
PART I Financial Statements This section presents the unaudited condensed consolidated financial statements for Q1 2022, including balance sheets, operations, cash flows, and equity, with notes on business and a subsequent share cancellation Condensed Consolidated Balance Sheets As of March 31, 2022, total assets increased slightly to $20.06 million, driven by a substantial rise in cash and cash equivalents to $7.57 million from $0.62 million, while total liabilities remained stable Condensed Consolidated Balance Sheet (Unaudited) | Account | March 31, 2022 (USD) | December 31, 2021 (USD) | | :--- | :--- | :--- | | Current Assets | | | | Cash and cash equivalents | 7,568,537 | 616,593 | | Accounts receivables | 958,797 | 5,627,463 | | Account receivable- related party | 36,083 | 3,603,402 | | Total Assets | 20,063,610 | 19,470,524 | | Total Liabilities | 4,938,843 | 4,941,202 | | Total Stockholders' Equity | 15,124,767 | 14,529,322 | Condensed Consolidated Statements of Operations For Q1 2022, total service revenue decreased to $2.24 million from $2.78 million year-over-year, resulting in lower gross profit of $1.45 million and net income of $560,855 Condensed Consolidated Statements of Operations (Unaudited) | Account | Three Months Ended March 31, 2022 (USD) | Three Months Ended March 31, 2021 (USD) | | :--- | :--- | :--- | | Total service revenue | 2,236,853 | 2,780,923 | | Cost of revenue | (789,188) | (146,308) | | Gross profit | 1,447,665 | 2,634,615 | | General and Administrative | 805,268 | 1,889,190 | | Operations profit | 642,397 | 745,425 | | Net income | 560,855 | 652,084 | | Basic and diluted net income per share | 0.00 | 0.00 | Condensed Statements of Cash Flows Net cash provided by operating activities significantly improved to $7.42 million in Q1 2022, primarily due to accounts receivable collection, while $0.72 million was used in investing activities Condensed Statements of Cash Flows (Unaudited) | Account | For the Period March 31, 2022 (USD) | For the Period March 31, 2021 (USD) | | :--- | :--- | :--- | | Net cash flows provided by/(used in) operating activities | 7,420,490 | (560,646) | | Net cash used in investing activities | (723,420) | - | | Net cash flows provided by/(used in) financing activities | 259,840 | (1,408,683) | | Change in cash and cash equivalents | 6,951,944 | (1,967,663) | | Cash and cash equivalents, end of period | 7,568,537 | 2,672,940 | Notes to Condensed Consolidated Financial Statements These notes detail the company's 'YCloud' social e-commerce platform business, revenue model based on GMV, new customer agreements, and a significant subsequent event involving the cancellation of 120.4 million common shares - The company's business is providing technical services and solutions via its social e-commerce platform, 'YCloud', to micro-business online stores in China19 - In Q1 2022, the company entered into YCloud system service agreements with three new customers: Beijing Yidong Linglong Cultural Media Co., Ltd., Beijing Maitu International Travel Agency Co., Ltd, and Beijing Youth Travel Service Co., Ltd2223 - Revenue is derived from system service fees of 2%-3.5% of the total Gross Merchandise Volume (GMV) generated on the YCloud platform66 Gross Merchandise Volume (GMV) | Period | March 31, 2022 (USD) | March 31, 2021 (USD) | | :--- | :--- | :--- | | Non-related parties | 62,943,846 | 80,402,192 | | Related party | 4,800,846 | - | | Total GMV | 67,744,692 | 80,402,192 | - Subsequent Event: On April 13, 2022, the company cancelled 120,418,995 shares of Common Stock, reducing the total outstanding shares from 305,451,498 to 185,032,503 as of May 23, 2022100 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses Q1 2022 financial results, noting a revenue decrease to $2.24 million due to lower GMV from COVID-19 lockdowns, a decline in net income, and improved liquidity driven by $8.2 million in accounts receivable collection - The decrease in revenue for Q1 2022 was mainly due to a decrease in Gross Merchandise Volume (GMV) in the Ycloud system as a result of Covid-19 lockdowns in certain main cities in PRC since March 2022, partially mitigated by the addition of 3 new customers108 - General and administrative expenses decreased significantly to $805,268 from $1,889,190 in the prior-year period, mainly due to a reduction in advertising, exhibition, and legal expenses111 - Cash on hand increased to $7,568,537, primarily due to the collection of approximately $8.2 million in accounts receivables from customers and a related party during the period114 - Net cash from operating activities increased by approximately $7.9 million year-over-year, mainly due to the collection of accounts receivables115 Quantitative and Qualitative Disclosures about Market Risk The company is classified as a 'smaller reporting company' and is therefore not required to provide the quantitative and qualitative disclosures about market risk - As a 'smaller reporting company' as defined by Regulation S-K, the company is not required to provide the information for this item120 Controls and Procedures Management evaluated the company's disclosure controls and procedures and concluded they were not effective as of March 31, 2022, due to identified material weaknesses - Management concluded that the company's disclosure controls and procedures were not effective as of March 31, 2022122 - Material weaknesses were identified, including: lack of an audit committee, lack of a majority of outside directors on the board, and management being dominated by two individuals without adequate compensating controls122 - Additional weaknesses noted were a lack of segregation of duties within accounting functions and the lack of multiple levels of review of accounting data123 PART II – Other Information Legal Proceedings The company reports that there are no legal proceedings - None126 Risk Factors As a 'smaller reporting company,' the company is not required to provide risk factor disclosures in its 10-Q report - The company is a 'smaller reporting company' and as such is not required to provide the information contained in this item126 Unregistered Sales of Equity Securities And Use Of Proceeds The company reports no unregistered sales of equity securities or use of proceeds during the period - None126 Defaults Upon Senior Securities The company had no senior securities issued and outstanding during Q1 2022, thus no defaults to report - No senior securities were issued and outstanding during the three months ended March 31, 2022127 Mine Safety Disclosures This item is not applicable to the company's business operations - Not applicable to our Company128 Other Information This section discloses a significant corporate action: the cancellation of 120,418,995 common shares in April 2022, reducing total outstanding shares to 185,032,503 - On April 13, 2022, the Company cancelled 120,418,995 shares of Common Stock, decreasing the outstanding shares from 305,451,498 to 185,032,503128 Exhibits This section lists the exhibits filed with the 10-Q report, including certifications from the CEO and CFO and financial statements in XBRL format - The report includes certifications from the CEO and CFO pursuant to the Sarbanes-Oxley Act of 2002 and financial statements formatted in XBRL129