Financial Performance - Net profit for the three months ended March 31, 2024, was $23,883,878, compared to a net loss of $212,194 for the same period in 2023, indicating a significant turnaround[10]. - The company reported other income of $24,214,021 for the three months ended March 31, 2024, which contributed to the overall profit before income taxes of $23,883,878[10]. - The net profit for the three months ended March 31, 2024, is reported at $23,883,878, with a net profit per share of $9.10, compared to a loss of $212,194 and a loss per share of $0.08 for the same period in 2023[49]. - The company recognized a gain of $24,214,021 on digital assets, compared to $10,216,901 for the same period in 2023, reflecting a 137% increase[57]. - Operating expenses for the three months ended March 31, 2024, were $330,143, up from $212,194 in the same period of 2023, reflecting increased operational costs[10]. - General and administrative expenses increased to $330,143 for the three months ended March 31, 2024, from $212,194 in the prior year, primarily due to higher BTC consulting fees[88]. Assets and Equity - Total current assets increased to $73,345,474 as of March 31, 2024, up from $49,133,905 as of December 31, 2023, representing a growth of approximately 49.2%[9]. - Total stockholders' equity increased to $68,809,595 as of March 31, 2024, compared to $44,925,822 as of December 31, 2023, reflecting a growth of approximately 53.3%[9]. - The company’s accumulated deficits decreased to $12,461,058 as of March 31, 2024, from $11,422,820 as of December 31, 2023, showing an improvement in financial health[9]. - As of March 31, 2024, the company holds approximately 833.19 bitcoins with a carrying value of $59,420,922, compared to $35,206,901 as of December 31, 2023, reflecting a gain of $24,214,021 during the period[31]. - The fair value of digital assets increased by $24,214,021 during the period, with the market value of digital assets reaching $59,420,922 as of March 31, 2024[30]. - The accounts receivable as of March 31, 2024, stood at $1,130,664, slightly down from $1,133,116 as of December 31, 2023[59]. Cash and Cash Equivalents - Cash and cash equivalents remained stable at $668,388 as of March 31, 2024, unchanged from the previous reporting period[10]. - The company maintains cash and cash equivalents of $668,388 as of March 31, 2024, unchanged from December 31, 2023[55]. - As of March 31, 2024, the company had cash on hand of $668,388, with no change in cash held during the period[88]. Business Strategy - The company continues to pursue a strategy of acquiring and holding bitcoin, viewing it as a long-term investment without a specific target for the amount to hold[21]. - The company plans to monitor market conditions to determine whether to engage in additional financings to purchase more bitcoin, indicating a proactive approach to asset management[22]. - The company has a prepayment of approximately $12,125,500 for 1,000 BTC, expected to be delivered by May 2024 at a lock-up price of $30,000 per BTC[62]. Revenue Generation - The company has not generated any service revenue for the three months ended March 31, 2024, indicating a focus on digital asset management rather than traditional service offerings[10]. - The company has not generated any revenue from its SaaS business during the period ended March 31, 2024[53]. Corporate Changes - The company changed its name to Next Technology Holding Inc effective April 2, 2024, with its common stock continuing to trade under the ticker symbol "NXTT" on NASDAQ[77]. - The company entered into a share purchase agreement to acquire 2,000 shares of Future Dao Group Holding Limited for an aggregate purchase price of $13,396,000, expected to close by the end of April 2024[76]. - The company’s total issued and outstanding common stock increased to 2,625,130 shares as of March 31, 2024, following the issuance of 1,570,600 shares in September 2023[72]. Accounting and Compliance - Financial statements are prepared in accordance with GAAP, requiring management to make estimates and assumptions[91]. - The company follows ASC 606 for revenue recognition, which includes a five-step model for recognizing revenue from contracts[29]. - Digital assets are accounted for as indefinite-lived intangible assets, recorded at cost and measured net of impairment losses[30]. - Recent accounting pronouncements are not expected to have a material impact on the company's financial statements[92]. - The company is classified as a "smaller reporting company" and is not required to provide certain market risk disclosures[94]. Market Conditions - Inflation does not materially affect the company's business or operational results[90]. - The RMB to USD exchange rate was 7.22 as of March 31, 2024, compared to 7.09 as of December 31, 2023[35]. - The company does not have any off-balance sheet arrangements[90].

Bitcoin Acquisition and Strategy - The company acquired bitcoin worth $24,990,000, resulting in a market value of $35,206,901 and a digital asset gain of $10,216,901 as of December 31, 2023[13]. - The company holds a total of 833 bitcoins, maintaining this number since the previous year[13]. - The company plans to continue accumulating bitcoin as long-term holdings without setting a specific target for the amount[11]. - The company may periodically sell bitcoin for corporate purposes, including treasury management and tax benefits[12]. - The bitcoin acquisition strategy involves using liquid assets exceeding working capital requirements and may include issuing debt or equity securities[51]. - The total supply of bitcoin is capped at 21 million, with the current mining reward at 6.25 bitcoin per block, expected to halve to 3.125 bitcoin in April 2024[54]. - On January 10, 2024, the SEC approved the listing and trading of shares of spot bitcoin exchange-traded products (ETPs) on U.S. national securities exchanges, marking a significant regulatory milestone for direct bitcoin investment[57]. - The Bitcoin market's value is influenced by supply and demand dynamics, market expectations for bitcoin adoption, and the number of merchants accepting bitcoin as payment[58]. Regulatory Environment - Regulatory changes in Hong Kong and potential impacts from PRC laws could affect the company's operations and ability to offer securities[24]. - The company is not currently required to obtain regulatory approvals from PRC authorities for its operations in Hong Kong[24]. - The company faces risks associated with operating in Hong Kong, including scrutiny and potential changes in PRC policies that could impact profitability[27]. - The company is aware of the evolving regulatory landscape in China, which may affect its business operations and foreign investments[25]. - The SEC has initiated targeted reviews of filings for companies with significant China-based operations, which may impact their market activities[28]. - The U.S. regulatory landscape for digital assets is evolving, with multiple agencies examining the operations of digital asset networks and exchanges[31]. - The CFTC considers certain digital assets, including bitcoin, as commodities, which subjects them to market manipulation and fraud oversight[33]. - The SEC does not classify bitcoin as a security under federal securities laws, but this is not an official policy statement[34]. - The PCAOB has secured complete access to inspect public accounting firms in mainland China and Hong Kong, which may affect companies' compliance under the HFCAA[39]. Financial and Tax Compliance - NEXT TECHNOLOGY HOLDING INC. relies on dividends from its Hong Kong and PRC subsidiaries to fund cash requirements, but no dividends have been distributed as of the report date[42][43]. - The company intends to retain all available funds for business operations and expansion, with no anticipated dividends in the foreseeable future[44]. - The current Value-added Tax (VAT) rate applicable to the company is 6%, with a previous adjustment from 17% to 16% and then to 13% for certain sales[96]. - The withholding tax on dividends for non-PRC resident investors is generally 10%, which can be reduced to 5% under certain conditions for Hong Kong resident enterprises[99]. - The company is eligible for tax refunds under certain favorable government policies starting from 2021[96]. - The Enterprise Income Tax rate for resident enterprises in China is 25% on income obtained both in and outside the PRC[93]. - Non-resident enterprises with no institutions in the PRC are subject to a reduced Enterprise Income Tax rate of 10% on income obtained in the PRC[93]. - Wholly foreign-owned enterprises in China can only distribute dividends from accumulated after-tax profits, with a mandatory allocation of 10% to the statutory common reserve fund[91]. - Profits tax is imposed at rates of 8.25% on assessable profits up to HKD 2,000,000 and 16.5% on profits over HKD 2,000,000 for corporations[111]. - Hong Kong stamp duty is charged at an ad valorem rate of 0.1% on the higher of the consideration or market value of shares, totaling 0.2% for typical transactions[111]. - A fixed duty of HKD 5 is payable on any instrument of transfer of Hong Kong shares[111]. - Penalties for unpaid stamp duty can be up to ten times the duty payable[111]. - No capital gains tax is imposed in Hong Kong on the sale of shares[110]. - Trading gains from the sale of shares by certain taxpayers may be subject to profits tax unless proven to be long-term investments[111]. - Employers must notify the Commissioner of Inland Revenue within three months of commencing employment of individuals likely to be chargeable to tax[110]. - Employers must also notify the Commissioner one month before ceasing employment of such individuals[110]. Employment and Insurance - The company has 8 full-time employees, with 3 in operations, 2 in technology, 1 in general administration, and 2 in the financial department[65]. - The company provides employee benefits in compliance with Hong Kong law, including pension, medical, and unemployment insurance[66]. - The company maintains certain insurance policies, including social security insurance, but does not have business interruption or product liability insurance[67]. - The company has entered into written employment contracts with all employees, ensuring compliance with PRC labor laws[102]. Legal Matters - A derivative lawsuit was filed against the company on September 28, 2023, seeking control, which was dismissed without prejudice on October 18, 2023[70]. - On November 7, 2023, a temporary restraining order was issued against unauthorized individuals claiming control over the company[71]. Compliance with Laws - The company is in compliance with the Cyber Security Law of the PRC, which mandates measures for network security and personal data protection[82]. - The company’s corporate structure is not subject to the M&A Rules, but there are uncertainties regarding the interpretation of these rules in overseas offerings[78]. - The Foreign Investment Law of the PRC, effective January 1, 2020, ensures fair competition and protection of intellectual property rights for foreign investment enterprises[84]. - Companies in PRC must comply with social insurance regulations, providing basic pension, medical, unemployment, maternity, and occupational injury insurance[103]. - The company has received a business registration certificate in Hong Kong and is in compliance with local business registration regulations[109]. - The company is in compliance with the regulations regarding Hong Kong taxation[112]. - The company is classified as a "smaller reporting company" and is not required to provide certain market risk disclosures[162].

Group 1 - WeTrade plans to change its name from WeTrade to Next Technology and its stock ticker from WETG to NXTT, with approval from 50.5% of shareholders [1] - The company will not hold a shareholder meeting for a vote on the name and ticker change due to the majority approval [1] - Following the announcement, WETG stock initially fell by as much as 20% in pre-market trading but later recovered to a decline of 2.4% as of Monday morning [2] Group 2 - The stock had previously experienced an 8.7% decline during normal trading hours on Friday [2] - The article mentions other stocks of interest in the market, including Intelligent Bio Solutions, Millennium Group, and DIH Holding US [2]

Core Viewpoint - WeTrade Group Inc. and Beijing YueShang Digital Technology Group Co., Ltd. have jointly declared that the announcement regarding the sale of their companies is false, and they will pursue legal action against WeTrade Group Inc. for economic compensation [1] Group 1: WeTrade Information Technology Limited - WeTrade Information Technology Limited is a technology research and development company focused on the WTPay business of WeTrade Group Inc., with its core product VCard covering 15 countries globally [2] - The company is also a significant partner in Ping An Bank's financial business [2] Group 2: Beijing YueShang Digital Technology Group Co., Ltd. - Beijing YueShang Digital Technology Group Co., Ltd. operates in various sectors including YCloud, Y-Health, and YG [3][4] - YCloud provides a micro business cloud intelligent system aimed at enhancing user marketing relationships and profit management through advanced technology and big data analysis, leading in the domestic micro commerce industry [3] - Y-Health focuses on global public health, particularly in testing, epidemic prevention, daily health, and traditional Chinese medicine, with investments in Jiqing Biotechnology and partnerships with several healthcare companies [4] - YG offers tools and technical support for the digital new energy industry in the Middle East and Central Asia, collaborating with multiple domestic new energy enterprises [4]

Financial Performance - Total service revenue for the three months ended September 30, 2023, was $1,633,836, a decrease from $5,607,270 in the same period of 2022, representing a decline of approximately 71.1%[10] - Gross profit for the three months ended September 30, 2023, was $1,235,299, compared to a gross loss of $1,294,980 in the same period of 2022[10] - Operating expenses for the three months ended September 30, 2023, increased to $13,622,149, up from $7,799,979 in the same period of 2022, reflecting an increase of approximately 74.3%[10] - The net loss from continuing operations for the three months ended September 30, 2023, was $8,496,543, compared to a loss of $8,657,091 in the same period of 2022, indicating a slight improvement[10] - The net loss for the period ending September 30, 2023, was $9,455,304, compared to a net loss of $8,538,873 for the same period in 2022[20] - The company reported a loss from discontinued operations of $5,421,236 for the nine months ended September 30, 2023, compared to a loss of $6,418,752 for the same period in 2022[72] Assets and Liabilities - Total assets as of September 30, 2023, were $41,876,160, a decrease from $43,060,806 as of December 31, 2022, representing a decline of approximately 2.7%[9] - Total liabilities as of September 30, 2023, were $2,118,337, an increase from $1,341,296 as of December 31, 2022, reflecting an increase of approximately 57.8%[9] - Stockholders' equity as of September 30, 2023, was $39,757,823, down from $41,719,510 as of December 31, 2022, indicating a decrease of approximately 4.7%[9] - The balance of accumulated deficits as of September 30, 2023, was $(16,590,652), reflecting ongoing financial challenges[14] - Total assets related to discontinued operations increased to $12,105,747 as of September 30, 2023, from $1,475,491 as of December 31, 2022[74] - Total liabilities related to discontinued operations rose to $7,672,294 as of September 30, 2023, compared to $233,060 as of December 31, 2022[74] Shareholder Information - The company issued 1,570,600 shares during the three months ended September 30, 2023, resulting in additional paid-in capital of $12,616,454[13] - The company issued 1,570,600 shares for a total amount of $12,616,454 as of September 30, 2023, increasing total issued shares to 2,625,130[79] - The weighted-average common shares outstanding for basic and diluted calculations were 114,844,076 as of September 30, 2023[54] Cash Flow and Investments - Cash flows from operating activities resulted in a net cash outflow of $8,530,677 for the nine months ended September 30, 2023[20] - The total cash and cash equivalents at the end of the period was $1,416,885, down from $20,261,882 at the beginning of the period[20] - The Company held cash and cash equivalents amounting to $1,416,885 as of September 30, 2023, with no bank deposits in the USA[62] - The Company purchased approximately 833 BTC at a total cost of $24,990,000 during the nine months ended September 30, 2023[64] - The company plans to continue its strategy of acquiring bitcoin with excess liquid assets, subject to market conditions[25] - The company has made a prepayment of approximately $12,125,500 for 40% of 1000 BTC, expected to be delivered by the end of November 2023 at a lock-up price of $30,000 per BTC[67] Digital Assets - The company holds approximately 833 bitcoins, with a carrying amount of $22,398,510 after accounting for impairment losses[27] - The Company recognized a cumulative impairment loss of $2,591,490 on digital assets as of September 30, 2023[35] - Digital asset impairment loss for the period was $2,591,489, impacting the carrying amount of digital assets[20] - As of September 30, 2023, the Company held approximately 833.19 bitcoins with a carrying value of approximately $22.4 million[35] Revenue Recognition - The Company applies ASC 606 for revenue recognition, which requires a five-step model for recognizing revenue from contracts with customers[33] - For the period ended September 30, 2023, the Company generated total revenues of $2,229,999, a significant decrease from $9,197,681 for the same period in 2022[59] - The Ycloud-SAAS business generated revenues of $596,163 for the period ended September 30, 2023, compared to $9,197,681 in the prior year[59] Other Financial Information - The company has not recognized an income tax benefit for its operating losses in the U.S. and Singapore due to the expectation of not commencing active operations in these regions[80] - Related party payables increased to $719,683 as of September 30, 2023, from $521,296 as of December 31, 2022[68] - Director fees payable rose to $954,000 as of September 30, 2023, compared to $770,000 as of December 31, 2022[68] - Accrued expenses for software development fees amounted to $270,864 as of September 30, 2023, with no prior balance reported[70] - As of September 30, 2023, accounts receivable amounted to $129,765, compared to $0 as of December 31, 2022[65]

Financial Performance - Net income from continuing operations for the three months ended June 30, 2023, was $26,079, compared to a loss of $452,139 for the same period in 2022[11]. - Total service revenue for the three months ended June 30, 2023, was $603,343, down from $1,451,459 in the same period last year, representing a decline of approximately 58.4%[11]. - Operating expenses for the three months ended June 30, 2023, were $822,220, compared to $1,827,438 for the same period in 2022, a decrease of about 55.1%[11]. - The company reported a gross loss of $94,582 for the three months ended June 30, 2023, compared to a gross profit of $1,355,510 in the same period last year[11]. - Total comprehensive loss for the three months ended June 30, 2023, was $(637,193), compared to a loss of $(1,365,792) for the same period in 2022[11]. - As of June 30, 2023, the net loss from operations was $958,761, compared to a net profit of $140,177 for the same period in 2022[21]. - The company reported a net loss of $926,518 for the six months ended June 30, 2023, compared to a net income of $274,871 in the same period of 2022[118]. - Total revenue for the six-month period ended June 30, 2023, was $603,343, a decrease of approximately 83.2% from $3,590,411 in the same period of 2022[120]. Assets and Liabilities - Total current assets decreased from $34,215,145 to $30,741,321, a decline of approximately 13.5%[10]. - Total liabilities decreased from $4,509,731 to $3,541,531, a reduction of about 21.5%[10]. - Total assets decreased from $46,229,241 to $42,421,096, a decline of approximately 8.7%[10]. - Accumulated deficits increased from $(1,714,110) to $(3,917,104) over the six months ended June 30, 2023[10]. - The total cash and cash equivalents at the end of the period were $20,004,914, a decrease from $20,025,480 at the beginning of the period[21]. - Loan receivables increased significantly to $7,220,242 as of June 30, 2023, compared to $1,614,841 as of December 31, 2022[87]. - Cash on hand as of June 30, 2023, was $20,004,914, primarily due to the uplisting to the Nasdaq and a public offering that generated net proceeds of $37,057,176[130]. Revenue and Expenses - The company incurred a cost of revenue of $1,005,089 for the six months ended June 30, 2023, compared to $768,587 in 2022, indicating an increase in expenses related to system development[119]. - General and administrative expenses decreased to $1,501,985 for the six months ended June 30, 2023, from $2,619,894 in 2022, a reduction of approximately 42.5%[123]. - Service revenue from non-related parties was $566,813 for the six months ended June 30, 2023, down from $3,302,074 in 2022, reflecting a decline of about 82.8%[120]. YCloud System and Market Strategy - The market for individual micro-business owners is projected to reach 330 million users by the end of 2023[24]. - The YCloud system integrates multiple payment methods, allowing micro-businesses to manage transactions through platforms like Alipay and WeChat[27]. - The company aims to establish global strategic cooperation with various social media platforms through the YCloud system[24]. - The YCloud system provides AI-driven recommendations and management tools to enhance user experience and operational efficiency[30]. - The company has established trial operations in Hong Kong, expanding its market presence beyond mainland China[24]. - The total order amount processed through the YCloud system is directly entered into the platform for fund collection, enhancing financial management for users[27]. - The company plans to shift its SAAS, blockchain, and WT Pay services from the PRC to overseas markets in 2023[120]. Internal Controls and Compliance - The company conducted an evaluation of its internal control over financial reporting as of June 30, 2023, and concluded that it did not maintain effective internal control due to material weaknesses identified[138]. - Management identified material weaknesses related to internal audit functions and lack of segregation of duties within accounting functions[139]. - The company believes that its financial statements and other information presented are materially correct despite the identified weaknesses[138]. - There were no changes in internal control over financial reporting that materially affected the company's controls during the most recently completed fiscal quarter[142]. - Management plans to implement procedures to assure proper transaction initiation, asset custody, and transaction recording by separate individuals[140]. Stock and Share Information - The total issued and outstanding shares of the company's common stock decreased from 195,057,503 to 1,054,364 shares following a 1 for 185 Reverse Stock Split approved on June 9, 2023[146]. - The Reverse Stock Split aims to help the company regain compliance with Nasdaq's minimum bid price requirement of $1.00 per share[147]. - The weighted-average common shares outstanding decreased to 172,526,771 from 231,052,498 year-over-year[62]. Accounting Policies - The company applies ASC 606 for revenue recognition, which involves a five-step model for recognizing revenue[39]. - The company has adopted ASU 2016-02 for leases, requiring recognition of operating and financing lease liabilities on the balance sheet[53]. - The company does not anticipate any material impact from recently issued accounting pronouncements that are not yet effective[135].

Financial Performance - Total service revenue for the three months ended March 31, 2023, was $614,369, a decrease of 71.2% from $2,138,952 in the same period of 2022[13] - Gross loss for the three months ended March 31, 2023, was $(296,137), compared to a gross profit of $1,466,314 in the same period of 2022[13] - Net loss from continuing operations for the three months ended March 31, 2023, was $(984,842), a significant decline from a net income of $592,316 in the same period of 2022[13] - Total revenue for the three-month period ended March 31, 2023, was $614,369, a decrease from $2,138,952 in the same period of 2022, primarily due to a reduction in Gross Merchandise Volume (GMV)[112] - Service revenue from non-related parties was $577,171 for the three months ended March 31, 2023, compared to $1,980,434 in 2022, indicating a significant decline[112] - The company reported a net loss of $984,842 for the three months ended March 31, 2023, compared to a net income of $592,316 in the same period of 2022[114] Assets and Equity - Total assets increased from $43,200,496 as of December 31, 2022, to $46,229,241 as of March 31, 2023, representing a growth of 6.9%[10][12] - Total stockholders' equity decreased from $41,719,510 as of December 31, 2022, to $39,516,758 as of March 31, 2023, a decline of 5.3%[12] - As of March 31, 2023, the total shareholder equity was $39,516,758, a decrease from $41,719,510 as of December 31, 2022, reflecting a net loss of $958,520 for the period[18] - The company reported a total accumulated deficit of $3,943,183 as of March 31, 2023, compared to an accumulated deficit of $1,714,110 as of December 31, 2022[18] Cash Flow and Liquidity - Cash and cash equivalents at the end of the period increased to $20,125,507 from $20,025,480, reflecting a slight increase of 0.5%[15] - Cash flows used in operating activities for the three months ended March 31, 2023, were $(552,673), compared to cash provided of $6,208,013 in the same period of 2022[16] - Cash on hand increased to $20,125,507 as of March 31, 2023, up from $6,356,060 in the prior period, largely due to the public offering[115] Operating Expenses - Operating expenses for the three months ended March 31, 2023, were $690,793, down from $792,456 in the same period of 2022, a decrease of 12.8%[13] - The company reported a loss from discontinued operations of $1,240,305 for the three months ended March 31, 2023, compared to a loss of $1,336,142 for the same period in 2022[92] Market and Strategic Initiatives - The market for individual micro-business owners is projected to reach 330 million users by the end of 2023, indicating significant growth potential for the company's services[22] - The YCloud system is designed to provide multiple integrated payment methods, enhancing the operational capabilities of micro-businesses[24] - The company aims to establish global strategic cooperation with various social media platforms to expand its market reach[22] - The YCloud system utilizes AI fission technology to analyze user behavior and provide tailored recommendations, enhancing user engagement[27] - The company has established trial operations in Hong Kong, indicating plans for market expansion beyond mainland China[22] - The company aims to shift its SAAS, blockchain, and WT Pay services from the PRC to overseas markets in 2023[112] Shareholder Information - The weighted average number of shares outstanding decreased from 305,451,498 in the same period of 2022 to 195,057,503 in 2023, a reduction of 36.2%[13] - The company conducted a 1-for-185 reverse stock split, reducing total outstanding shares from 195,057,503 to 1,054,364[103] - The company has no potentially dilutive shares as of March 31, 2023[55] - There are no fractional shares issued as a result of the Reverse Stock Split; they will be rounded up to the nearest whole share[127] Compliance and Reporting - The consolidated financial statements have been prepared in accordance with GAAP, ensuring compliance and transparency in financial reporting[29] - The financial statements for the fiscal quarter ended March 31, 2023, have been filed in XBRL format, including the Balance Sheet, Statement of Income, and Statement of Cash Flows[128] - The certifications of the Principal Executive Officer and Principal Financial Officer have been filed in accordance with the Sarbanes-Oxley Act[128] - There were no changes in internal control over financial reporting that materially affected the company's financial statements during the most recently completed fiscal quarter[125] - The company has not reported any material weaknesses in its internal controls[125] - The company is classified as a "smaller reporting company" and is not required to disclose certain risk factors[125] - No legal proceedings are currently pending against the company[125] Other Financial Metrics - Total GMV for the period ended March 31, 2023, was $18,606,599, a decrease from $74,561,767 in the same period of 2022[64] - The company’s intangible assets, net, amounted to $21,525 as of March 31, 2023, down from $22,959 as of December 31, 2022[68] - Amortization expense for intangible assets for the three months ended March 31, 2023, was $1,434[68] - The average exchange rate for RMB to USD was 6.84 for the period ended March 31, 2023, compared to 6.75 for the year ended December 31, 2022[39] - Accounts receivable increased to $6,748,798 as of March 31, 2023, compared to $6,723,661 as of December 31, 2022, with all service fee receivables fully settled from five main customers[76] - Total prepayments amounted to $13,137,035 as of March 31, 2023, primarily related to a $10 million prepayment for the WT Pay system development expected to be completed by September 2023[78] - Loan receivables decreased significantly to $978,133 as of March 31, 2023, down from $1,614,841 as of December 31, 2022, with no accrued interest due to a waiver[82][83] - Other payables totaled $1,708,748 as of March 31, 2023, a decrease from $2,325,188 as of December 31, 2022, primarily due to Y-Cloud system upgrade payables[89] - Tax payables decreased to $86,838 as of March 31, 2023, from $130,717 as of December 31, 2022, reflecting a reduction in corporate income tax obligations[88] - Accrued expenses totaled $377,423 as of March 31, 2023, encompassing accrued payroll and social welfare contributions[87] - The company’s related party payables decreased to $1,280,966 as of March 31, 2023, from $1,291,296 as of December 31, 2022[86] - Amortized expenses, net, decreased to $780,326 as of March 31, 2023, from $828,983 as of December 31, 2022, indicating a rise in accumulated depreciation[74] Public Offering - The company completed a public offering of 10,000,000 shares at $4.00 per share, raising gross proceeds of $40,000,000 and net proceeds of $37,057,176 after costs[100]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to _____________ WETRADE GROUP INC (Exact name of registrant as specified in its charter) | --- | --- | |------------------------------------------|--------------- ...

[PART I - Financial Information](index=2&type=section&id=PART%20I%20-%20Financial%20Information) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Unaudited consolidated financial statements for June 30, 2022, show decreased assets and net income, with a significant share cancellation [Note 1 – Nature of Business](index=6&type=section&id=NOTE%201%20%E2%80%93%20NATURE%20OF%20BUSINESS) WeTrade Group provides technical services via its 'YCloud' social e-commerce platform for micro-businesses in China, expanding into new sectors - The company's core business is providing a cloud-based intelligence system called **"YCloud"** for social e-commerce, targeting micro-businesses in China[16](index=16&type=chunk) - Key functions of YCloud include managing marketing relationships, CPS commission profit management, multi-channel data statistics, AI fission and management, and supply chain integration[18](index=18&type=chunk) - In Q1 2022, the company expanded its client base by entering into YCloud system service agreements with Beijing Yidong, Maitu International, and Beijing Youth Travel[19](index=19&type=chunk)[20](index=20&type=chunk) [Note 4 – Revenue](index=13&type=section&id=NOTE%204%20%E2%80%93%20REVENUE) Revenue from YCloud's GMV-based service fees (2%-3.5%) decreased, with total GMV falling to **$116.5 million** for H1 2022 - Revenue is derived from a system service fee of **2%-3.5%** of the Gross Merchandise Volume (GMV) generated on the YCloud platform[62](index=62&type=chunk) Gross Merchandise Volume (GMV) Comparison | Period | June 30, 2022 (USD) | June 30, 2021 (USD) | | :--- | :--- | :--- | | **Non-related parties GMV** | $107,714,046 | $150,250,147 | | **Related party GMV** | $8,732,504 | $50,678,696 | | **Total GMV** | $116,466,550 | $200,928,843 | - For the six months ended June 30, 2022, the company generated **$3,556,596** in revenue from four third-party customers and **$288,337** from one related-party customer, Changtongfu[64](index=64&type=chunk) Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | June 30, 2022 (USD) | December 31, 2021 (USD) | | :--- | :--- | :--- | | **Total Current Assets** | $15,639,121 | $16,436,393 | | **Total Assets** | $18,861,328 | $19,470,524 | | **Total Current Liabilities** | $3,421,093 | $2,998,960 | | **Total Liabilities** | $4,924,897 | $4,941,202 | | **Total Stockholders' Equity** | $13,936,431 | $14,529,322 | Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended June 30, 2022 (USD) | Three Months Ended June 30, 2021 (USD) | Six Months Ended June 30, 2022 (USD) | Six Months Ended June 30, 2021 (USD) | | :--- | :--- | :--- | :--- | :--- | | **Total Service Revenue** | $1,608,080 | $3,882,893 | $3,844,933 | $6,663,816 | | **Gross Profit** | $1,517,429 | $3,692,434 | $2,965,094 | $6,327,049 | | **Net Income / (Loss)** | ($442,637) | $1,842,030 | $118,218 | $2,494,114 | | **EPS (basic and diluted)** | ($0.00) | $0.01 | $0.00 | $0.01 | Condensed Statements of Cash Flows (Unaudited) | Cash Flow Activity | Six Months Ended June 30, 2022 (USD) | Six Months Ended June 30, 2021 (USD) | | :--- | :--- | :--- | | **Net cash from operating activities** | $6,491,363 | ($541,827) | | **Net cash used in investing activities** | ($648,389) | ($170,265) | | **Net cash from/(used in) financing activities** | $842,547 | ($420,562) | | **Cash and cash equivalents, end of period** | $7,152,073 | $3,210,464 | - On April 13, 2022, the company canceled **120,418,995 shares** of Common Stock, reducing outstanding shares from 305,451,498 to 185,032,503[98](index=98&type=chunk) - Subsequent to the reporting period, on July 21, 2022, the company uplisted to the Nasdaq Capital Market and closed an IPO of **10,000,000 shares at $4.00 per share**, expecting net proceeds of approximately **$37.1 million**[99](index=99&type=chunk)[100](index=100&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes revenue and net income declines to decreased GMV from COVID-19 lockdowns; cash improved significantly from receivables collection [Results of Operations (Six Months Ended June 30, 2022 vs 2021)](index=18&type=section&id=Results%20of%20Operations%20for%20the%20six%20months%20period%20ended%20June%2030%2C%202022%20and%202021) H1 2022 revenue decreased **42.3%** to **$3.84 million**, and net income plummeted **95.3%**, primarily due to lower GMV from COVID-19 lockdowns Six-Month Operational Results Comparison | Metric | Six Months Ended June 30, 2022 (USD) | Six Months Ended June 30, 2021 (USD) | | :--- | :--- | :--- | | **Total Revenue** | $3,844,933 | $6,663,816 | | **Gross Profit** | $2,965,094 | $6,327,049 | | **Net Income** | $118,218 | $2,494,114 | - The decrease in revenue was mainly due to a decline in Gross Merchandise Volume (GMV) in the YCloud system, a result of Covid-19 lockdowns in several major PRC cities since March 2022[106](index=106&type=chunk) - General and administrative expenses decreased from **$3.66 million** to **$2.79 million**, primarily because no advertising, exhibition, or legal due diligence expenses were incurred during the period due to the lockdown[109](index=109&type=chunk) [Results of Operations (Three Months Ended June 30, 2022 vs 2021)](index=19&type=section&id=Results%20of%20Operations%20for%20the%20three%20months%20period%20ended%20June%2030%2C%202022%20and%202021) Q2 2022 saw a net loss of **$442,637** (vs. Q2 2021 net income), driven by a **58.6%** revenue decline and increased marketing expenses Three-Month Operational Results Comparison | Metric | Three Months Ended June 30, 2022 (USD) | Three Months Ended June 30, 2021 (USD) | | :--- | :--- | :--- | | **Total Revenue** | $1,608,080 | $3,882,893 | | **Operations Profit / (Loss)** | ($465,093) | $1,924,977 | | **Net Income / (Loss)** | ($442,637) | $1,842,030 | - The company shifted from a net income of **$1.84 million** in Q2 2021 to a net loss of **$442,637** in Q2 2022, primarily due to the decrease in GMV-based revenue caused by COVID-19 lockdowns[113](index=113&type=chunk) - General and administrative expenses increased from **$1.77 million** to **$1.98 million** in the quarter, as more marketing and promotion expenses were incurred compared to the prior period[112](index=112&type=chunk) [Liquidity and Capital Resources](index=20&type=section&id=Liquidity%20and%20Capital%20Resources) Cash on hand increased to **$7.15 million** as of June 30, 2022, driven by **$8.2 million** in accounts receivable collection and positive operating cash flow - Cash on hand increased to **$7,152,073** as of June 30, 2022, mainly due to the collection of approximately **$8.2 million** in accounts receivables[114](index=114&type=chunk) - Net cash provided by operating activities was **$6,491,363**, a turnaround from cash used of **$541,827** in the prior period, driven by increased collections from customers[115](index=115&type=chunk) - Cash used in investing activities increased to **$648,389** from **$170,265**, mainly due to additions to leasehold improvements[115](index=115&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=21&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As a "smaller reporting company," the company is not required to provide quantitative and qualitative disclosures about market risk - As a **"smaller reporting company"** defined by Regulation S-K, the company is not required to provide the information for this item[120](index=120&type=chunk) [Controls and Procedures](index=21&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were ineffective as of June 30, 2022, due to material weaknesses like lack of audit committee and insufficient oversight - Management concluded that disclosure controls and procedures were **not effective** as of June 30, 2022[122](index=122&type=chunk) - Material weaknesses identified include: lack of an audit committee, lack of a majority of outside directors, management domination by two individuals, lack of internal audit functions, and lack of segregation of duties within accounting[122](index=122&type=chunk)[123](index=123&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, the company's internal controls[126](index=126&type=chunk) [PART II – Other Information](index=22&type=section&id=PART%20II%20%E2%80%93%20Other%20Information) [Legal Proceedings](index=22&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings during the period - None[128](index=128&type=chunk) [Risk Factors](index=22&type=section&id=Item%201A.%20Risk%20Factors) As a "smaller reporting company," the company is not required to provide this information - The company is a **"smaller reporting company"** and is not required to provide the information contained in this item[128](index=128&type=chunk) [Unregistered Sales of Equity Securities And Use Of Proceeds](index=22&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20And%20Use%20Of%20Proceeds) The company reported no unregistered sales of equity securities or use of proceeds for the period - None[128](index=128&type=chunk) [Other Information](index=22&type=section&id=Item%205.%20Other%20information) The company reported no other information for the period - None[128](index=128&type=chunk) [Exhibits](index=22&type=section&id=Item%206.%20Exhibits) The report includes certifications from the Principal Executive Officer and Principal Financial Officer, along with financial statements in XBRL format - Exhibits filed include CEO and CFO certifications pursuant to Sarbanes-Oxley Act Sections 302 and 906[129](index=129&type=chunk) - Financial statements for the quarter ended June 30, 2022, are provided in XBRL format[129](index=129&type=chunk)