plant and equipment | ||
Plant and equipment, gross | 2,603,775 | 3,393,212 |
Automobile | ||
Plant and equipment | ||
Plant and equipment, gross | 181,231 | 165,628 |
Electronic devices | ||
Plant and equipment | ||
Plant and equipment, gross | 3,011,942 | 3,691,929 |
Office equipment | ||
Plant and equipment | ||
Plant and equipment, gross | 46,607 | 42,595 |
Construction-in-progress | ||
Plant and equipment | ||
Plant and equipment, gross | 495,634 | |
Continuing operations | ||
Plant and equipment | ||
Total | 4,395 | 10,121 |
Discontinued operations. | ||
Plant and equipment | ||
Total | 2,410,975 | 3,471,624 |
Continued And Discontinued Operations [Member] | ||
Plant and equipment | ||
Total | $ 2,415,370 | $ 3,481,745 |
Plant and equipment, net - Addi
Plant and equipment, net - Additional Information (Details) | 12 Months Ended | ||||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2021CNY (¥) | Jun. 30, 2020CNY (¥) | |
Plant and equipment | |||||
Property, Plant and Equipment, Net | $ 4,395 | $ 10,121 | |||
Properties pledged as collateral | 5,700,000 | ¥ 36,626,600 | |||
Property pledged as collateral. | Buildings | CQ Mingwen | |||||
Plant and equipment | |||||
Property, Plant and Equipment, Net | 1,900,000 | ¥ 12,268,800 | |||
Continuing operations | |||||
Plant and equipment | |||||
Depreciation | 6,514 | 1,579 | $ 0 | ||
Property, Plant and Equipment, Net | 4,395 | 10,121 | |||
Discontinued operations. | |||||
Plant and equipment | |||||
Depreciation | 478,610 | 620,240 | 679,093 | ||
Loss on disposal of long-lived assets | 882,176 | ||||
Impairment of long-lived assets | 1,001,635 | $ 0 | |||
Property, Plant and Equipment, Net | $ 2,410,975 | $ 3,471,624 |
Intangible assets, net - Intang
Intangible assets, net - Intangible assets (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Land use rights | $ 409,775 | $ 586,795 |
Less: accumulated amortization | (96,297) | (148,806) |
Net intangible assets | 313,478 | 437,989 |
Discontinued operations. | ||
Finite-Lived Intangible Assets [Line Items] | ||
Net intangible assets | $ 313,478 | $ 437,989 |
Intangible assets, net - Estima
Intangible assets, net - Estimated amortization (Details) | Jun. 30, 2021USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2022 | $ 7,992 |
2023 | 7,992 |
2024 | 7,992 |
2025 | 7,992 |
2026 | 7,992 |
Thereafter | 273,518 |
Estimated Amortization, Total | 313,478 |
Discontinued operations. | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Amortization, Total | $ 313,478 |
Intangible assets, net - Additi
Intangible assets, net - Additional Information (Details) | 12 Months Ended | ||||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2021CNY (¥) | |
Intangible assets, net | |||||
Amortization expenses | $ 10,257 | $ 11,792 | $ 12,147 | ||
Net intangible assets | 313,478 | 437,989 | |||
Discontinued operations. | |||||
Intangible assets, net | |||||
Loss on disposal and impairment of long-lived assets | 151,398 | 0 | $ 0 | ||
Net intangible assets | 313,478 | $ 437,989 | |||
GA Yongpeng | |||||
Intangible assets, net | |||||
Net intangible assets | 1,600,000 | ¥ 10,198,100 | |||
Property pledged as collateral. | Land use right | CQ Mingwen | |||||
Intangible assets, net | |||||
Pledged as collateral | $ 1,600,000 | ¥ 10,198,100 |
Related party transactions an_3
Related party transactions and balances - Customer deposit (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Related Party Transaction [Line Items] | |||
Total revenues | $ 80,498,435 | $ 24,248,765 | |
Customer deposit - related party | 35,948 | 27,395 | |
Discontinued operations. | |||
Related Party Transaction [Line Items] | |||
Total revenues | 49,102,561 | 87,877,702 | $ 102,545,152 |
Customer deposit - related party | (29,990) | (27,395) | |
Long term bank loan | 850,808 | 777,558 | |
Continuing operations | |||
Related Party Transaction [Line Items] | |||
Customer deposit - related party | 5,958 | ||
CQ Puyuhong | |||
Related Party Transaction [Line Items] | |||
Total revenues | 4,008,969 | ||
Customer deposit - related party | 5,958 | ||
CQ Puyuhong | Continuing operations | |||
Related Party Transaction [Line Items] | |||
Total revenues | 4,008,969 | ||
CQ Mingwen | |||
Related Party Transaction [Line Items] | |||
Customer deposit - related party | $ 29,990 | $ 27,395 |
Related party transactions an_4
Related party transactions and balances - Other payables (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Related Party Transaction [Line Items] | ||
Other payables to related parties | $ 3,236,130 | $ 2,264,826 |
Discontinued operations. | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | 6,182 | 260 |
Continuing operations | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | 3,229,948 | 2,264,566 |
Xia Wang | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | 209,275 | 153,659 |
Zeshu Dai | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | 1,543,221 | 0 |
Penglin Wang | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | 0 | 248 |
Zili Zhang | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | 0 | 12 |
Jiaping Zhou | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | 0 | 231,268 |
Jun Zhou | ||
Related Party Transaction [Line Items] | ||
Other payables to related parties | $ 1,483,634 | $ 1,879,639 |
Related party transactions an_5
Related party transactions and balances - Long-term loans (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Related Party Transaction [Line Items] | |||
Total loans from related parties | $ 780,524 | $ 713,325 | |
Interest expense incurred on short-term loans by related parties | 62,635 | 51,770 | $ 11,403 |
Continuing operations | |||
Related Party Transaction [Line Items] | |||
Total loans from related parties | 0 | ||
Discontinued operations. | |||
Related Party Transaction [Line Items] | |||
Total loans from related parties | 780,524 | 713,325 | |
Interest expense incurred on short-term loans by related parties | $ 62,635 | 11,403 | |
Xia Wang | |||
Related Party Transaction [Line Items] | |||
Weighted average interest rate | 9.60% | ||
Total loans from related parties | $ 111,503 | 101,904 | |
Penglin Wang | |||
Related Party Transaction [Line Items] | |||
Weighted average interest rate | 9.60% | ||
Total loans from related parties | $ 250,883 | 229,283 | |
Yong Wang | |||
Related Party Transaction [Line Items] | |||
Weighted average interest rate | 7.13% | ||
Total loans from related parties | $ 294,245 | 268,912 | |
Zeshu Dai | |||
Related Party Transaction [Line Items] | |||
Weighted average interest rate | 7.13% | ||
Total loans from related parties | $ 123,893 | $ 113,226 |
Related party transactions an_6
Related party transactions and balances - Additional Information (Details) | Dec. 22, 2021USD ($) | Dec. 22, 2021CNY (¥) | Dec. 26, 2017USD ($) | Dec. 26, 2017CNY (¥) | Jun. 30, 2021USD ($) | Jun. 30, 2021CNY (¥) | Jun. 30, 2020USD ($) | Dec. 26, 2017CNY (¥) |
Related Party Transaction [Line Items] | ||||||||
Loan from bank | $ 782,073 | $ 1,245,489 | ||||||
Land-use right pledged as collateral | 313,478 | 437,989 | ||||||
Building property pledged as collateral | $ 4,395 | $ 10,121 | ||||||
Annual interest rate (in percentage) | 4.35 | |||||||
CQ Mingwen | ||||||||
Related Party Transaction [Line Items] | ||||||||
Loan from bank | $ 1,400,000 | ¥ 9,000,000 | ||||||
Loan repaid | $ 1,200,000 | ¥ 8,000,000 | $ 100,000 | ¥ 1,000,000 | ||||
GA Yongpeng | ||||||||
Related Party Transaction [Line Items] | ||||||||
Land-use right pledged as collateral | $ 1,600,000 | ¥ 10,198,100 | ||||||
Building property pledged as collateral | $ 1,900,000 | ¥ 12,268,800 |
Credit Facilities - Short term
Credit Facilities - Short term loans banks (Details) | Jun. 30, 2021USD ($) | Jun. 30, 2021CNY (¥) | Jun. 30, 2020USD ($) |
Line of Credit Facility [Line Items] | |||
Security deposit | $ 109,221 | ||
Properties pledged as collateral | 5,700,000 | ¥ 36,626,600 | |
Total | (782,073) | $ (4,696,055) | |
Short-term loans - banks | $ (782,073) | (1,245,489) | |
Zeshu Dai | |||
Line of Credit Facility [Line Items] | |||
Stock right (as a percent) | 6.25% | 6.25% | |
GA Yongpeng | |||
Line of Credit Facility [Line Items] | |||
Properties pledged as collateral | $ 5,200,000 | ¥ 36,626,600 | |
Stock Pledged AS Collateral | 200,000 | 1,250,000 | |
JMC | |||
Line of Credit Facility [Line Items] | |||
Properties pledged as collateral | 800,000 | ¥ 5,517,400 | |
Continuing operations | |||
Line of Credit Facility [Line Items] | |||
Short-term loans - banks | $ (782,073) | (1,245,489) | |
Discontinued operations. | |||
Line of Credit Facility [Line Items] | |||
Total | (3,450,566) | ||
Shanghai Pudong Development ("SPD") Bank Chongqing Nanbing Road Branch | |||
Line of Credit Facility [Line Items] | |||
Weighted average interest rate | 6.09% | 6.09% | |
Total | (1,273,794) | ||
Chongqing Rural Commercial Bank | |||
Line of Credit Facility [Line Items] | |||
Weighted average interest rate | 6.74% | 6.74% | |
Total | (1,839,928) | ||
Chongqing Beibei Chouzhou Bank Co., Ltd. | |||
Line of Credit Facility [Line Items] | |||
Weighted average interest rate | 6.96% | 6.96% | |
Total | (336,845) | ||
The Agriculture Bank of China Chongqing Yubei Branch | |||
Line of Credit Facility [Line Items] | |||
Weighted average interest rate | 3.85% | 3.85% | |
Total | (467,058) | ||
China Zheshang Bank Chongqing Branch | |||
Line of Credit Facility [Line Items] | |||
Weighted average interest rate | 5.35% | 5.35% | |
Total | (778,430) | ||
China Zheshang Bank Chongqing Branch | JMC | |||
Line of Credit Facility [Line Items] | |||
Properties pledged as collateral | $ 1,700,000 | ¥ 12,090,000 | |
Industrial and Commercial Bank of China Shiqiaopu Branch | |||
Line of Credit Facility [Line Items] | |||
Weighted average interest rate | 3.85% | 3.85% | |
Total | $ (782,073) | $ 0 | |
Industrial and Commercial Bank of China Shiqiaopu Branch | JMC | |||
Line of Credit Facility [Line Items] | |||
Properties pledged as collateral | $ 1,200,000 | ¥ 7,495,600 |
Credit Facilities - Loans from
Credit Facilities - Loans from third parties (Details) | 1 Months Ended | 12 Months Ended | |||||||
Apr. 30, 2021shares | Jun. 30, 2021USD ($) | Jun. 30, 2021CNY (¥) | Jun. 30, 2020USD ($) | Jun. 30, 2021CNY (¥) | Oct. 27, 2020USD ($) | Oct. 27, 2020CNY (¥) | Oct. 20, 2020USD ($) | Oct. 20, 2020CNY (¥) | |
Line of Credit Facility [Line Items] | |||||||||
Total loans from third parties | $ 9,887,170 | $ 7,562,123 | |||||||
Total non-current loans from a third parties | 2,424,426 | 2,074,871 | |||||||
Total current loans from third parties | 7,462,744 | 5,487,252 | |||||||
Short-term loans - third parties | 0 | 500,000 | |||||||
CQ Penglin | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Total balance of bank accounts frozen | $ 20,000 | ¥ 130,295 | |||||||
Continuing operations | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Short-term loans - third parties | 0 | 500,000 | |||||||
Discontinued operations. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Short-term loans - third parties | $ 7,462,744 | 4,987,252 | |||||||
Sichuan Toucu Financial Information Services Co., Ltd | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 9.00% | 9.00% | |||||||
Total loans from third parties | $ 0 | 63,554 | |||||||
Chongqing Puluosi Small Mortgage Co., Ltd. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 12.00% | 12.00% | |||||||
Total loans from third parties | $ 4,572,421 | 4,183,248 | |||||||
Number of complaints received | 3 | ||||||||
Default interest rate (as a percent) | 18.00% | 18.00% | |||||||
Default interest amount | $ 721,000 | 781,000 | |||||||
Repayment of debt | 500,000 | ¥ 3,411,544 | |||||||
Chongqing Puluosi Small Mortgage Co., Ltd. | Loan due on November 13, 2018 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Total loans from third parties | 1,500,000 | ¥ 10,000,000 | |||||||
Chongqing Puluosi Small Mortgage Co., Ltd. | Loan due on December 21, 2018 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Total loans from third parties | 500,000 | 3,000,000 | |||||||
Chongqing Puluosi Small Mortgage Co., Ltd. | Loan due on January 2, 2019 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Total loans from third parties | $ 3,100,000 | ¥ 20,000,000 | |||||||
Gang Hu | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 7.13% | 7.13% | |||||||
Total loans from third parties | $ 131,636 | 120,303 | |||||||
Chongqing Reassurance Co., Ltd. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 17.40% | 17.40% | |||||||
Total loans from third parties | $ 2,177,176 | 273,294 | |||||||
Mei Yang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 24.00% | 24.00% | |||||||
Total loans from third parties | $ 0 | 7,077 | |||||||
Ping Wang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 10.80% | 10.80% | |||||||
Total loans from third parties | $ 47,234 | 43,875 | |||||||
Yixuan Liu | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 12.00% | 12.00% | |||||||
Total loans from third parties | $ 92,920 | 84,920 | |||||||
Shuming Yang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 12.00% | 12.00% | |||||||
Total loans from third parties | $ 185,839 | 169,839 | |||||||
Chunlan Zhuo | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 18.00% | 18.00% | |||||||
Total loans from third parties | $ 36,094 | 63,911 | |||||||
Qin Cao | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 24.00% | 24.00% | |||||||
Total loans from third parties | $ 5,380 | 30,005 | |||||||
Maohua Xia | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 24.00% | 24.00% | |||||||
Total loans from third parties | $ 5,749 | 33,561 | |||||||
Shiguo Zhang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 18.00% | 18.00% | |||||||
Total loans from third parties | $ 340,705 | 0 | |||||||
Chongqing Shouqing Trading Co., Ltd. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 12.00% | 12.00% | |||||||
Total loans from third parties | $ 418,138 | 382,139 | |||||||
Shengli Huang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 24.00% | 24.00% | |||||||
Total loans from third parties | $ 0 | 99,073 | |||||||
Xiaofen Ai | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 24.00% | 24.00% | |||||||
Total loans from third parties | $ 0 | 28,307 | |||||||
Chongqing Haobangshou Ecommerce Co., Ltd. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 6.00% | 6.00% | 12.00% | 12.00% | |||||
Total loans from third parties | $ 1,548,659 | 1,415,328 | $ 1,548,659 | ¥ 10,000,000 | |||||
Shiwen Zhang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 24.00% | 24.00% | |||||||
Total loans from third parties | $ 108,406 | 0 | |||||||
Xiaomei Qin | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 18.00% | 18.00% | |||||||
Total loans from third parties | $ 30,973 | 0 | |||||||
Shengmeng Zhang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 12.00% | 12.00% | |||||||
Total loans from third parties | $ 46,460 | 0 | |||||||
Qin Zhou | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 18.00% | 18.00% | |||||||
Total loans from third parties | $ 123,893 | 0 | |||||||
Mei Zhang | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 24.00% | 24.00% | |||||||
Total loans from third parties | $ 0 | 49,536 | |||||||
Feng Zhou | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Weighted average interest rate | 12.00% | 12.00% | |||||||
Total loans from third parties | $ 15,487 | 14,153 | |||||||
Xiaolin Cao | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Total non-current loans from a third parties | $ 0 | $ 500,000 | |||||||
Number of shares issued upon conversion | shares | 500,000 |
Credit Facilities - Long-term l
Credit Facilities - Long-term loan bank (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Discontinued operations. | ||
Line of Credit Facility [Line Items] | ||
Long term bank loan | $ 850,808 | $ 777,558 |
Chongqing Dadukou Rongxing Village & Township Bank | ||
Line of Credit Facility [Line Items] | ||
Weighted average interest rate | 12.00% | |
Long term bank loan | $ 850,808 | $ 777,558 |
Credit Facilities - Long-term_2
Credit Facilities - Long-term loan bank And Additional Information (Details) | 12 Months Ended | ||||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Aug. 12, 2020USD ($) | Aug. 12, 2020CNY (¥) | |
Line of Credit Facility [Line Items] | |||||
Interest expense | $ 294,139 | $ 167,097 | |||
Interest expense of loans - related parties | 62,635 | 51,770 | $ 11,403 | ||
Continuing operations | |||||
Line of Credit Facility [Line Items] | |||||
Interest expense | 291,541 | 167,097 | 0 | ||
Discontinued operations. | |||||
Line of Credit Facility [Line Items] | |||||
Long term bank loan | 850,808 | 777,558 | |||
Interest expense | 1,518,593 | 1,609,544 | $ 823,551 | ||
Interest expense of loans - related parties | $ 62,635 | 11,403 | |||
Chongqing Dadukou Rongxing Village & Township Bank | |||||
Line of Credit Facility [Line Items] | |||||
Weighted average interest rate | 12.00% | ||||
Long term bank loan | $ 850,808 | $ 777,558 | |||
Aggregate amount to be repaid due to suit | $ 1,000,000 | ¥ 6,629,447 | |||
Principal portion of amount to be repaid due to suit | 800,000 | 5,493,839 | |||
Interest portion of amount to be repaid due to suit | $ 200,000 | ¥ 1,135,608 |
Taxes (Details)
Taxes (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Operating Loss Carryforwards [Line Items] | |||
Current | $ 0 | $ 389,845 | $ 213,649 |
Deferred tax expense | (1,002,346) | (166,672) | |
Total (benefit of) provision for income taxes | (1,002,346) | 223,173 | 213,649 |
Less: provision for income taxes - discontinued operations | (1,002,346) | 223,173 | 213,649 |
Discontinued operations. | |||
Operating Loss Carryforwards [Line Items] | |||
Total (benefit of) provision for income taxes | 0 | (213,649) | |
Less: provision for income taxes - discontinued operations | 0 | $ (213,649) | |
Continuing operations | |||
Operating Loss Carryforwards [Line Items] | |||
Total (benefit of) provision for income taxes | (1,002,346) | 223,173 | |
Less: provision for income taxes - discontinued operations | $ (1,002,346) | $ 223,173 |
Taxes - Schedule of effective t
Taxes - Schedule of effective tax rate (Details) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Taxes | |||
China income tax rate | 25.00% | 25.00% | 25.00% |
Change in valuation allowance | 0.00% | 0.00% | 1.00% |
Income tax exemption status granted | 0.00% | (10.20%) | (21.90%) |
Others | (17.50%) | (24.20%) | 0.00% |
Effective tax rate | 7.50% | (9.40%) | 4.10% |
Taxes - Taxes payable (Details)
Taxes - Taxes payable (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Income taxes | $ 4,001,634 | $ 3,114,811 |
Other taxes | 11,215 | 227,316 |
Total | 4,012,849 | 3,342,127 |
Taxes payable | 1,034,421 | 399,276 |
Discontinued operations. | ||
Taxes payable | 2,978,428 | 2,942,851 |
Continuing operations | ||
Taxes payable | $ 1,034,421 | $ 399,276 |
Taxes - Additional Information
Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Operating Loss Carryforwards [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 25.00% | 25.00% | 25.00% |
Income Tax Holiday, Aggregate Dollar Amount | $ 0 | $ 334,794 | $ 1,389,566 |
Income Tax Holiday, Income Tax Benefits Per Share | $ 0 | $ 0.01 | $ 0.07 |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Allowance for Doubtful Accounts | $ 2,331,145 | $ 648,768 | |
Value Added Tax Rate | 0.00% | 0.00% | 0.00% |
Service [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Value Added Tax Rate | 6.00% | ||
Value Added Tax Rate , Product One [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Value Added Tax Rate | 0.00% | ||
Value Added Tax Rate, Product Two [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Value Added Tax Rate | 11.00% | ||
Value Added Tax Rate , Product Three [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Value Added Tax Rate | 13.00% | ||
Value Added Tax Rate, Product Four [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Value Added Tax Rate | 17.00% | ||
Cayman Islands | |||
Operating Loss Carryforwards [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 0.00% | ||
British Virgin Islands | |||
Operating Loss Carryforwards [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 0.00% | ||
Hong Kong. | |||
Operating Loss Carryforwards [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 16.50% | ||
PRC. | |||
Operating Loss Carryforwards [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 25.00% |
Concentration of risk (Details)
Concentration of risk (Details) | 12 Months Ended | |||
Jun. 30, 2021USD ($)itemcustomer | Jun. 30, 2020USD ($)itemcustomer | Jun. 30, 2021CNY (¥) | Jun. 30, 2021HKD ($) | |
Concentration Risk [Line Items] | ||||
Working capital | $ 6,200,000 | |||
Accounts receivable, net | 11,142,558 | $ 9,833,936 | ||
China | ||||
Concentration Risk [Line Items] | ||||
Insurance coverage for each bank in China | 77,000 | ¥ 500,000 | $ 500,000 | |
Cash balance deposited with financial institutions | 102,184 | 1,366,796 | ||
Cash balance deposited with financial institutions, that are subject to credit risk | 0 | 968,840 | ||
Hong Kong | ||||
Concentration Risk [Line Items] | ||||
Insurance coverage for each bank in China | 64,000 | |||
Cash balance deposited with financial institutions | 189 | 5,254 | ||
US | ||||
Concentration Risk [Line Items] | ||||
Insurance coverage for each bank in China | 250,000 | |||
Cash balance deposited with financial institutions | $ 2,957 | $ 163,640 | ||
Customer Concentration Risk [Member] | Revenue from Contract with Customer, Product and Service Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of Major Customers | item | 0 | 1 | ||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of Major Customers | customer | 0 | 1 | ||
Customer Concentration Risk [Member] | Maximum | Revenue from Contract with Customer, Product and Service Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 10.00% | |||
Customer Concentration Risk [Member] | Maximum | Accounts Receivable [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 10.00% | |||
Customer Concentration Risk [Member] | Major Customer One [Member] | Revenue from Contract with Customer, Product and Service Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 18.70% | |||
Customer Concentration Risk [Member] | Major Customer One [Member] | Accounts Receivable [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 10.00% | |||
Supplier Concentration Risk [Member] | Cost of Goods and Service Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of Major Suppliers | item | 1 | 2 | ||
Supplier Concentration Risk [Member] | Accounts Payable [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of Major Suppliers | item | 3 | 4 | ||
Supplier Concentration Risk [Member] | Vendor One [Member] | Cost of Goods and Service Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 72.70% | |||
Supplier Concentration Risk [Member] | Vendor One [Member] | Accounts Payable [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 39.80% | 39.60% | ||
Supplier Concentration Risk [Member] | Vendor Two [Member] | Accounts Payable [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 30.10% | 26.50% | ||
Supplier Concentration Risk [Member] | Vendor Three [Member] | Accounts Payable [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 11.50% | 17.80% | ||
Supplier Concentration Risk [Member] | Vendor Four [Member] | Cost of Goods and Service Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 75.60% | |||
Supplier Concentration Risk [Member] | Vendor Four [Member] | Accounts Payable [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 13.70% | |||
Supplier Concentration Risk [Member] | Vendor Five [Member] | Cost of Goods and Service Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Threshold Concentration risk percentage | 11.50% |
Convertible Debentures (Details
Convertible Debentures (Details) | Apr. 28, 2021USD ($)shares | Jun. 19, 2020USD ($)item$ / shares | Nov. 22, 2019USD ($)item$ / shares | Mar. 11, 2021USD ($)shares | Aug. 13, 2020USD ($)shares | Dec. 31, 2020USD ($)shares | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Aug. 14, 2021$ / shares | Jan. 22, 2021USD ($)$ / shares | Nov. 13, 2020USD ($)$ / shares | Sep. 15, 2020USD ($)$ / shares | Aug. 14, 2020USD ($) | Jul. 17, 2020USD ($) | Mar. 09, 2020USD ($)$ / shares | Dec. 30, 2019USD ($) |
Debt Instrument [Line Items] | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 3 | ||||||||||||||||
Principal amount of debt whose floor price is amended | $ 200,000 | ||||||||||||||||
Issuance cost incurred | $ 230,000 | ||||||||||||||||
Amortization of debt issuance cost | 131,688 | ||||||||||||||||
Amortization of debentures discount | 357,853 | ||||||||||||||||
Conversion of principal due and accrued and unpaid interest of convertible debenture | $ 741,785 | $ 0 | $ 0 | ||||||||||||||
Convertible Debentures issued on November 22, 2019, December 30, 2019 & March 9, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Maturity term | 12 months | ||||||||||||||||
Aggregate principal amount | $ 5,000,000 | ||||||||||||||||
Interest rate (as a percent) | 5.00% | ||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 3 | $ 1 | $ 3 | ||||||||||||||
Percentage of the average of the four lowest daily VWAPs considered for determination of minimum conversion price (as a percent) | 93.00% | ||||||||||||||||
Number of lowest daily VWAPs considered for determination of minimum conversion price | item | 10 | ||||||||||||||||
Conversion floor price (in dollars per share) | $ / shares | $ 0.80 | $ 1 | $ 1 | ||||||||||||||
Threshold consecutive trading days for triggering event | item | 10 | ||||||||||||||||
Stock price trigger (in dollars per share) | $ / shares | $ 3 | ||||||||||||||||
Redemption premium (as a percent) | 10.00% | ||||||||||||||||
Redemption premium payment period | 6 months | ||||||||||||||||
Redemption premium on principal (as a percent) | 20.00% | ||||||||||||||||
Deferral period for monthly payment | 30 days | ||||||||||||||||
Deferral fee (as a percent) | 10.00% | ||||||||||||||||
Percentage of the average of the daily VWAP considered for determination of deferral fee | 93.00% | 100.00% | |||||||||||||||
Threshold number of consecutive trading days over which the daily VWAPs considered for determination of deferral fee | item | 10 | ||||||||||||||||
Percentage of the average of the four lowest daily VWAPs considered for determination of deferral fee (as a percent) | 93.00% | ||||||||||||||||
Number of lowest daily VWAPs considered for determination of deferral fee | item | 4 | ||||||||||||||||
Threshold number of consecutive trading days over which the lowest daily VWAPs considered for determination of deferral fee | item | 10 | ||||||||||||||||
Principal amount of debt whose floor price is amended | $ 400,000 | $ 600,000 | $ 1,400,000 | ||||||||||||||
Beneficial conversion feature | $ 259,540 | ||||||||||||||||
Principal amount of debt whose share price is lower than conversion floor price | $ 1,000,000 | ||||||||||||||||
Number of shares issued upon conversion | shares | 1,125,182 | 1,847,167 | 2,063,971 | ||||||||||||||
Conversion of principal due and accrued and unpaid interest of convertible debenture | $ 1,046,328 | $ 2,062,191 | $ 2,084,904 | ||||||||||||||
Convertible Debentures issued on November 22, 2019 & December 30, 2019 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 4,000,000 | ||||||||||||||||
Conversion floor price (in dollars per share) | $ / shares | $ 3 | ||||||||||||||||
Principal amount of debt whose floor price is amended | $ 200,000 | ||||||||||||||||
Convertible Debentures issued on November 22, 2019 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 2,000,000 | ||||||||||||||||
Conversion floor price (in dollars per share) | $ / shares | $ 1 | ||||||||||||||||
Convertible Debentures issued on December 30, 2019 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 2,000,000 | ||||||||||||||||
Conversion floor price (in dollars per share) | $ / shares | $ 1 | ||||||||||||||||
Convertible Debentures issued on March 9, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 1,000,000 | ||||||||||||||||
Conversion floor price (in dollars per share) | $ / shares | $ 3 | ||||||||||||||||
Common stock, share price (in dollars per share) | $ / shares | $ 2.33 | ||||||||||||||||
Convertible Debenture issued on June 19, 2020, July 17, 2020, August 14, 2020, and November 13, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Maturity term | 12 months | ||||||||||||||||
Aggregate principal amount | $ 2,000,000 | ||||||||||||||||
Interest rate (as a percent) | 5.00% | ||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 2.50 | ||||||||||||||||
Percentage of the average of the four lowest daily VWAPs considered for determination of minimum conversion price (as a percent) | 93.00% | ||||||||||||||||
Number of lowest daily VWAPs considered for determination of minimum conversion price | item | 4 | ||||||||||||||||
Conversion floor price (in dollars per share) | $ / shares | $ 2.50 | $ 0.80 | |||||||||||||||
Threshold consecutive trading days for triggering event | item | 10 | ||||||||||||||||
Stock price trigger (in dollars per share) | $ / shares | $ 2.50 | ||||||||||||||||
Threshold number of consecutive trading days over which the lowest daily VWAPs considered for determination of minimum conversion price | item | 10 | ||||||||||||||||
Redemption premium (as a percent) | 10.00% | ||||||||||||||||
Redemption premium payment period | 6 months | ||||||||||||||||
Redemption premium on principal (as a percent) | 20.00% | ||||||||||||||||
Deferral period for monthly payment | 30 days | ||||||||||||||||
Deferral fee (as a percent) | 10.00% | ||||||||||||||||
Beneficial conversion feature | $ 259,540 | ||||||||||||||||
Beneficial ownership (as a percent) | 4.99% | ||||||||||||||||
Period for providing written notice for not to convert debentures | 65 days | ||||||||||||||||
Period after the date of issuance for triggering event | 180 | ||||||||||||||||
Number of shares issued upon conversion | shares | 912,532 | ||||||||||||||||
Conversion of principal due and accrued and unpaid interest of convertible debenture | $ 730,027 | ||||||||||||||||
Convertible Debentures issued on June 19, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 700,000 | ||||||||||||||||
Conversion floor price (in dollars per share) | $ / shares | $ 2.50 | ||||||||||||||||
Common stock, share price (in dollars per share) | $ / shares | $ 1.70 | ||||||||||||||||
Principal amount of debt whose share price is lower than conversion floor price | $ 700,000 | ||||||||||||||||
Convertible Debentures issued on July 17, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 700,000 | ||||||||||||||||
Convertible Debentures issued on August 14, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 300,000 | ||||||||||||||||
Convertible Debentures issued on November 13, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate principal amount | $ 300,000 | ||||||||||||||||
Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 3 | ||||||||||||||||
Minimum | Convertible Debentures issued on November 22, 2019, December 30, 2019 & March 9, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 5.06 | ||||||||||||||||
Minimum | Convertible Debenture issued on June 19, 2020, July 17, 2020, August 14, 2020, and November 13, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 3 |
Convertible Debentures - Compon
Convertible Debentures - Components (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Convertible Debentures | ||
Principal balance | $ 1,300,000 | $ 4,900,000 |
Less: Debentures discount and debts insurance cost | (131,688) | |
Total | $ 1,300,000 | $ 4,768,312 |
Equity - Restricted net assets
Equity - Restricted net assets (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Equity | ||
Statutory reserves | $ 1,670,367 | $ 1,670,367 |
Restricted net assets | $ (19,082,218) | $ 17,978,793 |
Equity - Private placements (De
Equity - Private placements (Details) - Private placements - USD ($) | Dec. 17, 2020 | Jul. 27, 2020 |
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares issued | 5,580,000 | 2,339,000 |
Share purchase price | $ 0.80 | $ 1.50 |
Gross proceeds from this offering | $ 4,464,000 | $ 3,500,000 |
Equity - Issuance of ordinary s
Equity - Issuance of ordinary shares for compensation (Details) - Ms. Wang - USD ($) | May 04, 2021 | Sep. 24, 2020 | Jul. 01, 2020 |
Subsidiary, Sale of Stock [Line Items] | |||
Term of employment agreement | 3 years | ||
Shares issued for compensation | 300,000 | 200,000 | 200,000 |
Market price (in dollars per share) | $ 0.80 | $ 1.35 | |
Consideration for issuance of shares | $ 240,000 | $ 270,000 |
Equity - Conversion of debentur
Equity - Conversion of debenture and debts (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Apr. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Nov. 13, 2020 | |
Debt Conversion [Line Items] | ||||
Conversion price (in dollars per share) | $ 3 | |||
Xiaolin Cao | ||||
Debt Conversion [Line Items] | ||||
Number of shares issued upon conversion | 500,000 | |||
Conversion of debenture and debts | ||||
Debt Conversion [Line Items] | ||||
Principal amount of debentures converted | $ 4,900,000 | $ 800,000 | ||
Interest amount of debentures converted | $ 166,288 | $ 57,165 | ||
Number of shares issued upon conversion | 5,121,795 | 827,057 | ||
Conversion price (in dollars per share) | $ 0.99 | $ 1.04 | ||
Conversion of debenture and debts | Xiaolin Cao | ||||
Debt Conversion [Line Items] | ||||
Principal amount of debentures converted | $ 500,000 | |||
Number of shares issued upon conversion | 500,000 | |||
Conversion price (in dollars per share) | $ 0.83 | |||
Gain on debt settlement | $ 80,000 | |||
Conversion of debenture and debts | Ortoli Rosenstadt LLP | ||||
Debt Conversion [Line Items] | ||||
Legal fees | $ 127,000 | |||
Number of shares issued upon conversion | 127,000 | |||
Conversion price (in dollars per share) | $ 0.76 | |||
Gain on debt settlement | $ 31,115 | |||
Conversion of debenture and debts | Xiaohui Wu | ||||
Debt Conversion [Line Items] | ||||
Accrued expenses | $ 240,000 | |||
Number of shares issued upon conversion | 300,000 | |||
Conversion price (in dollars per share) | $ 0.74 | |||
Gain on debt settlement | $ 14,100 |
Equity - Stock options (Details
Equity - Stock options (Details) | Aug. 15, 2019$ / shares | Aug. 31, 2019USD ($)directorinstallment$ / sharesshares | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of options issued | shares | 95,000 | |||
Total compensation expenses | $ | $ 30,490 | $ 213,431 | ||
Vested stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of options issued | shares | 95,000 | |||
Number of directors to whom options were granted | director | 2 | |||
Number of equal installments in which the options will vest | installment | 4 | |||
Exercise price (in dollars per share) | $ / shares | $ 5 | $ 5 | ||
Term of the options | 3 years | |||
Market price (in dollars per share) | $ / shares | $ 4.6 | |||
Volatility (as a percent) | 118.00% | |||
Risk-free interest rate (as a percent) | 1.44% | |||
Dividend yield (as a percent) | 0.00% | |||
Estimated fair value of options | $ | $ 243,922 | |||
Total service period | 1 year |
Equity - Stock options activity
Equity - Stock options activity (Details) - $ / shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Options outstanding | |||
Beginning balance | 95,000 | ||
Granted/Acquired | 95,000 | ||
Ending balance | 95,000 | 95,000 | |
Exercisable Option | |||
Beginning balance | 71,250 | ||
Granted/Acquired | 71,250 | ||
Ending balance | 71,250 | 71,250 | |
Weighted Average Exercise Price | |||
Beginning balance | $ 5 | ||
Granted/Acquired | $ 5 | ||
Ending balance | $ 5 | $ 5 | |
Average Remaining Contractual Life | |||
Granted/Acquired | 0 years | 3 years | |
Forfeited | 0 years | 0 years | |
Exercised | 0 years | 0 years | |
Average remaining contractual term | 1 year 1 month 13 days | 2 years 1 month 13 days | 0 years |
Equity - Warrants (Details)
Equity - Warrants (Details) - $ / shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Warrants Outstanding | |||
Balance at the beginning | 86,732 | 86,732 | 0 |
Granted/Acquired | 0 | 86,732 | |
Forfeited | 0 | 0 | 0 |
Exercised | 0 | 0 | 0 |
Balance at the end | 86,732 | 86,732 | 86,732 |
Exercisable Shares | |||
Balance at the beginning | 86,732 | 86,732 | 0 |
Granted/Acquired | 0 | 86,732 | |
Forfeited | 0 | 0 | 0 |
Exercised | 0 | 0 | 0 |
Balance at the end | 86,732 | 86,732 | 86,732 |
Weighted Average Exercise Price | |||
Balance at the beginning (in dollars per share) | $ 4.89 | $ 4.89 | $ 0 |
Granted/Acquired (in dollars per share) | 0 | 4.89 | |
Forfeited (in dollars per share) | 0 | 0 | 0 |
Exercised (in dollars per share) | 0 | 0 | 0 |
Balance at the end (in dollars per share) | $ 4.89 | $ 4.89 | $ 4.89 |
Average Remaining Contractual Life | |||
Balance at the beginning (in years) | 3 years 10 months 17 days | 4 years 10 months 20 days | |
Granted/Acquired (in years) | 5 years | ||
Balance at the end (in years) | 2 years 10 months 9 days | 3 years 10 months 17 days | 4 years 10 months 20 days |
Commitments and contingencies -
Commitments and contingencies - Lease commitments (Details) | 12 Months Ended | ||||
Jun. 30, 2021USD ($)agreement | Jun. 30, 2021CNY (¥)agreement | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jul. 01, 2019USD ($) | |
Loss Contingencies [Line Items] | |||||
Number of Operating Lease Agreements | agreement | 7 | 7 | |||
Incremental borrowing rate | 6.09% | ||||
Least cost | $ 18,000 | ¥ 120,000 | |||
Sublease income | 18,000 | ¥ 120,000 | |||
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |||||
2022 | 281,504 | ||||
2023 | 265,505 | ||||
2024 | 273,750 | ||||
2025 | 164,238 | ||||
2026 | 79,534 | ||||
Thereafter | 280,185 | ||||
Total lease payments | 1,344,716 | ||||
Less: Interest | (208,642) | ||||
Present value of lease liabilities | $ 1,136,074 | ||||
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Liabilities | ||||
Continuing operations | |||||
Loss Contingencies [Line Items] | |||||
Rent expense | $ 415,673 | $ 221,844 | $ 348,408 | ||
Discontinued operations. | |||||
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |||||
Present value of lease liabilities | 1,136,074 | ||||
Adjustment | ASU 2016-02 | |||||
Loss Contingencies [Line Items] | |||||
Right of use ("ROU") assets | 1,300,000 | $ 1,300,000 | |||
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |||||
Present value of lease liabilities | $ 1,300,000 | $ 1,300,000 |
Commitments and contingencies_2
Commitments and contingencies - Guarantees (Details) | 12 Months Ended | |
Jun. 30, 2021USD ($) | Jun. 30, 2021CNY (¥) | |
Chongqin Penglin Food Co., Ltd | ||
Loss Contingencies [Line Items] | ||
CQ Mingwen (borrower) | $ 1,238,927 | ¥ 8,000,000 |
GA Yongpeng | ||
Loss Contingencies [Line Items] | ||
CQ Mingwen (borrower) | $ 100,000 | ¥ 809,220 |
Equity interest | 100.00% | 100.00% |
Commitments and contingencies_3
Commitments and contingencies - Contingencies (Details) | Jun. 11, 2020USD ($) | Jun. 11, 2020CNY (¥) | May 07, 2018USD ($) | May 07, 2018CNY (¥) | Jun. 30, 2021USD ($) | Jun. 30, 2021CNY (¥) | Oct. 20, 2020USD ($) | Oct. 20, 2020CNY (¥) | Jun. 30, 2020USD ($) | Nov. 13, 2018USD ($) | Nov. 13, 2018CNY (¥) |
Loss Contingencies [Line Items] | |||||||||||
Short-term Non-bank Loans and Notes Payable | $ 0 | $ 500,000 | |||||||||
Amount of loan due | 9,887,170 | 7,562,123 | |||||||||
Chongqing Zhouyang Shipping Co., Ltd | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Short-term Non-bank Loans and Notes Payable | $ 5,100,000 | ¥ 33,000,000 | |||||||||
Chongqing Haobangshou Ecommerce Co., Ltd. | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Amount of loan due | $ 1,548,659 | $ 1,548,659 | ¥ 10,000,000 | 1,415,328 | |||||||
Outstanding payments for goods purchased | 487,828 | 3,150,000 | |||||||||
Total balance to be repaid | $ 2,036,486 | ¥ 13,150,000 | |||||||||
Annual interest rate | 6.00% | 12.00% | 12.00% | ||||||||
Chongqing Puluosi Small Mortgage Co., Ltd. | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Amount of loan due | $ 4,572,421 | $ 4,183,248 | |||||||||
Annual interest rate | 12.00% | ||||||||||
Guarantees | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Loss Contingency, Non Accrual Amount | $ 270,403 | ||||||||||
Leases | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Loss Contingency Accrual | 49,950 | ||||||||||
Breach of a supermarket equipment purchase agreement | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Remaining balance | $ 300,000 | ¥ 1,700,000 | |||||||||
Loss contingency, damages awarded | $ 3,100 | ¥ 20,000 | |||||||||
Interest rate | 1.50% | 1.50% | |||||||||
Attorney fee | $ 3,100 | ¥ 20,000 | |||||||||
Property guarantee fee | 800 | ¥ 5,000 | |||||||||
Court fee | $ 3,300 | ¥ 21,045 |
Segments (Details)
Segments (Details) | Apr. 03, 2020segment | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Segment Reporting Information [Line Items] | ||||
Number of operating segments | segment | 3 | |||
Revenues | $ 80,498,435 | $ 24,248,765 | ||
Cost of revenues | 77,501,417 | 22,219,528 | ||
Gross profit | 2,997,018 | 2,029,237 | ||
Fresh meat | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 49,102,561 | 86,302,737 | $ 99,079,267 | |
Cost of revenues | 48,404,728 | 81,153,996 | 90,429,027 | |
Gross profit | 697,833 | 5,148,741 | 8,650,240 | |
Depreciation and amortization | 485,559 | 506,775 | 521,925 | |
Total capital expenditures | 0 | 700,399 | 20,635 | |
Feed raw materials | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 80,498,435 | 24,248,765 | ||
Cost of revenues | 77,501,417 | 22,219,528 | ||
Gross profit | 2,997,018 | 2,029,237 | ||
Depreciation and amortization | 6,514 | 1,579 | ||
Total capital expenditures | 0 | 0 | ||
Discontinued operations. | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 49,102,561 | 87,877,702 | 102,545,152 | |
Cost of revenues | 48,404,728 | 82,589,593 | 93,543,933 | |
Gross profit | 697,833 | 5,288,109 | 9,001,219 | |
Depreciation and amortization | 488,867 | 632,032 | 689,534 | |
Total capital expenditures | 0 | 700,399 | 20,635 | |
Discontinued operations. | Grocery stores | Grocery stores | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1,574,965 | 3,465,885 | ||
Cost of revenues | 1,435,597 | 3,114,906 | ||
Gross profit | 139,368 | 350,979 | ||
Depreciation and amortization | 3,308 | 125,257 | 167,609 | |
Total capital expenditures | $ 0 | $ 0 | $ 0 |
Segments - Assets (Details)
Segments - Assets (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 40,875,828 | $ 63,349,434 |
Holding companies | ||
Segment Reporting Information [Line Items] | ||
Total assets | 133,427 | 216,240 |
Fresh meat | ||
Segment Reporting Information [Line Items] | ||
Total assets | 24,580,812 | 44,857,432 |
Feed raw materials | ||
Segment Reporting Information [Line Items] | ||
Total assets | 15,633,213 | 17,633,125 |
Grocery stores | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 528,376 | $ 642,637 |
Condensed financial informati_3
Condensed financial information of the parent company - Balance sheets (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
CURRENT ASSETS | ||||
Cash and cash equivalents | $ 7,603 | $ 1,071,564 | $ 2,684,643 | |
Prepayments | 2,051,547 | 1,057,423 | ||
Other receivables | 0 | 41,687 | ||
Total current assets | 32,521,714 | 50,275,934 | ||
OTHER ASSETS | ||||
Total assets | 40,875,828 | 63,349,434 | ||
CURRENT LIABILITIES | ||||
Loans from third parties | 0 | 500,000 | ||
Convertible debenture, net | 1,300,000 | 4,768,312 | ||
Other payable and accrued expenses | 242,410 | 409,725 | ||
Other payables - related parties | 3,229,948 | 2,264,566 | ||
Total current liabilities | 38,697,292 | 32,735,590 | ||
Total liabilities | 42,495,816 | 36,522,598 | ||
COMMITMENTS AND CONTINGENCIES | ||||
SHAREHOLDERS' (DEFICIT) EQUITY | ||||
Ordinary shares, $0.01 par value, 50,000,000 shares authorized, 40,716,642 and 23,971,084 shares issued and outstanding as of June 30, 2021 and 2020, respectively | 407,167 | 239,711 | ||
Additional Paid in Capital | 32,175,798 | 15,765,411 | ||
Deferred share compensation | (21,140) | (47,708) | ||
Statutory reserves | 1,670,367 | 1,670,367 | ||
(Accumulated deficit) retained earnings | (38,574,620) | 7,034,899 | ||
Accumulated other comprehensive loss | 1,120,774 | (856,218) | ||
Total China Xiangtai Food Co., Ltd. shareholders' (deficit) equity | (3,221,654) | 23,806,462 | ||
NONCONTROLLING INTERESTS | 1,601,666 | 3,020,374 | ||
Total (deficit) equity | (1,619,988) | 26,826,836 | $ 24,525,214 | $ 14,033,535 |
Total liabilities and shareholders' equity | 40,875,828 | 63,349,434 | ||
Reportable Legal Entities [Member] | Parent Company [Member] | ||||
CURRENT ASSETS | ||||
Cash and cash equivalents | 1,943 | 163,640 | ||
Prepayments | 130,088 | 18,406 | ||
Other receivables | 0 | 28,940 | ||
Intercompany Receivables | 19,163,736 | 9,963,384 | ||
Total current assets | 19,295,767 | 10,174,370 | ||
OTHER ASSETS | ||||
Investment in subsidiary | 0 | 19,713,942 | ||
Total assets | 19,295,767 | 29,888,312 | ||
CURRENT LIABILITIES | ||||
Loans from third parties | 0 | 500,000 | ||
Convertible debenture, net | 1,300,000 | 4,768,312 | ||
Other payable and accrued expenses | 218,045 | 390,122 | ||
Other payables - related parties | 720,809 | 423,416 | ||
Total current liabilities | 2,238,854 | 6,081,850 | ||
Loss in excess of investment in subsidiaries | 20,278,567 | 0 | ||
Total liabilities | 22,517,421 | 6,081,850 | ||
COMMITMENTS AND CONTINGENCIES | ||||
SHAREHOLDERS' (DEFICIT) EQUITY | ||||
Ordinary shares, $0.01 par value, 50,000,000 shares authorized, 40,716,642 and 23,971,084 shares issued and outstanding as of June 30, 2021 and 2020, respectively | 407,167 | 239,711 | ||
Additional Paid in Capital | 32,175,798 | 15,765,411 | ||
Deferred share compensation | (21,140) | (47,708) | ||
Statutory reserves | 1,670,367 | 1,670,367 | ||
(Accumulated deficit) retained earnings | (38,574,620) | 7,034,899 | ||
Accumulated other comprehensive loss | 1,120,774 | (856,218) | ||
Total China Xiangtai Food Co., Ltd. shareholders' (deficit) equity | (3,221,654) | 23,806,462 | ||
Total liabilities and shareholders' equity | $ 19,295,767 | $ 29,888,312 |
Condensed financial informati_4
Condensed financial information of the parent company (Details) - $ / shares | Jun. 30, 2021 | Jun. 30, 2020 |
Condensed financial information of the parent company | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Common Stock, Shares, Issued | 40,716,642 | 23,971,084 |
Common Stock, Shares, Outstanding | 40,716,642 | 23,971,084 |
Condensed financial informati_5
Condensed financial information of the parent company - Statement of income and comprehensive income (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
OPERATING EXPENSES: | |||
General and administrative | $ (2,007,609) | $ (2,978,213) | $ (511,211) |
Stock compensation expense | (1,889,173) | (930,223) | |
Total operating expenses | 15,992,933 | 4,638,989 | 511,211 |
LOSS FROM OPERATIONS | (12,995,915) | (2,609,752) | (511,211) |
OTHER INCOME (EXPENSE) | |||
Interest expense | (294,139) | (167,097) | |
Other finance expenses | (136,456) | (362,413) | (927) |
Gain on debt settlements | 125,215 | 0 | 0 |
Total other (expense) income, net | (304,166) | (533,315) | 840 |
Net (loss) income attributable to non-controlling interest | (45,609,519) | (4,876,942) | 4,363,591 |
FOREIGN CURRENCY TRANSLATION ADJUSTMENT | 2,031,732 | (559,320) | (267,546) |
COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO CHINA XIANGTAI FOOD CO., LTD. | (43,632,527) | (5,424,589) | 4,096,045 |
Reportable Legal Entities [Member] | Parent Company [Member] | |||
OPERATING EXPENSES: | |||
General and administrative | (1,585,052) | (2,512,271) | (309,466) |
Stock compensation expense | (1,889,173) | (930,223) | 0 |
Total operating expenses | 3,474,225 | 3,442,494 | 309,466 |
LOSS FROM OPERATIONS | (3,474,225) | (3,442,494) | (309,466) |
OTHER INCOME (EXPENSE) | |||
Interest expense | (156,048) | (123,212) | 0 |
Other finance expenses | (134,960) | (359,187) | 0 |
Gain on debt settlements | 125,215 | 0 | 0 |
Equity (loss) income of subsidiaries | (41,969,501) | (952,049) | 4,673,057 |
Total other (expense) income, net | (42,135,294) | (1,434,448) | 4,673,057 |
Net (loss) income attributable to non-controlling interest | (45,609,519) | (4,876,942) | 4,363,591 |
FOREIGN CURRENCY TRANSLATION ADJUSTMENT | 1,976,992 | (547,647) | (267,546) |
COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO CHINA XIANGTAI FOOD CO., LTD. | $ (43,632,527) | $ (5,424,589) | $ 4,096,045 |
Condensed financial informati_6
Condensed financial information of the parent company - Statement of cash flows (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net (loss) income | $ (47,082,967) | $ (4,399,533) | $ 4,363,591 |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock compensation expense | 1,889,173 | 930,223 | 0 |
Late payment penalty expense | 0 | 500,000 | 0 |
Amortization of convertible debenture issuance cost and discount | 131,688 | 357,853 | 0 |
Gain on debt settlements | (125,215) | 0 | 0 |
Change in operating assets and liabilities | |||
Prepayments | (877,450) | 3,062,453 | 0 |
Net cash used in operating activities | (10,543,830) | (5,912,019) | (5,267,261) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from other payables - related parties, net | (1,267,425) | (5,806,825) | (801,409) |
Proceeds from issuance of ordinary shares through private placements | 8,992,165 | 0 | 1,039,916 |
Proceeds from convertible debentures, net of issuance costs | 1,300,000 | 5,480,000 | 0 |
Net cash provided by financing activities | 8,654,167 | 4,077,008 | 6,650,526 |
CHANGES IN CASH | (1,429,829) | (1,680,245) | 2,896,912 |
NON-CASH TRANSACTIONS OF INVESTING AND FINANCING ACTIVITIES | |||
Issuance of ordinary shares with redemption rights of mezzanine equity | 0 | 0 | 1,800,000 |
Conversion of convertible debenture into ordinary shares | 5,066,288 | 857,165 | 0 |
Reportable Legal Entities [Member] | Parent Company [Member] | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net (loss) income | (45,609,519) | (4,876,942) | 4,363,591 |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Equity income of subsidiary | 41,969,501 | 952,049 | (4,673,057) |
Stock compensation expense | 1,889,173 | 930,223 | 0 |
Late payment penalty expense | 0 | 500,000 | 0 |
Amortization of convertible debenture issuance cost and discount | 131,688 | 357,853 | 0 |
Gain on debt settlements | (125,215) | 0 | 0 |
Change in operating assets and liabilities | |||
Other receivables | 28,940 | (28,940) | 0 |
Prepayments | (111,682) | (18,406) | 0 |
Accrued expenses | 276,210 | 269,521 | 126,213 |
Intercompany | (9,200,351) | (3,567,750) | 0 |
Net cash used in operating activities | (10,751,255) | (5,482,392) | (183,253) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from other payables - related parties, net | 297,393 | 166,032 | 183,253 |
Proceeds from issuance of ordinary shares through private placements | 8,992,165 | 0 | 0 |
Proceeds from convertible debentures, net of issuance costs | 1,300,000 | 5,480,000 | 0 |
Net cash provided by financing activities | 10,589,558 | 5,646,032 | 183,253 |
CHANGES IN CASH | (161,697) | 163,640 | 0 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 163,640 | 0 | 0 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of year | 1,943 | 163,640 | 0 |
NON-CASH TRANSACTIONS OF INVESTING AND FINANCING ACTIVITIES | |||
Issuance of ordinary shares with redemption rights of mezzanine equity | 0 | 0 | 1,800,000 |
Issuance of ordinary shares for acquisition | 0 | 2,658,909 | 0 |
Conversion of debts into ordinary shares | 741,785 | 0 | 0 |
Conversion of convertible debenture into ordinary shares | $ 5,066,288 | $ 857,165 | $ 0 |