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Baosheng(BAOS) - 2023 Q2 - Quarterly Report

Unaudited Condensed Consolidated Financial Statements The company's financial position as of June 30, 2023, shows decreased assets and liabilities, while operations improved significantly with a narrowed net loss and positive operating cash flow Unaudited Condensed Consolidated Balance Sheets As of June 30, 2023, total assets decreased to $53.57 million, liabilities to $10.28 million, and shareholders' equity to $43.29 million, primarily due to reduced cash and increased comprehensive loss Key Balance Sheet Items (in USD) | Balance Sheet Item | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Total Current Assets | $41,530,910 | $50,139,482 | | Total Assets | $53,565,586 | $58,046,415 | | Total Liabilities | $10,280,457 | $12,609,790 | | Total Shareholders' Equity | $43,285,129 | $45,436,625 | - Cash and cash equivalents decreased significantly from $6.68 million at the end of 2022 to $3.72 million as of June 30, 20232 - Long-term investments increased substantially from $2.26 million to $6.84 million during the first six months of 20232 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss For the six months ended June 30, 2023, revenues increased to $1.47 million, shifting to a gross profit of $1.18 million and significantly narrowing the net loss to $4,079 Key Operational Results (Six Months Ended June 30) | Metric | 2023 | 2022 | | :--- | :--- | :--- | | Revenues | $1,470,439 | $428,150 | | Gross Profit (Loss) | $1,175,844 | $(1,062,518) | | Loss from Operations | $(636,805) | $(6,536,807) | | Net Loss | $(4,079) | $(6,310,346) | | Comprehensive Loss | $(2,151,496) | $(9,827,579) | | Loss per Share (Basic & Diluted) | $(0.00) | $(4.11) | - The significant reduction in net loss was driven by higher revenues, a shift to gross profit, and lower operating expenses, particularly a large decrease in the provision for doubtful accounts from $3.51 million in 2022 to $0.56 million in 20235 Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity Shareholders' equity decreased to $43.29 million by June 30, 2023, mainly due to a $2.15 million foreign currency translation loss, partially offset by a minimal net loss Reconciliation of Shareholders' Equity (Six Months Ended June 30, 2023) | Description | Amount (in USD) | | :--- | :--- | | Balance as of December 31, 2022 | $45,436,625 | | Net loss | $(4,079) | | Foreign currency translation adjustments | $(2,147,417) | | Balance as of June 30, 2023 | $43,285,129 | Unaudited Condensed Consolidated Statements of Cash Flows Operating activities generated $2.64 million in cash, while investing activities used $5.41 million, resulting in a $2.96 million net decrease in cash and cash equivalents Summary of Cash Flows (Six Months Ended June 30) | Cash Flow Category | 2023 | 2022 | | :--- | :--- | :--- | | Net Cash Provided by (Used in) Operating Activities | $2,639,003 | $(4,000,579) | | Net Cash (Used in) Provided by Investing Activities | $(5,405,550) | $1,702,834 | | Net Cash Used in Financing Activities | $(26,635) | $(1,285,912) | | Net decrease in cash and cash equivalents | $(2,962,145) | $(3,775,452) | - The primary use of cash in the period was a $4.91 million purchase of long-term investments11 - The improvement in operating cash flow was mainly driven by positive changes in working capital, including a significant decrease in prepayments to a related party11 Notes to Unaudited Condensed Consolidated Financial Statements These notes provide detailed information on the company's organization, accounting policies, going concern status, investments, warrant liabilities, contingencies, and subsequent events Note 1: Organization and Business Description Baosheng Media Group, a Cayman Islands company, provides online marketing services in the PRC, with share consolidations retroactively applied to financial data - The company is engaged in providing online marketing channels for advertisers to manage their online marketing activities17 - A one-for-six share consolidation was effected on March 21, 2023, following an increase in authorized share capital. This, along with a 2022 consolidation, has been retroactively restated in the financial statements18 - As of June 30, 2023, the company had 6,250,000 authorized shares with a par value of $0.0096, of which 1,534,487 were issued and outstanding18 Note 2: Summary of Significant Accounting Policies The company follows U.S. GAAP, recognizing advertising revenue on a net basis, and faces significant concentration risk with two publishers accounting for over 96% of revenue Revenue Recognition Revenue is recognized on a net basis as the company acts as an agent, comprising rebates from publishers and net fees from advertisers - The company acts as an agent and does not take control of ad inventories, thus recognizing revenue on a net basis39 Disaggregation of Revenue (Six Months Ended June 30) | Revenue Source | 2023 | 2022 | | :--- | :--- | :--- | | By Nature: | | | | Rebates and incentives from publishers | $84,372 | $373,508 | | Net fees from advertisers | $1,386,067 | $54,642 | | By Category: | | | | SEM services | $72,510 | $50,380 | | Non-SEM services | $1,397,929 | $377,770 | | Total Revenue | $1,470,439 | $428,150 | Concentration and Credit Risk The company faces significant concentration risk with two publishers generating 96.1% of revenue and four advertisers holding 56.3% of accounts receivable - For the six months ended June 30, 2023, two publishers accounted for approximately 78.7% and 17.4% of total revenue, respectively54 - As of June 30, 2023, four advertisers accounted for 18.3%, 14.6%, 13.4%, and 10.0% of accounts receivable, respectively54 - As of June 30, 2023, $3.0 million of the company's cash was on deposit at financial institutions in the PRC, where there is no deposit insurance53 Note 3: Going Concern Historical net losses raise substantial doubt about the company's going concern ability, though management expects sufficient working capital for the next 12 months - Historical net losses, including $6.3 million for the six months ended June 30, 2022, raise substantial doubt about the company's ability to continue as a going concern56 - Management's plan to continue as a going concern relies on positive operating cash flow (achieved in H1 2023), renewing bank loans, and potential shareholder support57 Note 11: Long-Term Investments Long-term investments increased to $6.84 million, including a 42.85% equity interest in Beijing Shanxingzhe accounted for using the equity method Composition of Long-Term Investments (in USD) | Investment | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Beijing Xinrong Fanxing | $1,379,063 | $1,449,863 | | Beijing Qucheng | $1,323,901 | $811,924 | | Beijing Shanxingzhe | $4,137,189 | $— | | Total | $6,840,153 | $2,261,787 | - In June 2023, the company invested $4.33 million for a 42.85% equity interest in the newly formed Beijing Shanxingzhe, which is accounted for using the equity method79 Note 12: Warrant Liabilities Warrant liabilities, classified as derivative liabilities, decreased to $2 by June 30, 2023, resulting in an $830 gain from fair value remeasurement - Warrants issued in a 2021 private placement are classified as a liability and remeasured at fair value each period, with changes recorded in the income statement84 Change in Fair Value of Warrant Liabilities (in USD) | Period | Value | | :--- | :--- | | Estimated fair value as of December 31, 2022 | $832 | | Changes in estimated fair value | $(830) | | Estimated fair value as of June 30, 2023 | $2 | Note 17: Contingencies The company is involved in legal proceedings, including an appeal against a RMB 171,478 judgment and a past $1.7 million dispute fully reimbursed by a former chairperson - In a lawsuit with Shenzhen Pusi, a court ruled against the company's subsidiary, Baosheng Network, for RMB 171,478. The case was appealed on July 13, 2023, and is still in progress113 - A major past litigation with Ms. Chen Chen was resolved in February 2022. The judgment amount of approximately $1.7 million was paid by the company and fully reimbursed by the former Chairperson, Ms. Wenxiu Zhong, as per a guarantee letter115 Note 18: Subsequent Events The Board proposed a significant increase in authorized share capital from 6.25 million to 1 billion shares, pending shareholder approval, effective September 29, 2023 - The company has proposed to increase its authorized share capital from US$60,000 (6,250,000 shares) to US$9,600,000 (1,000,000,000 shares), pending shareholder approval117