HAPPINESS DEVELOPMENT GROUP LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

AS OF SEPTEMBER 30, 2021, AND MARCH 31, 2021

AND

FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

HAPPINESS DEVELOPMENT GROUP LIMITED

TABLE OF CONTENTS

Consolidated Financial Statements
Consolidated Balance Sheets as of September 30, 2021 and March 31, 2021 (UNAUDITED) F-2
Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the six months ended September 30, 2021 and 2020 (UNAUDITED) F-3
Consolidated Statements of Changes in Shareholders' Equity for the six months ended September 30, 2021 and 2020 (UNAUDITED) F-4
Consolidated Statements of Cash Flows for the six months ended September 30, 2021 and 2020 (UNAUDITED) F-5

F-1

HAPPINESS DEVELOPMENT GROUP LIMITED

CONSOLIDATED BALANCE SHEETS

AS OF SEPTEMBER 30, 2021, AND MARCH 31, 2021

(UNAUDITED)

(IN U.S. DOLLARS)

As of
September 30,
As of
March 31,
2021 2021
ASSETS
Current assets
Cash and cash equivalents $ 45,710,044 $ 36,558,752
Accounts receivable 19,195,282 34,563,743
Inventories 2,428,641 1,785,379
Due from related parties 124,156 -
Prepaid expenses and other current assets 19,368,295 22,189,744
Total current assets 86,826,418 95,097,618
Property, plant and equipment, net 10,381,490 10,514,031
Intangible assets, net 2,069,316 1,832,099
Goodwill 552,567 162,832
Other assets 4,315,953 5,138,105
TOTAL ASSETS $ 104,145,744 $ 112,744,685
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable $ 8,769,624 $ 8,841,163
Other payables and accrued liabilities 2,083,303 3,694,943
Income tax payable 509 334,523
Short-term bank borrowings 2,004,502 2,237,000
TOTAL LIABILITIES 12,857,938 15,107,629
COMMITMENTS AND CONTINGENCIES -
SHAREHOLDERS' EQUITY
Ordinary shares, $0.0005 par value, 90,000,000 shares authorized, 31,953,025 and 30,481,580 shares issued and outstanding, respectively 15,977 15,241
Preferred shares, $0.0005 par value, 10,000,000 shares authorized, 0 shares issued and outstanding - -
Additional paid-in capital 29,054,060 26,545,384
Statutory surplus reserve 7,622,765 7,622,765
Retained earnings 51,421,031 61,475,891
Accumulated other comprehensive income (loss) 3,217,398 (913,621 )
Total Happiness Development Group Limited Shareholders' Equity 91,331,231 94,745,660
Non-controlling interests (43,425 ) 2,891,396
TOTAL SHAREHOLDERS' EQUITY 91,287,806 97,637,056
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 104,145,744 $ 112,744,685

F-2

HAPPINESS DEVELOPMENT GROUP LIMITED

CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)

FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

(UNAUDITED)

(IN U.S. DOLLARS)

For the six months ended
September 30,
2021 2020
Revenues $ 46,884,584 $ 21,877,234
Cost of revenues (41,210,047 ) (12,299,331 )
Gross profit 5,674,537 9,577,903
Operating expenses:
Selling and marketing 11,636,367 3,699,676
General and administrative 3,780,718 1,441,736
Research and development 789,482 746,898
Total operating expenses 16,206,567 5,888,310
Operating (loss) income (10,532,030 ) 3,689,593
Other income (expenses):
Interest income 62,737 67,511
Interest expense (38,511 ) (58,154 )
Other income, net 114,059 210,023
Total other income, net 138,285 219,380
(Loss) /income before income taxes (10,393,745 ) 3,908,973
Income tax provision (149,429 ) (722,858 )
Net (loss) /income $ (10,543,174 ) $ 3,186,115
Net income /(loss) attributable to non-controlling interests 488,314 (1,812 )
Net (loss) /income attributable to Happiness Development Group Limited (10,054,860 ) 3,184,303
Other comprehensive income (loss):
Foreign currency translation adjustments 1,607,416 3,015,157
Comprehensive (loss) /income $ (8,935,758 ) $ 6,201,272
Less: comprehensive income /(loss) attributable to non-controlling interests: 2,523,603 (6,978 )
Comprehensive (loss) /income attributable to Happiness Development Group Limited (6,412,155 ) 6,194,294
Basic and diluted earnings (loss) per ordinary share
Basic and diluted $ (0.37 ) $ 0.13
Weighted average number of ordinary shares outstanding
Basic and diluted 26,933,050 25,039,560

F-3

HAPPINESS DEVELOPMENT GROUP LIMITED

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

(UNAUDITED)

(IN U.S. DOLLARS)

Ordinary
Shares
Ordinary
shares
amount
Additional
paid-in
capital
Statutory
surplus
reserve
Retained
earnings
Accumulated
other
comprehensive
income (loss)

Total
Happiness

Development
Group
Limited
Shareholders'
Equity

Non-controlling interests Total
equity
Balance at March 31, 2021 30,481,580 $ 15,241 $ 26,545,384 $ 7,622,765 $ 61,475,891 $ (913,621 ) $ 94,745,660 $ 2,891,396 $ 97,637,056
Ordinary shares issued for cash 1,240,000 620 2,156,980 - - - 2,157,600 - 2,157,600
Ordinary shares issued for services 231,445 116 351,696 - - - 351,812 - 351,812
Contribution from non-controlling shareholders - - - - - - - 77,096 77,096
Net loss - - - - (10,054,860 ) - (10,054,860 ) (488,314 ) (10,543,174 )
Foreign currency translation adjustments - - - - - 4,131,019 4,131,019 (2,523,603 ) 1,607,416
Balance at September 30, 2021 31,953,025 $ 15,977 $ 29,054,060 $ 7,622,765 $ 51,421,031 $ 3,217,398 $ 91,331,231 $ (43,425 ) $ 91,287,806
Ordinary
Shares
Ordinary
Shares
Amount
Additional
paid-in
capital
Statutory
surplus
reserve
Retained
earnings
Accumulated
other
comprehensive
loss
Total
Happiness
Development
Group
Limited Shareholders' Equity
Non-controlling
interests
Total
equity
Balance at March 31, 2020 25,000,000 $ 12,500 $ 15,044,002 $ 2,064,096 $ 66,623,204 $ (4,153,813 ) $ 79,589,989 $ - $ 79,589,989
Ordinary shares issued for cash 900,000 450 2,227,427 - - - 2,227,877 - 2,227,877
Contribution by noncontrolling interest shareholders - - - - - - - 36,174 36,174
Net income - - - - 3,184,303 - 3,184,303 1,812 3,186,115
Dividend - - - - (375,000 ) - (375,000 ) - (375,000 )
Foreign currency translation adjustments - - - - - 3,009,991 3,009,991 5,166 3,015,157
Balance at September 30, 2020 25,900,000 $ 12,950 $ 17,271,429 $ 2,064,096 $ 69,432,507 $ (1,143,822 ) $ 87,637,160 $ 43,152 $ 87,680,312

F-4

HAPPINESS DEVELOPMENT GROUP LIMITED

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

(UNAUDITED)

(IN U.S. DOLLARS)

For the six months ended
September 30,
2021 2020
Cash Flows from Operating Activities:
Net income $ (10,543,174 ) $ 3,186,115
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 517,430 393,709
Share-based compensation 351,812 -
Changes in operating assets and liabilities:
Accounts receivable 15,909,423 9,173,869
Inventories (239,266 ) (17,267 )
Due from related parties (124,808 ) -
Prepaid expenses 12,489,464 (3,078,398 )
Other assets 881,539 (1,587,241 )
Accounts payable 32,141 (91,993 )
Other payables and accrued liabilities (12,179,570 ) 372,363
Income taxes payable (340,235 ) 287,310
Net cash provided by operating activities 6,754,756 8,638,467
Cash Flows from Investing Activities:
Purchases of property, plant and equipment (179,265 ) (1,230,804 )
Purchase of intangible assets (17,050 ) (1,070 )
Purchase of BAODENG (17,913 ) -
Net cash used in investing activities (214,228 ) (1,231,874 )
Cash Flows from Financing Activities:
Proceeds from issuance of ordinary shares 2,157,600 2,134,531
Capital contributions from noncontrolling interest shareholders 77,096 36,174
Repayments to related party payables - (833,968 )
Proceeds from short-term loans 1,085,019 1,243,755
Repayments on short-term loans (1,348,524 ) (1,000,723 )
Dividends paid - (375,000 )
Net cash provided by financing activities 1,971,191 1,204,769
Effect of exchange rate changes on cash and cash equivalents 639,573 1,537,203
Net increase in cash and cash equivalents 9,151,292 10,148,565
Cash and cash equivalents at the beginning of period 36,558,752 33,654,765
Cash and cash equivalents at the end of period $ 45,710,044 $ 43,803,330
Supplemental disclosures of cash flows information:
Cash paid for income taxes $ 558,491 $ 435,548
Cash paid for interest expense $ 38,511 $ 58,154

F-5

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Happiness Biotech Group Ltd. published this content on 06 January 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 January 2022 13:07:08 UTC.