YUS INTERNATIONAL GROUP Ltd - FORM 10-Q

Attached files

file	filename
EX-32.2 - EXHIBIT 32.2 - YUS INTERNATIONAL GROUP Ltd	ex322.htm
EX-31.1 - EXHIBIT 31.1 - YUS INTERNATIONAL GROUP Ltd	ex311.htm
EX-31.2 - EXHIBIT 31.2 - YUS INTERNATIONAL GROUP Ltd	ex312.htm
EX-32.1 - EXHIBIT 32.1 - YUS INTERNATIONAL GROUP Ltd	ex321.htm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: June 30, 2012

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to _____________

Commission File No.000-52020


ASIAN TRENDS MEDIA HOLDINGS, INC.
( Exact name of small business issuer as specified in its charter)
	NEVADA	90-0201309
	(State or other jurisdiction of	(IRS Employer Identification No.)
	incorporation or organization)


Suite 1902, 19th Floor Tower II,
Kodak House Quarry Bay Hong Kong		n/a
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: 852-2192-4805

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days.. Yes o No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer o	Non-accelerated filer o
Accelerated filer o (do not check if smaller reporting company)	Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No o

State the number of shares outstanding of each of the issuer’s classes of common equity, as of June 30, 2012, are as follows:

Class of Securities	Shares Outstanding
Common Stock, $0.001 par value	81,912,000 shares

Transitional Small Business Disclosure Format (check one): Yes o No o

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION
Item 1	Financial Statements
	Unaudited Condensed Consolidated Balance Sheets, June 30, 2012 and December 31, 2011
	Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income for the Six Months ended June 30, 2012 and 2011
	Unaudited Condensed Consolidated Statements of Cash Flows for the Six Months ended June 30, 2012 and 2011
	Notes to the Unaudited Condensed Consolidated Financial Statements
Item 2	Management’s Discussion and Analysis or Plan of Operation
Item 3	Quantitative and Qualitative Disclosures about Market Risk
Item 4	Controls and Procedures

PART II – OTHER INFORMATION
Item 1	Legal Proceedings
Item 2	Unregistered Sales Of Equity Securities And Use Of Proceeds
Item 3	Defaults Upon Senior Securities
Item 4	[Removed and Reserved]
Item 5	Other Information
Item 6	Exhibits

SIGNATURES

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ASIAN TRENDS MEDIA HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30, 2012 (Unaudited)			December 31, 2011 (Audited)
ASSETS
CURRENT ASSETS
Accounts receivable		236			185
Total current assets		236			185

PROPERTY, PLANT & EQUIPMENT, NET		-			19,821

TOTAL ASSETS	$	236		$	20,006

LIABILITIES AND EQUITY
LIABILITIES
CURRENT LIABILITIES
Accounts payable		17,387			17,387
Accrued expenses and other payables		257,712			256,412
Advances from shareholder		17,654			17,654
Notes payable		129,064			127,967
Total current liabilities		421,817			419,420

LONG-TERM LIABILITIES		-			-

TOTAL LIABILITIES	$	421,817		$	419,420

SHAREHOLDERS’ EQUITY
Common stock, Par value $0.001, 225,000,000 shares authorized; $0.01 par value; 81,912,000 shares issued and outstanding as of June 30, 2012 and December 31, 2011, respectively		81,912			81,912
Additional paid in capital		634,545			634,545
Accumulated deficits		(1,138,038	)		(1,115,871	)

TOTALSHAREHOLDERS’ EQUITY		(421,581	)		(399,414	)

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	236		$	20,006

See accompanying notes to the condensed consolidated financial statements

ASIAN TRENDS MEDIA HOLDINGS, INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME (UNAUDITED)

	Three months ended June 30,						Six months ended June 30,
	2012			2011			2012			2011
CONTINUING OPERATIONS
REVENUES	$	13		$	62		$	51		$	154

COST OF SALES		-			-			-			-

GROSS PROFIT		13			62			51			154

EXPENSES
General and administrative (inclusive of depreciation)		1,300			5,577			2,397			20,661
Impairment of property, plant and equipment		-			-			19,821			-
TOTAL OPERATING EXPENSES		1,300			5,577			22,218			20,661

LOSS FROM CONTINUING OPERATIONS BEFORE PROVISION FOR INCOME TAXES		(1,287	)		(5,515	)		(22,167	)		(20,507	)

PROVISION FOR INCOME TAXES		-			-			-			-

NET LOSS FROM CONTINUING OPERATIONS	$	(1,287	)	$	(5,515	)	$	(22,167	)	$	(20,507	)

DISCONTINUED OPERATIONS
Net income		-			-			-			49,955
Gain on disposal of discontinued operations		-			-			-			115,468

NET INCOME FROM DISCONTINUED OPERATIONS		-			-			-		$	165,423

NET(LOSS) / INCOME FOR THE PERIOD	$	(1,287	)	$	(5,515	)	$	(22,167	)	$	144,916

OTHER COMPREHENSIVE INCOME		-			-			-			-

TOTAL COMPREHENSIVE (LOSS) / INCOME FOR THE PERIOD	$	(1,287	)	$	(5,515	)	$	(22,167	)	$	144,916

LOSS PER SHARE, BASIC AND DILUTED – CONTINUING OPERATIONS	$	(0.00	)		(0.00	)	$	(0.00	)		0.00

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, BASIC AND DILUTED		81,912,000			81,912,000			81,912,000			86,065,569

See accompanying notes to the condensed consolidated financial statements

ASIAN TRENDS MEDIA HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

	For the six months ended June 30,
	2012			2011
Cash flows from operating activities
Net loss from continuing operations	$	(22,167	)	$	(20,507	)
Depreciation		-			6,557
Impairment of property, plant and equipment		19,821
Changes in operating assets and liabilities:		-
Increase in accounts receivable		(51	)		(154	)
Decrease /(Increase) in prepaid expenses and other receivables		1,300			18,955
Increase in accounts payable		-			849
(Decrease) /Increase in accrued expenses and other payables		-			(12,976	)
Net cash used in continuing operating activities		(1,097	)		(7,276	)
Net cash provided by discontinued operating activities		-			32,901
Net cash used in / provided by operating activities		(1,097	)		25,625

Cash flows from investing activities
Net cash used in continuing investing activities		-			-
Net cash used in discontinued investing activities		-			(188,817	)
Net cash used in investing activities		-			(188,817	)

Cash flows from financing activities
Increase in advance from a shareholder		1,097			(82,710	)
Net cash provided by / (used in) continuing financing activities		1,097			(82,710	)
Net cash provided by discontinued financing activities		-			-
Net cash provided by / (used in) financing activities		1,097			(82,710	)

Net (decrease) /increase in cash and cash equivalents
Continuing operations		-			(89,986	)
Discontinued operations		-			(155,916	)
		-			(245,902	)
Cash and cash equivalents at beginning of period
Continuing operations		-			89,986
Discontinued operations		-			155,916
		-			245,902
Cash and cash equivalents at end of period
Continuing operations		-			-
Discontinued operations		-			-
	$	-		$	-
Non cash financing activities:
Forfeiture of common stocks in disposal of subsidiaries	$	-		$	22,147
Cancellation of shares		-			256,412

See accompanying notes to the condensed consolidated financial statements

ASIAN TRENDS MEDIA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES

The Company was incorporated under the laws of the State of Delaware.

At the beginning of 2010, The Company was principally engaged in operating liquid crystal display (“LCD”) flat-panel televisions and LCD billboards that advertise throughout Hong Kong and create revenue by selling advertising airtime. On August 31, 2010 the Company closed an Agreement for a Share Exchange with Global Mania Empire Management Limited (“GME”) to acquire 100% ownership of GME from its shareholders. GME is a Hong Kong company that specializes in project and artist management.

On January 21, 2011, the Company entered into an Asset Sale, Purchase and Transfer Agreement (the "Sale Agreement") with the collective former shareholders of GME, namely Kwong Kwan Yin Roy, Dragon Billion International Limited, and Wong Wing Fung Charlie, each an individual resident of Hong Kong (collectively referred to as “Buyers").

According to the terms of the Sale Agreement, the Registrant sold its subsidiary Asian Trends Broadcasting Inc. (“ATBI”), a British Virgin Islands company and its subsidiaries GME, Great China Media Limited (“GCM”), a Hong Kong company, and Great China Game Limited (“GCG”), a Hong Kong company, to the Buyers. The consideration for the transaction shall consist of the return by the Buyers and surrender to the Registrant of a total of 22,147,810 shares of the Registrant’s common stock.

The project and artist management are reported as discontinued operations. The comparative amounts in consolidated statements of income and consolidated statements of cash flows that attributable to the discontinued operations are reclassified to conform to current year’s presentation.

The Company assigned the LCD flat-panel televisions and LCD billboards advertisement operations to Great China Media Limited (the “Assignee”), and in return the Assignee shall pay 5% of the gross proceeds from the business to the Company. Revenue is recognized in arrears on a quarterly basis and when collectability is reasonably assured. The assignee was disposed the operations on April 10, 2012.

NOTE 2 – BASIS OF PRESENTATION

The unaudited interim financial statements of the Company and the Company’s subsidiaries for the six months ended June 30, 2012 and 2011 have been prepared pursuant to the rules & regulations of the SEC. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the following disclosures are adequate to make the information presented not misleading. All significant intercompany balances and transactions have been eliminated. The functional currency for the majority of the Company’s operations is the Hong Kong dollar (“HKD”), while the reporting currency is the US Dollar.

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Actual results could differ from these estimates.

In the opinion of the management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position as of June 30, 2012, results of operations and cash flows for the six months ended June 30, 2012 have been made. The results of operations for the six months ended June 30, 2012 are not necessarily indicative of the operating results for the full year.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)	Economic and Political Risk

The Company’s major operations are conducted in Hong Kong. Accordingly, the political, economic, and legal environments in Hong Kong, as well as the general state of Hong Kong’s economy may influence the Company’s business, financial condition, and results of operations.

The Company’s major operations in Hong Kong are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, and legal environment. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, and rates and methods of taxation, among other things.

(b)	Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with original maturities of six months or less to be cash equivalents. The Company maintains bank accounts in Hong Kong through its wholly-owned subsidiary.

(c)	Fair Value of Financial Instruments

The carrying amounts of financial instruments such as cash and accounts payable approximate their fair value because of the short maturities of these instruments. The fair value of receivables from associated companies and payables to associated companies are not practical to estimate based upon the related party nature of the underlying transactions.

(d)	Revenue Recognition

For continuing operations, the Company is principally engaged in operating LCD flat-panel televisions and LCD billboards that advertise throughout Hong Kong and create revenue by selling advertising airtime. On December 15, 2010, the Company assigned the operations to the assignee, and in return the assignee shall pay 5% of the gross proceeds from the business to the Company.

Revenue is recognized in arrears on a quarterly basis and when collectability is reasonably assured.

(e)	Earnings Per Share

Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As of the balance sheet dates, there were no dilutive securities outstanding.

(f)	Foreign Currency Translation

The accompanying condensed consolidated financial statements are presented in United States dollars. The functional currency of the Company is Hong Kong Dollar (“HK$”). Capital accounts of the consolidated financial statements are translated into United States dollars (“US$”) from Hong Kong dollars (“HK$”) at their historical exchange rates when the capital transactions occurred. Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate during the period. The translation rates are as follows:

	June 30, 2012		December 31, 2011		June 30, 2011
Period/year end HK$ : US$ exchange rate		0.1282		0.1282		0.1282
Average yearly HK$ : US$ exchange rate		0.1282		0.1282		0.1282

(g)	Recent Accounting Pronouncements

The Company has adopted all recently issued accounting pronouncements. The adoption of these accounting pronouncements including those not yet in effect, is not anticipated to have a material effect on the financial statements of the Company.

NOTE 4 – PROPERTY AND EQUIPMENT

Property, plant and equipment of the Company consist primarily of computer and display equipment owned and operated by the Company. Property, plant and equipment as of June 30, 2012 and December 31, 2011 are summarized as follows:

	June 30, 2012		December 31, 2011
	(Unaudited)		(Audited)
At cost:
Computer equipment	$	-	$	13,147
Leasehold improvement		-		47,533
Office equipment		-		30,133
Furniture		-		11,632
Site display system		-		10,640
		-		113,085
Less: Accumulated depreciation		-		(93,264	)
Property, plant and equipment, net		-		19,821

Depreciation expenses for the six months ended June 30, 2012 and 2011 were analyzed as follows:

	Six months ended June 30, 2012		Six months ended June 30, 2011
Attributable to continuing operations	$	-	$	6,557
Attributable to discontinued operations		-		-
		-		6,557

NOTE 5 – ADVANCE FROM SHAREHOLDERS

The advances from shareholders are unsecured, interest free and have no fixed terms of repayment

NOTE 6 – GOING CONCERN

The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As reflected in the accompanying condensed consolidated financial statements, the Company has an accumulated deficit of $1,138,038 and a working capital deficit of $421,581.

The Company will need additional working capital to carry out its planned activity, which raises substantial doubt about its ability to continue as a going concern. Continuation of the Company as a going concern is dependent upon obtaining additional working capital through loans, equity financing or merger with another entity. Management of the Company has developed a strategy, which it believes will accomplish this objective through additional equity funding and other financing which will enable the Company to operate for the coming year.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Results of Operations – Three Months Ended June 30, 2012 as Compared to Three Months Ended June 30, 2011.

The following table summarizes the results of our operations during the three-month period ended June 30, 2012 and 2011, and provides information regarding the dollar and percentage increase / (decrease) from the three-month period ended June 30, 2011 to the three-month period ended June 30, 2012.

	Three months ended June 30,
	2012			2011			Increase /(decrease)			% Increase /(decrease)
Revenue	$	13		$	62		$	(49	)		(79.03	%)
Cost of sales		-			-			-			N/A
Gross profit		13			62			(49	)		(79.03	%)
General & administrative		1,300			5,577			(4,277	)		(76.69	%)
Net Loss from operations		(1,287	)		(5,515	)		(4,228	)		(76.66	%)
Net Income from disposal of discontinued operations		-			-			-			N/A
Provision for taxation					-			-			N/A
Net loss		(1,287	)		(5,515	)		(4,228	)		(76.66	%)

General and administrative expenses

General and administrative expenses decreased from $5,577 in the three months of 2011 to $1,300 for the same period of 2012, representing a decrease of $4,277 or 76.69%.

Net income

Net loss for the three months ended June 30 of 2012 was $1,287 as compared to net loss for the same period in 2011 of $5,515.

Results of Operations – Six months Ended June 30, 2012 as compared to six months ended June 30, 2011.

The following table summarizes the results of our operations during the three-month period ended June 30, 2012 and 2011, and provides information regarding the dollar and percentage increase or (decrease) from the six-month period ended June 30, 2012 to the six-month period ended June 30, 2011.

	Six months ended June 30,
	2012			2011			Increase /(decrease)			% Increase /(decrease)
Revenue	$	51		$	154		$	(103	)		(66.88	%)
Cost of sales		-			-			-			N/A
Gross profit		51			154			(103	)		(66.88	%)
General & administrative		22,218			20,661			1,557			7.54	%
Net Loss from operations		(22,167	)		(20,507	)		(1,660	)		(8.09	%)
Net Income from disposal of discontinued operations		-			165,423			(165,423	)		(100.00	%)
Provision for taxation					-			-			N/A
Net loss		(22,167	)		144,916			(167,083	)		(115.30	%)

General and administrative expenses

General and administrative expenses increased from $20,661 in the six months of 2011 to $22,218 for the same period of 2012, representing an increase of $1,557 or 7.54%.

Net income

Net loss for the six months ended June 30 of 2012 was $22,167 as compared to net income for the same period in 2011 of $144,946.

Liquidity and Capital Resources from operations

Cash

Our cash balance at June 30, 2012 was $0, compared with our cash balance of $0 as at June 30, 2011. The cash balances remain stable compared with the same period in 2011.

Cash flow

Operating Activities

Net cash used in operating activities during the six months ended June 30 of 2012 amounted to $1,097 comparing net cash provided by operating activities of $25,625 in the same period of 2011.

Working capital

Our net current liabilities increased by $83,297 to $421,581 at June 30, 2012 from $338,284 at June 30, 2011.

Going Concern

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in market risk since the filing of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures

Our management, including our Chief Executive Officer and Chief Financial Officer, has concluded that our disclosure controls and procedures are appropriate and effective. They have evaluated these controls and procedures as of the date of this report on Form 10-Q. There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Our management believes that our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their objectives and are effective at the reasonable assurance level. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost effective control system, misstatements due to error or fraud may occur and not be detected.

The Company’s management confirm that there was no change in the Company’s internal control over financial reporting during the quarter ended June 30, 2012 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There is no pending litigation by or against us.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. [REMOVED AND RESERVED]

None.

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

Exhibits

Exhibit Number		Description
31.1		Certification of Chief Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Chief Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Chief Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		ASIAN TRENDS MEDIA HOLDINGS, INC.


Dated: August 10, 2012	By:	/s/ ZHI JIAN ZENG
		Zhi Jian Zeng
		Chief Executive Officer



Dated: August 10, 2012	By:	/s/ HUANG JIAN NAN
		Huang Jian Nan
		Chief Financial Officer

YUS INTERNATIONAL GROUP Ltd - FORM 10-Q - August 20, 2012

Attached files

YUS INTERNATIONAL GROUP Ltd Reports