Attached files

file filename
EXCEL - IDEA: XBRL DOCUMENT - YBCC, Inc.Financial_Report.xls
EX-32.1 - CERTIFICATION - YBCC, Inc.iplo_10qex3201.htm
EX-31.2 - CERTIFICATION - YBCC, Inc.iplo_10qex3102.htm
EX-32.2 - CERTIFICATION - YBCC, Inc.iplo_10qex3202.htm
EX-31.1 - CERTIFICATION - YBCC, Inc.iplo_10qex3101.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

For the quarterly period ended March 31, 2013

or

 

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 number 0-21384

 

INTERNATIONAL PACKAGING AND LOGISTICS GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Nevada   13-3367421
(State or Other Jurisdiction of   (I.R.S. Employer
Incorporation or Organization)   Identification No.)

 

7700 Irvine Center Drive, Suite 870

Irvine, California

(Address of Principal Executive Offices)

 

92608

(Zip Code)

 

(949) 861-3560

(Registrant’s Telephone Number, Including Area Code)

 

 

(Former name, former address and former fiscal year, if changed since last report)

 

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 of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

x Yes       o No

 

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 Accelerated filer o
   
Non-accelerated filer o Smaller reporting company x

 

Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act).

o Yes      x No

 

The number of shares outstanding of the Issuer’s common stock as of April 30, 2013 was 4,961,357

 

 

 
 

 

International Packaging and Logistics Group, Inc.,

and Subsidiaries

 

Condensed Consolidated Financial Statements

for the Three Months Ended

 

March 31, 2013 and 2012

 

 

 

 

C O N T E N T S

 

 

   
Condensed Consolidated Balance Sheets 1
   
Condensed Consolidated Statements of Operations and Comprehensive Income 3
   
Condensed Consolidated Statements of Cash Flows 5
   
Notes to Condensed Consolidated Financial Statements 6 – 19

 

 

 

 

 

 

 

 

 

 

 

 
 

 

International Packaging and Logistics Group, Inc., and Subsidiaries

Condensed Consolidated Balance Sheets

As of March 31, 2013 and December 31, 2012

(Unaudited)

  

   March 31   December 31 
   2013   2012 
Current Assets          
Cash  $1,337,732   $1,387,939 
Accounts receivable, net   6,898,973    5,860,116 
Other current assets   15,289    14,248 
           
Total Current Assets   8,251,994    7,262,303 
           
Property, Plant and Equipment, net   8,111    10,319 
           
Other Assets          
Prepaids   2,232    49,907 
Deposits   40,127    40,184 
Contract in place   1,295,726    1,295,726 
Deferred tax assets   183,679    183,679 
           
Total Other Assets   1,521,764    1,569,496 
           
Total Assets  $9,781,869   $8,842,118 
           
Liabilities and Stockholders' Equity          
Current Liabilities          
Accounts payable and accrued expenses  $6,598,778   $5,621,853 
Notes payable - related party   80,000    80,000 
Other current liabilities   21,084    32,129 
           
Total Current Liabilities   6,699,862    5,733,982 

 

See accompanying notes.

1
 

 

International Packaging and Logistics Group, Inc., and Subsidiaries

Condensed Consolidated Balance Sheets

As of March 31, 2013 and December 31, 2012

(Unaudited)

 

Commitments and contingencies     
Stockholders' Equity        

Convertible preferred shares: $0.0001 par value, 50,000,000 shares authorized, 974,730 Series A issued and outstanding

   98    98 
400,000 Series B issued and outstanding   40    40 
Common stock: $0.001 par value, 900,000,000 shares authorized, 4,961,357 issued and outstanding   4,961    4,961 
Additional paid-in capital   2,202,877    2,202,877 
Accumulated other comprehensive income   63,990    52,359 
Retained earnings (deficit)   (56,259)   (28,144)
Total IPLO Stockholders' Equity   2,215,707    2,232,191 
Non controlling interest   866,300    875,945 
Total Stockholders' Equity   3,082,007    3,108,136 
Total Liabilities and Stockholders' Equity  $9,781,869   $8,842,118 

 

See accompanying notes.

 

 

2
 

 

International Packaging and Logistics Group, Inc., and Subsidiaries

Condensed Consolidated Statements of Operations And Comprehensive Income

For the Three Months Ended March 31, 2013 and 2012

(Unaudited)

 

  Three Months Ended 
  March 31, 
   2013   2012 
Revenues          
Packaging  $8,655,176   $6,858,048 
Logistics   1,712,633    2,126,743 
Total Revenues   10,367,809    8,984,791 
           
Cost of Goods Sold          
Packaging   8,337,294    6,386,341 
Logistics   1,449,877    1,822,646 
Total Cost of Goods Sold   9,787,171    8,208,987 
           
Gross Profit   580,638    775,804 
           
Operating Expenses          
Administrative expenses   231,637    225,793 
Rent   36,010    49,362 
Salaries and wages   353,470    302,276 
Total Operating Expenses   621,117    577,431 
Income (Loss) from Operations   (40,479)   198,373 
           
Other Income          
Interest income (expense), net   230    (350)
Other income (expense)   389    1,822 
Total Other Income   619    1,472 
Net Income (Loss) before Income Taxes   (39,860)   199,845 

 

See accompanying notes.

3
 

 

International Packaging and Logistics Group, Inc., and Subsidiaries

Condensed Consolidated Statements of Operations And Comprehensive Income

For the Three Months Ended March 31, 2013 and 2012

(Unaudited)

 

Income tax benefit  (expense)   2,100    (52,960)
Net Income (Loss)   (37,760)   146,885 
 Net (gain) loss attributable to non controlling interest   9,646    (195)
Net Income (Loss) attributable to IPLO   (28,114)   147,080 
Comprehensive Income          
Currency translation adjustment   11,631    (313)
Comprehensive Income (Loss)  $(16,483)  $146,767 
Earnings per weighted average share of common stock - basic   $ (0.01 )   $ 0.03  
Earnings per weighted average share of common stock - diluted   $ (0.01 )   $ 0.02  
Weighted average shares outstanding - basic   4,961,357    4,961,357 
Weighted average shares outstanding - diluted   4,961,357    6,336,087 

  

See accompanying notes.

 

4
 

 

International Packaging and Logistics Group, Inc., and Subsidiaries

Condensed Consolidated Statements of Cash Flows

For the Three Months Ended March 31, 2013 and 2012

(Unaudited)

 

 

  March 31   March 31 
   2013   2012 
Increase (decrease) in cash and cash equivalents:          
Net income/(loss)  $(37,760)  $146,885 
Adjustments to reconcile net income/(loss) to net cash provided by (used in) operating activities:                
Depreciation expense   2,187    3,358 
Changes in operating assets and liabilities:          
Decrease (Increase) in accounts receivable   (1,040,742)   493,971 
Decrease deferred tax asset       53,034 
Decrease in current assets   38,170    57,996 
(Decrease) Increase in accounts payable and accrued expenses   985,254    (1,642,369)
(Decrease) in other current liabilities   (9,483)   (4,336)
Net cash used in operating activities   (62,374)   (891,461)
           
Cash flow from investing activities:          
Net cash from investing activities        
         
Cash flow from financing activities:          
Net cash provided by financing activities        
Effect of currency translation   12,167    (2,800)
Net increase/(decrease) in cash and cash equivalents   (50,207)   (894,261)
Cash and cash equivalents at beginning of period   1,387,939    1,140,791 
Cash and cash equivalents at end of period  $1,337,732   $246,530 

 

See accompanying notes.

5
 

 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

1.       Summary of Significant Accounting Policies

 

Organization and Basis of Presentation

 

These interim condensed consolidated financial statements represent the financial activity of International Packaging and Logistics Group, Inc., (“IPL Group” or “the Company”) a publicly traded company listed and traded on the NASDAQ Over the Counter Bulletin Board (“OTCBB”). The interim condensed consolidated financial statements for the three months ended March 31, 2013 and 2012 have been prepared in accordance with accounting principles generally accepted in the United States. The interim condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions have been eliminated. The Company’s fiscal year end is on December 31.

 

The foregoing unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions for Form 10-Q and Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, these condensed consolidated financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included on Form 10-K for the period ended December 31, 2012. In the opinion of management, the unaudited interim condensed consolidated financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.

 

The preparation of interim condensed consolidated financial statements in accordance with generally accepted accounting principles in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the condensed consolidated financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumption are inherent in the preparation of the Company’s condensed consolidated financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions that could have a material effect on the reported amounts of the Company’s financial position and results of operations.

 

Operating results for the three month period ended March 31, 2013, are not necessarily indicative of the results that may be expected for the year ending December 31, 2013.

 

Nature of Operations

 

On July 2, 2007, International Packaging and Logistics Group, Inc., through its wholly-owned subsidiary, YesRx.com (“YesRx”) acquired all the outstanding shares of H&H Glass, Inc. (“H&H Glass” or “H&H”), in exchange for 3,915,000 shares of its common stock in a reverse triangular merger (the “Merger”). H&H Glass is a glass importer that supplies custom products such as perfume bottles and food condiment bottles, plus provides complementary services such as container design and mold making. H&H Glass imports glass containers from Asia and distributes to North America. H&H Glass acquires its products mainly from one supplier in China and Taiwan and sells its products through several distributors in the United States and Canada who service small to medium sized customers. H&H imports in excess of 1,000 shipping containers of glass a year. Depending on the size of the product, a container can contain anywhere from 3,000 to 300,000 pieces.

6
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

1.       Summary of Significant Accounting Policies (continued)

 

Nature of Operations

 

On July 2, 2007, International Packaging and Logistics Group, Inc., through its wholly-owned subsidiary, YesRx.com (“YesRx”) acquired all the outstanding shares of H&H Glass, Inc. (“H&H Glass” or “H&H”), in exchange for 3,915,000 shares of its common stock in a reverse triangular merger (the “Merger”). H&H Glass is a glass importer that supplies custom products such as perfume bottles and food condiment bottles, plus provides complementary services such as container design and mold making. H&H Glass imports glass containers from Asia and distributes to North America. H&H Glass acquires its products mainly from one supplier in China and Taiwan and sells its products through several distributors in the United States and Canada who service small to medium sized customers. H&H imports in excess of 1,000 shipping containers of glass a year. Depending on the size of the product, a container can contain anywhere from 3,000 to 300,000 pieces.

 

On January 1, 2010, International Packaging and Logistics Group, Inc., (“IPL Group Inc.”), acquired a majority interest in EZ Link Holdings, Ltd., a company organized under the laws of the British Virgin Islands which contractually controls EZ Link Corporation (“EZ Link”), a logistics company headquartered in Taiwan. EZ Link was established in July 2003 under the laws of Taiwan, Republic of China (“PRC”) EZ Link is a full service international freight forwarder, who has current networks to locations in China, Hong Kong, South East Asia, North East Asia, North America, Latin America and Europe.

 

Organization and Line of Business

 

International Packaging and Logistics Group, Inc., a Nevada corporation, was originally incorporated as Interactive Medical Technologies, Ltd., on June 2, 1986, in the state of Delaware. On April 17, 2008, IPL Group converted from a Delaware corporation to a Nevada Corporation.

 

EZ Link Holdings Ltd.

 

EZ Link Holdings Ltd. was incorporated in 2009, under the laws of the British Virgin Islands. The Company has no substantive operations of its own.

 

EZ Link Corporation., a Taiwan company established in July 2003 with initial registered capital of NTD 13,500,000, is a freight forwarder with current networks of locations in China, Hong Kong, South East Asia, North East Asia, North America, Latin America and Europe, and holds the licenses and approvals necessary to operate its business in China.

 

Taiwan law currently has limits on foreign ownership of companies. To comply with these foreign ownership restrictions, on December 31, 2009, EZ Link Holdings entered into following exclusive agreements with EZ Link Corp. and its owners (collectively the “Contractual Arrangements”):

 

(1) Consulting Services Agreement, through which EZ Link Holdings has the right to advise, consult, manage and operate EZ Link Corp. and collect and own all of its net profits;

7
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

1.       Summary of Significant Accounting Policies (continued)

 

(2) Operating Agreement, through which EZ Link Holdings has the right to recommend director candidates and appoint the senior executives of EZ Link Corp, approve any transactions that may materially affect the assets, liabilities, rights or operations of EZ Link Corp, and guarantee the contractual performance by EZ Link Corp. of any agreements with third parties, in exchange for a pledge by EZ Link Corp. of its accounts receivable and assets.

 

In consideration of services provided by the consultant, EZ Link Corp will pay a consulting fee equal to all of its net income on a quarterly basis. There is no cumulative net income from January 1, 2013 to March 31, 2013.

 

The terms of these Consulting Agreements begin as of the date of the Contractual Agreements, and shall continue in perpetuity, unless terminated in accordance with relevant provisions in the agreements or by any other agreement reached by all parties.

 

Consolidation of variable interest entities

 

The consolidated financial statements include the accounts of the Company and all majority-owned subsidiaries in which the Company has a controlling financial interest.  All significant intercompany accounts and transactions have been eliminated in consolidation.  The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity or a variable interest entity (“VIE”). 

 

Voting interest entities are entities that have sufficient equity and provide the equity investors voting rights that give them the power to make significant decisions related to the entity’s operations.  The usual condition for a controlling financial interest in a voting interest entity is ownership of a majority voting interest.  Accordingly, the Company consolidates its majority-owned subsidiary, EZ Link Corp, in which it holds more than 50% of the voting rights or where control is exercised through other contractual rights. 

 

VIEs are entities that lack one or more of the characteristics of a voting interest entity.  Either the entity does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties or the equity investors do not have the characteristics of a controlling financial interest.  The entity that has a controlling financial interest in a VIE is referred to as the primary beneficiary and is required to consolidate the VIE.  The Company’s majority-owned subsidiaries are not considered VIEs. 

 

The Company's consolidated financial statements include 100% of the assets, liabilities and earnings of a subsidiary, EZ Link Corp, which is more than 50%, owned and control is established.  The ownership interest of the minority owners of the Company’s subsidiary is called non-controlling interest.

 

The Company has concluded that EZ Link Corp is a VIE and that the Company’s 51% owned subsidiary, EZ Link Holdings, absorbs a majority of the risk of loss from the activities of EZ Link Corp. and enables the Company to receive a majority of its expected residual returns. Accordingly, the Company accounts for EZ Link Corp. as a VIE as of January 1, 2010.

 

8
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

1.       Summary of Significant Accounting Policies (continued)

 

The initial measurement of the assets and liabilities of EZ Link Corp. for the purpose of consolidation by the Company is at fair value. EZ Link Holdings, Ltd. has had no other business activities except for the entering into of the exclusive agreements with EZ Link Corp. and its shareholders.

 

The consolidated financial statements include the financial statements for the Company, its subsidiaries and the variable interest entity, EZ Link Corp. and EZ Link Corp.’s subsidiary EZ Link International. All significant inter-company transactions and balances between the Company, its subsidiaries and the variable interest entity are eliminated upon consolidation.

 

Country risk

 

As EZ Link Holding, Ltd. principal operations are conducted in Taiwan, it is subject to special considerations and significant risks not typically associated with companies in the US. These risks include, among others, risks associated with the political, economic and legal environments and foreign currency exchange limitations encountered in Taiwan. The EZ Link Holdings results of operations may be adversely affected by changes in the political and social conditions in Taiwan, and by changes in governmental policies with respect to laws and regulations, among other things.

 

In addition, most of the transactions undertaken in Taiwan are denominated in New Taiwan Dollars (“NTD”), which must be converted into other currencies before remittance out of Taiwan may be considered. Both the conversion of NTD into foreign currencies and the remittance of foreign currencies abroad require the approval of the Taiwan government.  Therefore, it is assumed that there will be limitations of distribution of profits from EZ Link Corp. to EZ Link Holdings.

 

Principles of Consolidation

 

The accompanying consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America. EZ Link Corp’s functional currency is New Taiwan Dollars (NTD), however, the accompanying consolidated financial statements have been re-measured and presented in United States Dollars ($).

 

The consolidated financial statements include the accounts of IPL Group and its subsidiaries (collectively the “Company”). The Company’s subsidiaries include H&H Glass and 51% of EZ Link Holdings, Ltd.

 

The accompanying consolidated financial statements at March 31, 2013, include EZ Link Holdings, Ltd., and subsidiaries from the January 1, 2010 date of acquisition. Intercompany accounts and transactions have been eliminated upon consolidation.

 

Estimates

 

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosures of contingent assets and liabilities at the date of the consolidated financial statements. Significant estimates include an allowance for doubtful accounts and depreciation of property, plant and equipment.

9
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

1.       Summary of Significant Accounting Policies (continued)

 

Cash and Cash Equivalents

 

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash equivalents include amounts invested in a money market account with a financial institution. Cash equivalents are carried at cost, which approximates fair value.

 

Contract in Place

 

Goodwill and indefinite-lived intangible assets are not amortized. Rather, they are tested for impairment at least annually or more frequently if events or changes in circumstances indicate that the asset might be impaired.  Contracts in place is the only intangible asset with an indefinite life on our consolidated balance sheets.  We have elected December 31 as the date to perform our annual impairment test.  

 

The contract in place represents the fair value of the consulting contract and operating agreement between EZ Link Holdings, Ltd. and EZ Link Corp.

 

Revenue Recognition

 

The Company recognizes product revenue provided that (1) persuasive evidence of an arrangement exists, (2) delivery to the customer has occurred, (3) the selling price is fixed or determinable and (4) collection is reasonably assured.  Delivery is considered to have occurred when title and risk of loss have transferred to the customer. The price is considered fixed or determinable when it is not subject to refund or adjustments. Outbound shipping and handling charges are included in net sales.

 

Foreign Currency Translation

 

As of March 31, 2013 the accounts of the EZ Link were maintained, and its consolidated financial statements were expressed, in NTD. Such consolidated financial statements were translated into USD with NTD as the functional currency. All assets and liabilities were translated at the exchange rate on the consolidated balance sheet dates, stockholders’ equity are translated at the historical rates and the statements of income items are translated at the weighted average exchange rate for the year. The resulting translation adjustments are reported under other comprehensive income.

 

Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. Such amounts were not material during each of the three month periods ended March 31, 2013 and 2012.

 

Cash flow from the Company's operations included in the statement of cash flows is calculated based upon the functional currency using the average translation rate. As a result, amounts related to assets and liabilities reported on the statement of cash flows will not necessarily agree with arithmetical changes in the corresponding balances on the consolidated balance sheet. No presentation is made that the NTD amounts could have been, or could be, converted into USD at the rates used in translation.

 

10
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

 

1.       Summary of Significant Accounting Policies (continued)

 

Concentration of Credit Risk

 

The Company maintains balances in a Money Market Fund that is not federally insured. Balances in this fund were $1,023,698 and $956,365 at March 31, 2013 and December 31, 2012, respectively.

 

Accounts receivable are typically unsecured. The Company performs ongoing credit evaluations of its customers’ financial condition. It generally requires no collateral and maintains reserves for potential credit losses on customer accounts, when necessary. As of March 31, 2013, 91.6% of H&H Glass’s Accounts Receivable were attributable to three customers. As of December 31, 2012, 85.0% of H&H Glass’s Accounts Receivable were attributable to three customers.

 

At March 31, 2013 and 2012 H&H Glass had allowance for doubtful account reserves of $16,194 and $16,194 respectively.

 

In general the Company will reserve a receivable based one of the following reasons; If the receivable is over 90 days old the company will reserve 50% and if over 12 months old the Company will reserve 100% of the amount.

 

H&H Glass purchased 100% of its glass from one vendor in the three month periods ending March 31, 2013 and 2012.  During the three-month period ending March 31, 2013 and 2012, H&H Glass purchased $7,480,025 and $5,655,100 of products from this vendor, respectively. This concentration is due to the relatively small size of H&H Glass’s orders.  H&H Glass’s specialized short-run custom orders generally are not attractive to larger glass manufacturers. 

 

Non-controlling Interest

 

The Company accounts for its non-controlling interest of 49% in EZ Link Holdings, Ltd. in the condensed consolidated financial statements classified as a separate component of equity. In addition, net earnings, and components of other comprehensive income are attributed to both the Company and non-controlling interest.

 

Net Earnings/(Loss) per Share

 

Earnings/(loss) per common share is computed on the weighted average number of common shares outstanding during each year. Basic earnings per share is computed as net loss applicable to common stockholders’ divided by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur from common shares issuable through convertible preferred shares, stock options, warrants and other convertible securities when the effect would be dilutive.

11
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

Comprehensive Income (Loss)

 

The Company reports and displays comprehensive income and its components in a full set of general purpose consolidated financial statements. The Company’s translation gain of $11,631 and loss of $313 for the three month periods ended March 31, 2013 and 2012 respectively, relate to the translation of financial statements from New Taiwan Dollar to US Dollars.

 

2.       Preferred Stock Transactions

 

The 400,000 shares of Series B Preferred Shares shall be convertible into common shares in two equal tranches, the first being upon completion and receipt of the year ending December 31, 2010, financials if all of the following performance targets are met by EZ Link:

 

(a) Maintain revenues and before tax earnings same as the prior 12 month period; and

(b) Maintained a positive cash flow from operations over the prior 12 month period.

 

These criteria were not met, so there were no conversions as of December 31, 2012.  However, the first tranche will be eligible for conversion again at December 31, 2013.

 

The Series A Preferred shares are convertible into common shares on a 1:1 ratio at a fixed rate of $3 per share. Preferred shares have no voting rights, have no redemption rights and earn no dividends. Holders of Series A Convertible Preferred Stock are not permitted to convert their stock into common shares until the Company’s market capital reaches $15,000,000. Upon dissolution, liquidation or winding up of the Company, whether voluntary or involuntary, the holders of the then outstanding shares of Series A Convertible Preferred Stock shall be entitled to receive out of the assets of the Company the sum of $0.0001 per share (the “Liquidation Rate”) before any payment or distribution shall be made on any other class of capital stock of the Company ranking junior to the Series A Convertible Preferred Stock.

 

Description of the Series B Convertible Preferred Stock

 

As of January 1, 2010 pursuant to the purchase agreement for 51% ownership in EZ Link Holdings Ltd., approximately 47% of the purchase price amount $400,000 was paid in Series B convertible preferred shares of IPL Group, Inc. at a per share value of $1.00, or 400,000 shares.

 

The Preferred shares are convertible into common shares on a 1:1 ratio at a fixed rate of $1 per share.  Preferred shares have no voting rights, have no redemption rights and earn no dividends.

 

The Series B Preferred Shares shall be convertible into common shares in two equal tranches, the first tranche was to be upon completion and receipt of the year ending December 31, 2010, financials if all of the following performance targets are met by EZ Link:

 

(a) Maintain revenues and before tax earnings same as the prior 12 month period; and

(b) Maintained a positive cash flow from operations over the prior 12 month period.

 

This criteria was not met so there were no conversions as of December 31, 2012.  However, the first tranche will be eligible for conversion again at December 31, 2013. If EZ Link does not reach its performance goals at December 31, 2013, the conversion rights will be extended one additional year.

12
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

The second tranche of the Preferred Shares shall be convertible after the second 12 month period, i.e. the year ending December 31, 2011, if all of the following performance targets are met by EZ Link:

 

(a) 5% increase in revenues and 1% before tax earnings over the prior 12 month period; and

(b) Maintained a positive cash flow from operations over the prior 12 month period.

 

EZ Link did not reach its performance goals at December 31, 2012, so the conversion rights will be extended one additional year.

 

ASC Topic 480, “Distinguishing Liabilities from Equity,” establishes standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity.

 

A mandatorily redeemable financial instrument shall be classified as a liability unless the redemption is required to occur only upon the liquidation or termination of the reporting entity.  A financial instrument issued in the form of shares is mandatorily redeemable if it embodies an unconditional obligation requiring the issuer to redeem the instrument by transferring its assets at a specified or determinable date (or dates) or upon an event certain to occur. A financial instrument that embodies a conditional obligation to redeem the instrument by transferring assets upon an event not certain to occur becomes mandatorily redeemable—and, therefore becomes a liability—if that event occurs, the condition is resolved, or the event becomes certain to occur.

 

The Company determined that the preferred shares are not mandatorily or conditionally redeemable and are properly classified as permanent equity in the accompanying consolidated financial statements.

 

3.       Common Stock Transactions

 

During the three months ending March 31, 2013 and 2012 no stock was issued.

 

4.       Related Party Transactions

 

Allen Lin

 

The Company paid Mr. Allen Lin, President of H&H Glass and a member of the board of directors of the Company, salary of $65,000 and $62,500 for the three-month periods ended March 31, 2013 and 2012, respectively.

 

Josephine Lin

 

Josephine Lin, Mr. Lin’s wife, is employed by the Company and was paid salary of $14,500 and $14,000 for the three-month periods ended March 31, 2013 and 2012, respectively.

 

William Gresher

 

For each three-month period ended March 31, 2013 and 2012, Mr. Gresher, a member of the Board of Directors, was paid $1,500 in cash for Director fees.

 

13
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

4.       Related Party Transactions - continued

 

Owen Naccarato

 

For each three-month period ending March 31, 2013 and 2012 respectively, Mr. Naccarato, a member of the Board of Directors, was paid $9,000 in cash for legal fees and for the three month period ending March 31, 2012 was paid $1,500 in cash for Directors fees.

 

Easy Global Company, Ltd.

 

The chairman of Easy Global Company, Ltd. is also a shareholder of EZ Link Corporation. EZ Link rents its offices from Easy Global Company, Ltd. During the three months ended March 31, 2013 and 2012, EZ Link paid $11,688 and $11,595, respectively, to Easy Global Company for rent expense.

 

5.        Property and Equipment

 

The Company’s property and equipment at March 31, 2012 and December 31, 2012, consisted of the following:

 

  March 31, 2013   December 31, 2012 
Furniture and fixtures  $14,552   $14,522 
Computers and equipment   151,028    150,456 
Leasehold improvements   16,589    19,005 
    182,169    184,013 
Less accumulated depreciation   (174,058)   (173,694)
Total  $8,111   $10,319 

 

The Company recorded depreciation expense for the three-month periods ending March 31, 2013 and 2012, of $2,187 and $3,358 respectively.

 

14
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

6.       Commitments and Contingencies

 

Litigation

 

The Company is not currently aware of any formal legal proceedings or claims that the Company believes will have, individually or in the aggregate, a material adverse effect on the Company’s financial position or results of operations.

 

Leases

 

Operating leases

 

H&H Glass rents approximately 2,900 square feet of office space for its headquarters. The lease began on January 1, 2013 and expires on August 31, 2019. As of September 30, 2012, total monthly base rent is $9,164 per month.

 

EZ Link rents 2,388 square feet of office space for its headquarters. The lease began on October 1, 2011, through March 31, 2012. The lease is renewed annually. As of March 31, 2013, total base monthly rent is $6,235 per month.

 

EZ Link also rents 182 square feet of office space. The lease began on April 15, 2011, and expires on April 14, 2014. The lease has a 3% increase each year. As of March, 2013, total base monthly rent is $1,436.

 

EZ Link also maintains operating leases for parking spaces and vehicles used in its operations expiring through June 23, 2014.

 

Future minimum payments on this lease for fiscal years following December 31, 2013, are:

 

Year ended December 31,
2013  $152,353 
2014   92,958 
2015   80,904 
2016   81,760 
Thereafter   84,216 
   $818,406 

 

 

15
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

7.        Earnings per Share

 

Earnings per share have been calculated using the weighted average number of shares outstanding during each period. There was negative net income during the three months ended March 31, 2013 therefore the Company’s Convertible Preferred Shares would not constitute potentially dilutive securities. However, the net income for the three months ended March 31, 2012 would have made these securities dilutive. Earnings per share at March 31, 2013, is calculated using the number of common shares issued to effect the business combination as being outstanding during the entire period.

 

Earnings (loss) per share of common stock are calculated as follows:

 

  For the Three Months Ended March 31, 
   2013   2012 
BASIC EARNINGS PER SHARE OF COMMON STOCK:        
Net earnings (loss) available to IPLO common stockholders  $(28,114)  $147,080 
Weighted average common shares outstanding   4,961,357    4,961,357 
Basic earnings (loss) per share of common stock  $(0.01)  $0.03 
 
DILUTED EARNINGS PER SHARE OF COMMON STOCK:
          
Net earnings available to IPLO common stockholders  $(28,114)  $147,080 
Weighted average common shares outstanding   4,961,357    4,961,357 
Effect of dilutive securities:          
Convertible preferred stock       1,374,730 
Weighted average common shares outstanding after effect of dilutive securities   4,961,357    6,336,087 
Diluted earnings per share of common stock  $(0.01)  $0.02 

 

8.         Segment Reporting

 

The management approach model is based on the way a company’s management organizes segments within the company for making operating decisions and assessing performance.  Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company.

 

Following is a summary of segment information for the three months ended March 31, 2013:

 

March 31 Y-T-D   Packaging   Logistics   Total
               
Revenue   $ 8,655,176   1,712,633   10,367,809
Operating Income   (3,763)   (36,717)   (40,479)
Total Assets     8,698,973   1,082,896   9,781,869
Interest Income   181   49   230
Interest Expense   0   0   0
Depreciation $ 0   2,187   2,187

             

 

16
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

9.       Unrestricted Net Assets

 

EZ Link Corp. has retained earnings of approximately $66,552 as of March 31, 2013. Distributions and other payments to EZ Link Holdings, Ltd. from its subsidiary, EZ Link Corp. may not permitted by the Taiwan government. Condensed financial information of the United States operations is as follows:

 

 

   March 31,   December 31, 
Balance Sheets  2013   2012 
           
Assets          
Cash and cash equivalents  $911,146   $1,115,982 
Accounts receivable, net   6,295,989    4,932,202 
           
Total current assets   7,207,135    6,046,944 
           
Investment in EZ Link Holdings, Ltd.   857,143    857,143 
Deposits   12,433    12,433 
Deferred tax assets   183,679    183,679 
Total assets  $8,260,390   $7,100,199 
           
Liabilities          
           
Accounts payable  $5,987,570   $4,822,195 
Accrued liabilities   63,190    63,190 
Notes payable to related party   80,000    80,000 
Total current liabilities   6,130,760    4,965,385 
Total liabilities   6,130,760    4,965,385 
           
Stockholders' equity          
Common stock   4,961    4,961 
Preferred stock   138    138 
Additional paid-in capital   2,202,877    2,202,877 
Retained earnings   (78,346)   (73,232)
Total stockholders' equity   2,129,630    2,125,381 
Total liabilities and stockholders' equity  $8,260,390   $7,100,199 

 

 

17
 

International Packaging and Logistics Group, Inc., and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2013

 

 

 

9.       Unrestricted Net Assets - continued

 

 

Information of the United States operations is as follows:

 

   Three Months   Three Months 
   March 31,   March 31, 
Statement of Operations  2013   2012 
           
Net sales  $8,655,176   $6,858,048 
Cost of goods sold   (8,337,294)   (6,386,341)
           
Operating expenses   (323,177)   (282,636)
Loss from operations   (5,295)   189,071 
           
Other income and (expense)          
Interest income   181    11 
Other income       1,200 
Realized gain on investment        
Income tax benefit       (53,037)
Total other income   181    (51,826)
Net Income (loss)  $(5,114)  $137,245 

 

Information of the United States operations is as follows:

 

   Three Months   Three Months 
   March 31,   March 31, 
Statements of Cash Flows  2013   2012 
           
Net cash used in operating activities:  $(204,836)  $(751,750)
           
Cash flow from investing activities          
    Proceeds from sale of investment        
Net cash provided by investing activities        
           
Cash flow from financing activities:          
    Proceeds from note payable - related party        
Net cash provided by financing activities        
           
Net increase in cash   (204,836)   (751,750)
Cash, beginning of period   1,115,982    803,072 
Cash, end of period  $911,146   $51,322 

 

18
 

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

 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS’

 

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  In some cases, forward-looking statements are identified by terms such as “may”, “will”, “should”, “could”, “would”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “projects”, “predicts”, “potential”, and similar expressions intended to identify forward-looking statements.

 

These forward-looking statements are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. Also, these forward-looking statements represent our estimates and assumptions only as of the date of this Report. Except as otherwise required by law, we expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained in this Report to reflect any change in our expectations or any change in events, conditions, or circumstances on which any of our forward-looking statements are based or to conform to actual results. We qualify all of our forward-looking statements by these cautionary statements.

 

Overview

 

We import glass containers from Asia and distribute to the North American market including Canada. This was a result of International Packaging and Logistic Group, Inc. (“IPL Group Inc.”) acquiring H&H Glass in July of 2007. IPLGroup, Inc. closed its pharmacy business in February 2007.

 

H&H Glass is a glass importer that supplies custom products such as perfume bottles and food condiment bottles, plus provides complementary services such as product design and the making of product molds. H&H Glass acquires its products from 3 to 5 suppliers in China and Taiwan and sells its products through several distributors in the United States and Canada who service small- to medium-sized customers. H&H imports in excess of 1,000 containers of glass a year. Depending on the size of the product, a container can contain anywhere from 3,000 to 300,000 pieces.

 

In addition, as of January 1, 2010, International Packaging and Logistics Group, Inc., acquired a majority interest in EZ Link Holdings, Ltd., a company organized under the laws of the British Virgin Islands on December 18, 2009, which controls EZ Link Corporation, a logistics company headquartered in Taiwan. EZ Link was established in July 2003 under the laws of Taiwan, Republic of China. EZ Link Holdings, Ltd. consolidates EZ Link under ASC Topic 810 as it controls EZ Link through a management contract. EZ Link is a full service international freight forwarder, who has current networks to locations in China, Hong Kong, South East Asia, North East Asia, North America, Latin America and Europe.

 

Plan of Operation

 

Our general operating plan is as follows:

 

Short Term

 

·Continue growing revenue and profits through the existing business;
·Meet the challenge of the declining world economy while maintaining revenue and profitability - our goal will be to  focus closely on product mix, improve our gross margin and develop new projects with existing clients;
·Expand the supply network for our products;
·Expand our current business model to include other areas that fall within our distribution expertise such as packaging using plastic and acrylic materials.
·Integrate our new logistics business into our overall plan

 

19
 

 

 

Long Term

 

·Expand our service into other areas such as Europe and Australia through the same supplier channel.  Our existing business model copies to other markets naturally.
·Expand the client base and areas of service of our logistics business.

 

Results of Operations

 

Three months ending March 31, 2013 and 2012

 

Revenue:

 

For the three months ending March 31, 2013 and 2012, revenues were $10,367,809 and $8,984,791 respectively, for an increase of $1,383,018 (15.4%) over the same period in 2012. The increase in revenue is a mainly due to two factors; 1) an increase in packaging revenue of $1,797,128 (26.2%) due to an upturn in the worldwide, 2) offset by a decrease in Logistics revenues of $414,110 (19.5%) , mainly due to decrease in overseas shipping.

 

Cost of Goods Sold:

 

Cost of goods sold for the three months ending March 31, 2013 and 2012 were $9,787,171 and $8,208,987 respectively, for an increase of $1,578,184 (19.2%) over the same period in 2012. This increase consists of an increase in packaging cost of goods sold of $1,950,953 (30.5%) which was a direct result of the increase in sales, offset by a decrease in logistics cost of goods sold of $372,769 (20.5%) from the same period in 2012 mainly due to a decrease in overseas shipping.

 

Gross Profit:

 

Gross profit was $580,638 and $775,804 for the three months ending March 31, 2013 and 2012, a decrease of $195,166 (25.2%) over the same period in 2012.   The gross profit margin as a percent of sales for the three months ending March 31, 2013 and 2012 was 5.6% and 8.6 % respectively for a decrease of 3.0%. The decrease is a result of a 3.7% gross profit percent from the packaging business offset by a higher gross profit percent from the logistics business of 15.3%.

 

 

Operating Expenses:

 

Operating expenses for the three month period ended March 31, 2013 and 2012 were $621,117 and $577,431 respectively for an increase of $43,686 (7.6%) from the same period prior year. These differences in operating expenses were mostly attributable to the following:

20
 

 

 

Three months ending: 3/31/2013  3/31/2012  $ VAR  % VAR   
Salaries & Related Expense $353,470  $302,276  $51,194   14.5%  Packaging salary higher in 2013 by $46,355, and a
                     $4,839 increase in EZ Link salary.
Rent  36,010   49,362  $(13,352)  -37.1%  Packing rent decreased by $12,737 and EZ Link rent decreased
                     by $615.  decrease due to annual rate decreases.
Insurance  56,163   42,047  $14,116   25.1%  Packaging Insurance based on revenue increased by $11,634
                      plus increase in EZ Link Group insurance of $2,482.
Meals & Entertainment  20,635   22,822  $(2,187)  -10.6%  EZ Link decreased $3,919, packaging increased $1,732.
Travel Expense  56,939   70,594  $(13,655)  -24.0%  Decrease in packaging travel of $10,986, decrease in
                      EZ Link travel of $2,669.
Miscellaneous  97,900   90,330  $7,570   7.7%  Miscellaneous items
Total Expenses $621,117  $577,431  $43,686   7.6%   

 

Other Income (Expenses):

 

Interest income (expense) for the three months ended March 31, 2013 and 2012 was $230 and ($350) respectively for an increase of income $580 (165.7%) from the same period prior year.

 

Other income was $389 for the three months ending March 31, 2013, a decrease of $1,433 (78.6%) over the same period in 2012.  Rent income was $0 for the three months ending March 31, 2013 and 2012.   

 

Liquidity and Capital Resources

 

Cash flow used in operations for the three months ending March 31, 2012 amounted to $62,374, which mainly consisted the following: by 1) quarterly net loss of $37,760, 2) increase in accounts receivable of $1,040,742 and a decrease in current liabilities of $9,483 offset by 1) depreciation expense of $2,187, 2) decrease in current assets of 38,170, and 3) increase in accounts payable and accrued expenses of $985,254.

 

On March 31, 2013 the Company had total assets of $9,393,751 compared to $8,842,118 on December 31, 2012, an increase of $939,751 or 10.6%.  The Company had total IPLO stockholders’ equity of $2,215,707 on March 31, 2013, compared to stockholders’ equity of $2,232,191 on December 31, 2012, a decrease of $16,484 (0.7%).  As of March 31, 2013 the Company's working capital position increased by $23,811 (1.6%) from working capital of $1,528,321 at December 31, 2012 to working capital of $1,552,132 at March 31, 2013.  

 

Capital Resources

 

Over the next twelve months, management is of the opinion that sufficient working capital will be obtained from operations or from current working capital of the company.

 

Federal Income Tax

 

The Company deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities

21
 

 

EZ Link Corporation is governed by the Taiwan’s Income Tax Law and local income tax laws. Pursuant to the Taiwan Income Tax Law, enterprises are subject to tax at a statutory rate of 17%. The local government has also provided companies with various incentives to encourage economic development in the region. Such incentives include reduced tax rates and other measures

 

ITEM 4T. Controls and Procedures.

 

(a) Evaluation of disclosure controls and procedures. Our Chief Executive Officer and Principal Financial Officer, after evaluating the effectiveness of our "disclosure controls and procedures" (as defined in the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this Annual Report on Form 10-K (the "Evaluation Date"), were unable to conclude that as of the Evaluation Date, our disclosure controls and procedures are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms.

 

(b) Changes in internal control over financial reporting. There were no changes in our internal control over financial reporting during our most recent fiscal year that materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.

 

Limitations on the Effectiveness of Internal Controls

 

Disclosure controls and procedures, no matter how well designed and implemented, can provide only reasonable assurance of achieving an entity's disclosure objectives. The likelihood of achieving such objectives is affected by limitations inherent in disclosure controls and procedures. These include the fact that human judgment in decision-making can be faulty and that breakdowns in internal control can occur because of human failures such as simple errors or mistakes or intentional circumvention of the established process.

 

Disclosure Controls and Procedures

 

As of March 31, 2013, under the supervision and with the participation of the Company's Chief Executive Officer and the Chief Financial Officer, management has evaluated the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that the Company's disclosure controls and procedures were not effective as of March 31, 2013.

 

Changes in Internal Control over Financial Reporting

 

There were no changes in internal control over financial reporting that occurred during the fiscal year covered by this report that have materially affected, or are reasonably likely to affect, the Company's internal control over financial reporting.

 

22
 

Management's Report on Internal Control over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in the Securities Exchange Act of 1934 Rule 13a-15(f). Our Chief Executive Officer and Chief Financial Officer conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control - Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO Framework").

 

Based on this evaluation, management has concluded that our internal control over financial reporting was not effective as of March 31, 2013. Our principal Chief Executive Officer and Chief Financial Officer concluded we have a material weakness due to lack of segregation of duties. Our size has prevented us from being able to employ sufficient resources to enable us to have an adequate level of supervision and segregation of duties within our internal control system. There is mainly one person involved in processing of transactions. Therefore, it is difficult to effectively segregate accounting duties. We have hired an additional administrative person and retained an outside professional firm to assist in the separation of duties on an ongoing basis. The use of the outside firm has proven successful in assisting in the separation of duties. However, additional people are not needed to do the administrative work therefore segregation of duties will continue to be an ongoing weakness.

 

Similarly, the EZ Link operation also has a material weakness due to lack of segregation of duties. Its size has prevented us from being able to employ sufficient resources to enable us to have an adequate level of supervision and segregation of duties within our internal control system. We have retained an outside professional firm to assist in the separation of duties on an ongoing basis. The use of the outside firm has proven successful in assisting in the separation of duties. However, additional people are not needed to do the administrative work therefore segregation of duties will continue to be an ongoing weakness.

 

This Quarterly report does not include an attestation report of the Company's independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's independent registered public accounting firm pursuant to rules of the SEC that permit the company to provide only management's report on internal control in this quarterly report.

 

 

PART II. OTHER INFORMATION

 

Item 1.       Legal Proceedings

 

None

 

ITEM 2.        Unregistered Sales of Equity Securities and Use of Proceeds

 

None

 

ITEM 3.       Defaults Upon Senior Securities

 

None

 

ITEM 4.        Submission of Matters of a Vote to Security Holders

 

None

 

ITEM 5.       Other Information

 

None

 

   

ITEM 6.        Exhibits

 

a) Exhibits

 

31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) (Section 302 of the Sarbanes-Oxley Act of 2002)
   
31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) (Section 302 of the Sarbanes-Oxley Act of 2002)
   
32.1 Certification of the Chief Executive Officer pursuant to 18 U.S.C.ss.1350 (Section 906 of the Sarbanes-Oxley Act of 2002)
   
32.2 Certification of the Chief Financial Officer pursuant to 18 U.S.C.ss.1350 (Section 906 of the Sarbanes-Oxley Act of 2002)
   
101 XBRL Exhibits

 

23
 

 

 

SIGNATURES

 

 

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

  International Packaging and Logistics Group, Inc.
  (Registrant)
   
Dated:  May 20, 2013 By: /s/ Owen Naccarato
  Owen Naccarato 
  Chief Executive Officer
  Principal Financial Officer and Director
   
   
  By: /s/ Allen Lin    
  Allen Lin, Director 
   President H&H Glass
   
  By: /s/ William Gresher  
  William Gresher, Director 

 

 

 

 

 

 

24