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EX-32.2 - CERTIFICATION - FLURIDA GROUP INCflug_ex322.htm
EX-31.2 - CERTIFICATION - FLURIDA GROUP INCflug_ex312.htm
EX-31.1 - CERTIFICATION - FLURIDA GROUP INCflug_ex311.htm
EX-32.1 - CERTIFICATION - FLURIDA GROUP INCflug_ex321.htm
EX-10.1 - LOAN DOCUMENTS - FLURIDA GROUP INCflug_ex101.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2014
 
o
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
 
For the transition period from _______ to _______

Commission file number 333-151200
 
FLURIDA GROUP, INC.
(Exact name of registrant as specified in its charter)
 
Nevada
 
3469
 
26-0688130
(State or other jurisdiction of
incorporation or organization)
 
(Primary Standard Industrial
 Classification Code Number)
 
IRS I.D.

22 West Washington St, Suite 1500
Chicago, IL
 
60602
(Address of principal executive offices)
 
(Zip Code)

Issuer’s telephone number: (310) 513-0888
 
N/A
(Former name, former address and former three months, if changed since last report)
 
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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. Yes x 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 x 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
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 Rule 12b-2 of the Exchange Act). Yes o No x

As of August 13, 2014 there were 39,290,827 shares issued and outstanding of the registrant’s common stock.
 


 
 

 
 
TABLE OF CONTENTS
 
PART I — FINANCIAL INFORMATION
     
         
Item 1.
Financial Statements
    2  
Item 2.
Management’s Discussion and Analysis or Plan of Operation.
    4  
Item 3.
Quantitative and Qualitative Disclosure about Market Risk
    15  
Item 4.
Controls and Procedures.
    16  
           
PART II — OTHER INFORMATION
       
           
Item 1.
Legal Proceedings.
    17  
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds.
    17  
Item 3.
Defaults Upon Senior Securities
    17  
Item 4.
Mine Safety Disclosures.
    17  
Item 5.
Other Information.
    17  
Item 6.
Exhibits.
    18  

 
 

 
 
PART I — FINANCIAL INFORMATION
 
Item 1.
Financial Statements

FLURIDA GROUP, INC.
 
Financial Statements
(Unaudited)
 
As of June 30, 2014 and 2013

 
2

 

Table of Contents
 
Consolidated Balance Sheets
    F-1  
         
Consolidated Statement of Operation
    F-2  
         
Consolidated Shareholders Equity
    F-3  
         
Consolidated Statement of Cash Flows
    F-4  
         
Notes to Unaudited Consolidated Financial Statements
    F-5  
 
 
3

 
 
FLURIDA GROUP, INC.
CONSOLIDATED BALANCE SHEETS

   
June 30,
   
December 31,
 
   
2014
   
2013
 
ASSETS
           
Current assets:
           
Cash and cash equivalents
  $ 624,999     $ 1,116,298  
Accounts receivable, net
    2,678,475       2,281,441  
Inventory
    5,725,465       3,818,684  
Total Current Assets
  $ 9,028,939     $ 7,216,423  
                 
Property, plant and equipment, net
  $ 94,095     $ 91,050  
                 
Other assets:
               
Accrued interest receivable
  $ -     $ -  
Security deposit
    6,264       6,264  
Total Other Assets
  $ 6,264     $ 6,264  
                 
TOTAL ASSETS
  $ 9,129,298     $ 7,313,737  
LIABILITIES & EQUITY
               
Current liabilities:
               
Account payable
  $ 6,086,376     $ 2,853,312  
Income taxes payable
    98,403       134,710  
Unearned revenue
    277,357       138,522  
Total current liabilities
  $ 6,462,136     $ 3,126,544  
                 
Other Current Liabilities:
               
Loan from the Bank
  $ 100,000     $ 1,900,000  
Other payable
    -       75,000  
Total Other Current Liabilities
  $ 100,000     $ 1,975,000  
                 
Total Liabilities
  $ 6,562,136     $ 5,101,544  
                 
Stockholders' Equity:
               
Common stock, $0.001 par value;
               
200,000,000 shares authorized;
               
39,290,827 shares issued and outstanding.
  $ 39,291     $ 39,291  
Paid-in capital
    1,251,313       1,251,313  
Retained earnings
    1,227,111       871,341  
Accumulated other comprehensive Income (loss)
    49,447       50,248  
                 
Total stockholders' equity
  $ 2,567,162     $ 2,212,193  
                 
TOTAL LIABILITIES & EQUITY
  $ 9,129,298     $ 7,313,737  

 
F-1

 

FLURIDA GROUP, INC.
CONSOLIDATED STATEMENT OF OPERATION

   
Six Months Ended
   
Three Months Ended
 
   
June 30, 2014
   
June 30, 2013
   
June 30, 2014
   
June 30, 2013
 
   
Unaudited
   
Unaudited
   
Unaudited
   
Unaudited
 
                                 
Revenues:
  $ 15,860,844     $ 10,706,316     $ 8,105,392     $ 5,942,809  
Cost of Goods Sold
  $ 14,530,397     $ 9,808,090     $ 7,441,980     $ 5,412,886  
Gross Profit
  $ 1,330,447     $ 898,226     $ 663,412     $ 529,923  
Operating expenses:
                               
Research and development
    19,658       11,777       8,061       6,847  
                                 
Selling, general and administrative expenses
    679,788       625,729       373,790       343,041  
                                 
Depreciation and amortization expenses
    15,842       12,603       8,137       6,421  
Total Operating Expenses
  $ 715,288     $ 650,109     $ 389,988     $ 356,309  
                                 
Operating Income
  $ 615,159     $ 248,117     $ 273,424     $ 173,614  
                                 
Investment income, net
  $ 44     $ 1,470     $ 18     $ 99  
Interest expense, net
    28,666       9,000       7,556       5,622  
Income before taxes
  $ 586,537     $ 240,587     $ 265,886     $ 168,091  
Income tax expense
    230,767       96,292       100,937       69,492  
Net income
  $ 355,770     $ 144,295     $ 164,949     $ 98,599  
                                 
Net Income per common share-Basics
  $ 0.01     $ 0.00     $ 0.00     $ 0.00  
Net Income per common share-Diluted
  $ 0.01     $ 0.00     $ 0.00     $ 0.00  
                                 
Other comprehensive Income (Loss), net of tax:
                               
Foreign currency translation adjustments
    (801 )     (5,963 )     (6,256 )     8,817  
Total other comprehensive Income(Loss)
  $ (801 )   $ (5,963 )   $ (6,256 )   $ 8,817  
Comprehensive Income (Loss)
  $ 354,969     $ 138,332     $ 158,693     $ 107,416  

 
F-2

 

FLURIDA GROUP, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY
FOR THE PERIOD ENDED June 30, 2014
 
               
Additional
         
Accumulated Other
   
Total
 
   
Common Stock
   
Paid-in
   
Retained
   
Comprehensive
   
Stockholders'
 
   
Shares
   
Amount
   
Capital
   
Earnings
   
Income (Loss)
   
Equity
 
                                         
Balance, December 31, 2006
                    $ (1,500 )         $ (1,500 )
                                         
Balance, December 31, 2007
    27,291,760     $ 27,292     $ 63,406     $ (20,619 )   $ (126 )   $ 69,953  
                                                 
Balance, December 31, 2008
    38,990,827     $ 38,991     $ 1,221,613     $ (214,698 )   $ 29,471     $ 1,075,377  
                                                 
Balance, December 31, 2009
    38,990,827     $ 38,991     $ 1,221,613     $ (23,633 )   $ 48,979     $ 1,285,950  
                                                 
Balance, December 31, 2010
    38,990,827     $ 38,991     $ 1,221,613     $ 187,572     $ 5,523     $ 1,453,699  
                                                 
Balance, December 31, 2011
    38,990,827     $ 38,991     $ 1,221,613     $ 388,073     $ 11,065     $ 1,659,742  
                                                 
Issuance of common
                                               
stocks to Williams @ 0.10 per share on November 1, 2012
    300,000     $ 300     $ 29,700                     $ 30,000  
                                                 
Adjustment for Exchange rate changes
                                  $ (11,242 )   $ (11,242 )
                                                 
Net Income for the year ended December 31, 2012
                          $ 155,091             $ 155,091  
Balance, December 31, 2012
    39,290,827     $ 39,291     $ 1,251,313     $ 543,164     $ (177 )   $ 1,833,591  
Adjustment for Exchange rate changes
                                  $ 50,425     $ 50,425  
                                                 
Net Income for the year ended December 31, 2013
                          $ 328,177             $ 328,177  
Balance, December 31, 2013
    39,290,827     $ 39,291     $ 1,251,313     $ 871,341     $ 50,248     $ 2,212,193  
Adjustment for Exchange rate changes
                                  $ (801 )   $ (801 )
                                                 
Net Income for the period ended June 30, 2014
                          $ 355,770             $ 355,770  
Balance, June 30, 2014
    39,290,827     $ 39,291     $ 1,251,313     $ 1,227,111     $ 49,447     $ 2,567,162  

 
F-3

 
 
FLURIDA GROUP, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
 
   
Six Months Ended
   
Three Months Ended
 
   
June 30, 2014
   
June 30, 2013
   
June 30, 2014
   
June 30, 2013
 
   
Unaudited
   
Unaudited
   
Unaudited
   
Unaudited
 
Operating Activities:                                
Net Income
  $ 355,770     $ 144,295     $ 164,949     $ 98,599  
Adjustments to reconcile net income to net cash provided by operating activities:
                               
Depreciation expense
    15,842       12,603       8,137       6,421  
Inventory
    (1,906,781 )     (495,074 )     (2,025,977 )     (381,516 )
Account receivable
    (397,034 )     (1,607,548 )     178,282       (1,287,620 )
Accrued interest receivable
    -       (1,407 )     -       (64 )
Unearned revenue
    138,835       (45,458 )     74,037       110,697  
Decrease in other Payable
    (75,000 )     -       -       -  
Decrease in income tax payable
    (36,307 )     45,710       (30,337 )     45,710  
Increase in account payable
    3,233,064       2,230,961       3,530,193       817,845  
Net cash provided by operating activities
  $ 1,328,389     $ 284,082     $ 1,899,284     $ (589,928 )
Investing Activities:
                               
Purchase Property
    (18,887 )     (11,961 )     (3,646 )     (2,348 )
Net cash provided by investing activities
  $ (18,887 )   $ (11,961 )   $ (3,646 )   $ (2,348 )
Financing Activities:
                               
Proceeds from issuance of common stock
    -       -       -       -  
Loan from the Bank
    (1,800,000 )     700,000       (2,200,000 )     700,000  
Loan return from supplier
    -       101,185       -       101,185  
Net cash provided by financing activities
  $ (1,800,000 )   $ 801,185     $ (2,200,000 )   $ 801,185  
                                 
Effect of Exchange Rate on Cash
  $ (801 )   $ (5,963 )   $ (6,256 )   $ 8,817  
Net increase (decrease) in cash and cash equivalents
  $ (491,299 )   $ 1,067,343     $ (310,618 )   $ 217,726  
Cash and cash equivalents at beginning of the period
  $ 1,116,298     $ 194,265     $ 935,617     $ 1,043,882  
Cash and cash equivalents at end of the period
  $ 624,999     $ 1,261,608     $ 624,999     $ 1,261,608  

 
F-4

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE A – BUSINESS DESCRIPTION

Flurida Group, Inc. (the “Company”), incorporated under the laws of Nevada on December 19, 2006, with registered address at 502 East John Street, Carson City, NV 89706. Flurida Group, Inc. operates its business in USA as Flurida Group USA, Inc., the Company’s wholly owned branch located in the State of Illinois and has principle office at 22 West Washington ST, Suite 1500, Chicago, IL 60602. Flurida Group leased a center at 24412 S Main Street, Carson, CA 90745.

Flurida Group Inc closed its subsidiary Flurida Group European S.R.L (“Flurida European”) in July 2011.

The company closed its Flurida Qingdao China office in July, 2009.

The Company’s main business includes sourcing, distribution and marketing of appliance parts in Asia, Europe, North and South America. In additionally, the Company also sells stoves, thermostat and other electronic components.

These parts are manufactured in China most by Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhou Fuda”). ChuZhou Fuda was an appliance components and sub-assemblies manufacturer established on March 18, 2008 and located in Chuzhou City, Anhui Province, China.
 
NOTE B – SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect certain amounts reported in the financial statements and disclosures. Accordingly, actual results could differ from those estimates.

Basis of accounting

The financial statements reflect the assets, revenues and expenditures of the Company on the accrued basis of accounting.
 
 
F-5

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continue)

Cash and Cash Equivalents

The Company considers all highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Foreign Currency Translation

The Company has determined the United States dollars to be its functional currency for Flurida Group USA and European Euro to be its functional currency in European business. Assets and liabilities were translated to U.S. dollars at monthly average exchange rate. Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year. Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.
 
Property, Plant, and Equipment Depreciation

Property, plant, and equipment are stated at cost. Depreciation is being provided principally by straight line methods over the estimated useful lives of the assets. Expenditures for maintenance and repairs, which do not improve or extend the expected useful lives of the assets, are expensed to operations while major repairs are capitalized.

The equipment were recorded as fixed asset to depreciate over 7 years and the electronic data processing equipment and furniture were recorded as fixed asset to depreciate over 5 years with straight line method.

For the period of January to June 30, 2014, the Company purchased $ 17,616 Furniture and equipment, and $ 1,270 Computer and data process equipment.

As of June 30, 2014, the company has furniture, Computer and data processing equipment, and equipment at a purchase cost of $ 173,173, and $ 79,078 of accumulated depreciation expense was recorded.

 
F-6

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continue)

Concentration of credit risk

The Company maintains its cash in bank accounts which, at times, may exceed the federally insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash.

Security Deposit

The Company started having an office in California State from September 2010, which is located at 24412 S Main ST, STE 105, Carson CA 90745. Flurida Group USA Inc made $ 6,264 security deposit for leasing the property.

Account Receivable

As of June 30, 2014, the company had a total of $ 2,678,475 account receivable from it major customers. Detail showed as below.
 
   
6/30/2014
 
Chuzhou FuDa
  $ 733,646  
Domestic LLC
  $ 22,637  
Bio Watch (Thailand) CO., Ltd
  $ 320  
Gotene Plast AB
  $ 3,897  
Haier America Research & Development Co.,
  $ 78,912  
Electrolux Professional Inc.
  $ 2,535  
Phillips Diversified Manufacturing, Inc.
  $ 5,200  
Electrolux- Australia
  $ 94,893  
Electrolux-Anderson-US
  $ 504,541  
Electrolux-Mexico
  $ 110,183  
Electrolux-Major Appliance
  $ 504,939  
Electrolux Do Brazil
  $ 294,899  
Electrolux - Sweden
  $ 2,880  
Electrolux Italy
  $ 46,965  
Electrolux Italy-Professional
  $ 3,860  
Electrolux Hungary
  $ 152,562  
General Electric Company
  $ 5,316  
Electrolux ST. Cloud
  $ 7,638  
Exact Replacement Parts
  $ 11,760  
Stanco Metal Products Inc.
  $ 90,893  
TOTAL AR
  $ 2,678,475  

 
F-7

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Account Payable

The Company incurred accounts payable including professional fees, purchases, payroll and payroll tax liability, and other service fee payables.

As of June 30, 2014, the company had a total of $ 6,086,376 account payable, which was included $ 4,219,166 for Chu Zhou Fu Da, $ 55,691 for Qingdao FuDa, $ 1,380,002 for Fulu Finance Management Limited, $ 346,677 for US suppliers, $ 50,283 for salary and payroll tax payable, and $ 34,557 for all other account payable.

Loans from Bank

The Company entered into a promissory note secured renewal loan agreement in the principal amount of $ 4,000,000 with East West Bank located in El Monte, CA. And the maturity date of the Note is from July 10, 2012 to July 10, 2014 with 4% annual interest rate. Flurida Group will pay the loan in accordance with the following payment schedule:

·  
Up to $ 2,000,000 for issuance of Sight Letters of Credit with expiration date not to exceed 90 days from date of issuance
·  
Up to $ 2,000,000 for issuance of Standby Letters of Credit with expiration date not to exceed one year from date of issuance
·  
Up to $ 4,000,000 for Clean Advance of up to 365 days
 
Interest accrued on amounts advanced shall be due and payable on the 25th day of each month commending with the first month after the date of advance. The outstanding principal balance of this note together with all accrued and unpaid interest and all other amount due hereunder, shall be due and payable on July 10, 2014.

As of June 01, 2014, the Company has outstanding loan balance of $ 100,000 from East West Bank.

Income Tax Payable

For the period of April 1 to June 30, 2014 and 2013, the Company incurred income tax expense of $ 100,937 and $ 69,492 respectively. As of June 30, 2014, the income taxes payable of the Company was $ 98,403.

 
F-8

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Basics and Diluted Net Loss Per Common Share
 
Basic earnings per share is computed by dividing income available to common shareholders (the numerator) by the weighted-average number of common shares outstanding (the denominator) for the period. Diluted earnings per share assume that any dilutive convertible securities outstanding were converted, with related preferred stock dividend requirements and outstanding common shares adjusted accordingly. It also assumes that outstanding common shares were increased by shares issuable upon exercise of those stock options for which market price exceeds the exercise price, less shares which could have been purchased by us with the related proceeds. In periods of losses, diluted loss per share is computed on the same basis as basic loss per share as the inclusion of any other potential shares outstanding would be anti-dilutive.
 
The Company only issued one type of shares, i.e., common shares only. There are no other types securities were issued. Accordingly, the diluted and basics net loss per common share are the same.

Inventory

The inventory was valued at cost of purchase from suppliers.

On June, 2008, Flurida Group, Inc signed consigned inventory agreements with Electrolux Home Products De Mexico, S.A. DEC.V., and Electrolux Home Products at Anderson, South Carolina (Electrolux), under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintain the transit the customized products per Electrolux’s specification. Electrolux maintain a storage location within Electrolux’s Juarez site for consigned inventory. And Flurida Group, Inc is facilitated to use of Electrolux’s storage location at such site to the sale of products to Electrolux; Electrolux will provide labor resources for receipt, stock up, and pulls of consigned products. Flurida Group, Inc., retains title and ownership of products while in transit to Electrolux’s site and while stored in the consigned inventory location. Title and ownership will pass to Electrolux when they withdraw products from the consigned inventory location. Upon withdrawal, Electrolux will pay for it under the payment term stated in the purchasing order correspond with the withdraw products. Products residing in the consigned inventory for 90 days with no activity due to non communicated demand change will no longer qualify for consignment, and will be considered as

 
F-9

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Inventory (Continued)

withdrawn product after 90 days. Accordingly, title passage and invoicing shall occur on such product per the term.
 
On July, 2012, Flurida Group, Inc signed deposit inventory agreements with Electrolux Italia S.p.A., which was effective in January 2013. under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintain the transit the customized products per Electrolux’s specification. Electrolux maintain a storage location within Electrolux’s Italia site for consigned inventory. And Flurida Group, Inc is facilitated to use of Electrolux’s storage site located at Treviso, Italy to deposit the products to selling Electrolux; Electrolux will provide labor resources for receipt, stock up, and pulls of consigned products. Flurida Group, Inc., retains title and ownership of products while in transit to Electrolux’s site and while stored in the consigned inventory location. Title and ownership will pass to Electrolux when they withdraw products from the consigned inventory location. Upon withdrawal, Electrolux will pay for it under the 60 days payment term stated in the Frame Agreement. Products residing in the consigned inventory for 30 days with no activity due to non communicated demand change will no longer qualify for consignment, and will be considered as withdrawn product after 30 days. Accordingly, title passage and invoicing shall occur on such product per the term.

On June 25, 2013, Flurida Group, Inc signed consignment inventory agreements with Electrolux Hungary S.p.A., which was effective in September 2013. under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintain the transit the customized products per Electrolux’s specification. Electrolux maintain a storage location within Electrolux’s Hungary site for consigned inventory. Electrolux is responsible, at its own cost, for the suitable storage and administration of the consignment stock. Flurida Group, Inc., retains title and ownership of products while in transit to Electrolux’s site and while stored in the consigned inventory location. Title and ownership will pass to Electrolux when they withdraw products from the consigned inventory location. Products not drawn from the consignment stock within 30 days of delivery shall be deemed to be withdrawn on the 31st day after delivery to the warehouse. Accordingly, title passage and invoicing shall occur on such product per the term.

On July, 2013, Flurida Group, Inc. entered into a managed inventory program agreement with Electrolux Australia, which was effective in September 2013.

 
F-10

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Inventory (Continued)

Under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintainand transit the customized products per Electrolux’s specification. Electrolux has appointed a third party to manage its warehousing (“Distribution Centre”) who will maintain and operate the inventories. Flurida Group, Inc., retains title and ownership of products while in transit and while stored in Distribution Centre. Title and ownership will pass to Electrolux when they withdraw products from the Distribution Centre. Upon withdrawal, Electrolux will pay for it under the 90 days payment term stated in the Purchase Agreement.

As of June 30, 2014, there were 51,406 icemakers, 46,752 pieces Module Assembly, and 124,644 pieces motor in Electrolux Juarez warehouse as of consignment inventory. Also, there were 142,224 pieces motors, and 25,872 icemakers in Electrolux Anderson warehouse as of consignment inventory. There were 19,344 pieces Dac Boxes and 28,288 pieces Deflector in Electrolux Italy warehouse as of consignment inventory. There were 8,640 pieces Dac Boxes, 2,240 pieces motors, and 8,832 Deflector in Electrolux Hungary warehouse as of consignment inventory. And, there were 2,744 frames Assembly, 2,115 pieces Ice Bin Assembly, and 1,008 pieces Dispenser Assembly in Electrolux Austria warehouse as of consignment inventory.
 
The company have 69,672 Icemakers, 66,752 piece Module Assembly, and 162,432 motors been shipped out at FOB shipping point Nanjing, China to Electrolux Juarez warehouse. The company also had 275,802 pieces Motor and 16,800 pieces icemakers been shipped out at FOB shipping point Nanjing, China to Electrolux Anderson warehouse. The company also had 4,480 pieces Motor, 23,040 pieces Dac boxes, and 36,484 pieces deflectors been shipped out at FOB shipping point Nanjing, China to Electrolux Hungary warehouse. The company also had 31,200 pieces Dac boxes, and 46,153 pieces deflectors been shipped out at FOB shipping point Nanjing, China to Electrolux Italy warehouse. The company also had 2,320 pieces frame assembly been shipped out at FOB shipping point Nanjing, China to Electrolux Austria warehouse. Those purchases haven’t considered as a sale or a consignment inventory at the period ended June 30, 2014. However, it’s the in transit inventories of Flurida Group, Inc.

As a result, as of June 30, 2014, the company had total inventory at a value $ 5,725,465.

 
F-11

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenues Recognition

Revenues include sales of appliance parts in Asia, Europe, and North America.
 
Revenues are recognized from product sales upon shipment, which is the point in time when risk of loss is transferred to the customer, net of estimated returns and allowances.
 
For the fiscal quarter ended June 30, 2014, the Company had total net revenue of $ 8,105,392.

For the period April 1 to June 30, 2014, the Company sold icemakers, high efficiency motor, module assembly, and motors to, Electrolux USA, located at Charlotte NC for sales of $ 5,397,430. The icemakers and motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the icemakers, motors, and assembly were shipped out at FOB shipping point Nanjing, China.

The company also sold motors, to Stanco Metal Products for $ 18,533; the motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the motors were shipped out at FOB shipping point Nanjing, China.

For the fiscal quarter ended June 30, 2014, the Company sold components and appliance parts to Electrolux –Australia for $ 178,097. The components were manufactured and supplied by Chu Zhou Fu Da Mechanical and Electronics; all the icemakers and components were shipped out at FOB shipping point Nanjing, China.

The Company sold DAC Boxes, Deflector, and other related parts to Electrolux –Italy for total $ 184,471. The DAC Boxes, Deflector, and other related parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes magnets, and motors were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes, Deflector, Motors, and other related parts to Electrolux – Hungry for total $ 343,895. The DAC Boxes, Deflectors and Motors were manufactured and supplied by ChuZhou Fuda; all the DAC Boxes magnet, and motors were shipped out at FOB shipping point Nanjing, China.

 
F-12

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenues Recognition (Continued)

The company sold Motors, icemakers, and some related refrigerator appliance parts to North Carolina Electrolux Major Appliances, Inc for $ 831,259. The parts, icemakers, and motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company also sold Motors to Electrolux –ST. Cloud for $ 7,638. The motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company sold Motors and other parts to Electrolux – Do Brasil for $199,080. The motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes and related parts to Gotene Plast AB for $ 11,507. The DAC Box and parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes were shipped out at FOB shipping point Nanjing, China.

The company sold icemakers to an US company, Domestic LLC for $ 22,637. And the icemakers were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the icemakers were shipped out at FOB shipping point Nanjing, China.

The company also sold automatic icemaker, to Haier America Research & Development Co., for $ 105,212; the icemaker were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the motors were shipped out at FOB shipping point Nanjing, China.

The company sold stoves to The Paradigm Project for $ 55,205. The stoves were manufactured and supplied by Qing Dao Fu Da, and were shipped out at FOB shipping point at Qingdao, China.

The company sold thermostats and icemakers to an US company, Exact Replacement Parts for $ 46,160. The parts were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

 
F-13

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenues Recognition (Continued)

The Company also sold DAC Boxes and related parts to Electrolux –Sweden for $ 2,880. The DAC Box and parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes were shipped out at FOB shipping point Nanjing, China.

The company provided services to Electrolux Professional Inc for $ 2,535 in the period of April 1 to June 30, 2014.

In the period of April 1, 2014 to June 30, 2014, the Company sold parts or provided services to America Corporation for a total of $ 15,122.

For the period of April 1 to June 30, 2014, the Company sold thermostats and other related key parts for icemakers and motors, and sold dampers to ChuZhouFuDa. Flurida Group purchased some of the parts from Wako Electronics, Inc., an US Company located at Louisville, KY 40299. Flurida Group also sold Rocker Switch, the key parts for icemakers, to ChuZhouFuDa. The parts, Rocker Switch, were used for the icemakers .The Company purchased the parts, Rocker Switch, from CW Industries, an US Company located at Southampton, PA; and also Flurida Group purchased dampers from Nidec Sankyo Corporation, and then sold to ChuZhouFuDa. Flurida Group, Inc. adds averaged 5% - 10% margin based on the cost of purchase, then sold to them, so, $ 684,065 were sold and invoiced to ChuZhouFuDa for the fiscal quarter ended June 30, 2014.

In summary, for the period of April 1 to June 30, 2014, the Company incurred the total gross sales of $ 8,105,726. And the Company had sales discount and return of $ 334, so, a total of $ 8,105,392 net sales were recorded. The cost of goods sold is discussed in details in Note C, Related Party Transactions.

Operating Expense

Operating Expenses includes research and development expense, all selling, general and administrative expenses, and depreciation expenses for Flurida Group Inc. For the fiscal quarter ended June 30, 2014 and 2013, the Company had total operating expenses of $ 389,988 and $ 356,309 respectively, which include the research and development expense of $ 8,061 and $ 6,847, and depreciation expenses of $ 8,137 and $ 6,421, and selling, general and administrative expense of $ 373,790 and $ 343,041. Detail was showed on Exhibit A.

 
F-14

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Payroll Expense

Started from June 2014, Flurida Group stayed the salaries amount of officers Jianfeng Ding, Yaru Huang, and Ying Zhong for $350,000, $86,520, $ 86,520. The Social Security tax and Medicare tax were paid by both employer and employees in USA; employees also withheld portion of Federal and State tax calculate by each individual’s status. All of the tax was submitted to Internal Revenue Service and local government at a semiweekly basis.

The total payroll expenses for the fiscal quarter ended June 30, 2014 and 2013 were listed as follows:

   
Six Months Ended
   
Three Months Ended
 
   
June 30, 2014
   
June 30, 2013
   
June 30, 2014
   
June 30, 2013
 
Payroll Expense - ER
                       
Federal Unemployment Tax
    252       294             -  
State Unemployment Tax
    1,744       1,367       134       71  
US Medicare Tax - ER
    4,724       4,728       2,351       2,373  
US Social Security Tax -ER
    16,601       18,038       6,456       7,969  
Payroll Expense - ER - Other
            377       -       -  
Total Payroll Expense - ER
    23,320       24,804       8,941       10,412  
Payroll Expenses - EE
                               
Federal Tax Withholding
    67,625       65,916       34,611       33,480  
State Tax Withholding
    23,057       23,226       11,155       11,356  
US Medicare Tax -EE
    4,724       4,728       2,351       2,373  
US Net Salaries payment - EE
    214,052       242,665       107,711       136,830  
US Social Security Tax - EE
    16,601       18,038       6,456       7,969  
Total Payroll Expenses - EE
    326,058       354,574       162,284       192,007  
                                 
Total Payroll Expenses
  $ 349,378     $ 379,378     $ 171,225     $ 202,419  
 
Professional Fee

Professional fees are consist of accounting and auditing fee, legal fee, commission and consulting expenses, SEC filing fee, and other professional expenses. The total professional fees were $ 77,606 and $ 65,190 for the fiscal quarter ended June 30, 2014 and 2013 respectively.

 
F-15

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Research and Development Expense

The primary function of a research and development center of Flurida Group Inc is to discovering and creating new knowledge about scientific and technological topics in order to developing valuable products, processes, and services. The Company has developed new products such as icemaker and high efficiency motor for new and ongoing projects. Research and development center also are developing vegetable dryer system and chargeable stove and continually developing LED solar house number.

The Company had total research and development expense of $ 8,601 and $ 6,847 for fiscal quarter ended June 30, 2014 and 2013 respectively.

Income Tax

Income taxes are provided for tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes. Deferred taxes are recognized for differences between the bases of assets and liabilities for financial statement and income tax purposes. The differences in asset and liability bases relate primarily to organization and start-up costs (use of different methods and periods to calculate deduction). Deferred taxes are also recognized for operating losses and tax credits that are available to offset future income taxes. The deferred tax assets and/or liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. The components of the deferred tax asset and liability are classified as current and concurrent based on their characteristics. Valuation allowances are provided for deferred tax assets based on management’s projection of the sufficiency of future taxable income to realize the assets.

Comprehensive Income

The company’s comprehensive income is comprised of net income, unrealized gains and losses on marketable securities classified foreign currency translation adjustments, and unrealized gains and losses on derivative financial instruments related to foreign currency hedging.

 
F-16

 
 
 FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 
NOTE B – SIGNIFICANT ACCOUNTING POLICIES (Continued)

Recent Accounting Pronouncements

Business Combinations —The new guidance on business combinations retains the underlying concepts of the previously issued standard in that the acquirer of a business is required to account for the business combination at fair value. As with previous guidance, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair values are recorded as goodwill.

The new pronouncement results in some changes to the method of applying the acquisition method of accounting for business combinations in a number of significant aspects. Under the new guidance, all acquisition costs are expensed as incurred and in-process research and development costs are recorded at fair value as an indefinite-lived intangible asset. Prior to the adoption, in-process research and development costs were immediately expensed and acquisition costs were capitalized. Further, the new guidance generally requires restructuring charges associated with a business combination to be expensed subsequent to the acquisition date.

Fair Value Measurements and Disclosures — The pronouncements define fair value, establish guidelines for measuring fair value, and expand disclosures regarding fair value measurements.

Derivative Instruments and Hedging Activities — The pronouncement requires additional disclosures about the objectives of derivative instruments and hedging activities, the method of accounting for such instruments, and a tabular disclosure of the effects of such instruments and related hedged items on Financial Statements. The pronouncement does not change the accounting treatment for derivative instruments.

Variable Interest Entities and Transfers of Financial Assets and Extinguishments of Liabilities — The pronouncement on transfers of financial assets and extinguishments of liabilities removes the concept of a qualifying special-purpose entity and removes the exception from applying variable interest entity accounting to qualifying special-purpose entities. The new guidance on variable interest entities requires an entity to perform an ongoing analysis to determine whether the entity’s variable interest or interests give it a controlling financial interest in a variable interest entity. The pronouncements are effective for fiscal years beginning after November 15, 2009.
 
Management does not anticipate that the adoption of these standards will have a material impact on the financial statements.
 
 
F-17

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE C – RELATED PARTY TRANSACTIONS

Common Shares Issued to Executive and Non-Executive Officers and Directors

As of June 30, 2014, total 29,162,760 shares were issued to officers and directors. Please see the table below for details:
 
Name
 
Total Shares
   
Total Amount
   
Percentage
 
Fenglan  Li
    165,000       15,750       0.42 %
Ying Zhong
    2,000,000       200,000       5.09 %
Jianfeng Ding & Yaru Huang
    26,997,760       325,998       68.72 %
Total
    29,162,760     $ 541,748       74.23 %
  
·  
Based on total outstanding issued shares as of June 30, 2014: 39,290,827.
 
Cost of Goods Sold

The Company’s purchase is primarily from supplier, Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhouFuDa”), which is related and managed by shareholder and director Jianfeng Ding.

ChuZhouFuda is an appliance components and sub-assemblies manufacturer established on March 18, 2008. Chuzhou Fuda is located in Chuzhou City, Anhui Province, China. The plant space is around 100,000sq. ft. with 62 molding machine up to 800 metric ton and 20 assemblies lines for appliance components and assemblies.

Chuzhou Fuda, as a Chinese local manufacturer, will record their manufacturing costs and inventories based on the Chinese accounting regulations rulings. But, when Flurida Group, Inc. purchases the parts from Chuzhou Fuda, Flurida Group will record the actual costs paid to Chuzhou Fuda as the costs for inventory of Flurida Group, Inc. There is no any relationship for Chuzhou Fuda’s manufacturing historic costs with Flurida Group’s inventory value. Specifically, Flurida’s inventory value is equal to the purchase price or actual cost of the parts purchased from Chuzhou Fuda, and the purchase price of the parts will be fair

 
F-18

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Cost of Goods Sold (Continued)

market price. Flurida Group, Inc. will adopt the first-in and first-out inventory system according to generally accepted accounting principles in USA.

Flurida Group also purchased the products from suppliers, Qingdao Fubida Electronics Co., Ltd. (“Qingdao FuDa”). It is also related and managed by shareholder and director Jianfeng Ding, and established in 2003 specializing in home appliance control components and subassemblies manufacturing, and located in Qingdao City, Shandong Province, China.

At the period ended March 31, 2014, the Company had ending inventory $3,699,488 that was majority purchased from ChuZhou FuDa.

From the period April 1 to June 30, 2014, Flurida Group, Inc. purchased Stoves and parts from Qingdao FuDa Electronic at total cost of $ 55,691 for FOB shipping point at Qingdao, China.

The Company purchased Icemakers, motors, high efficiency motor, and parts from ChuZhou FuDa at total cost of $ 8,034,870 for FOB shipping point at Nanjing, China.

To manufacture the related refrigerator appliance parts, Chu Zhou Fu Da needs key parts made in USA, which were purchased through Flurida Group, Inc. in USA. The costs of purchasing the parts were $668,041 in the period of April to June 30, 2014.

Fulu Finance Management Limited provided tooling services and sold icemaker to the Company at a cost of $ 699,475 for the fiscal quarter ended June 30, 2014.

For the fiscal quarter ended June 30, 2014, the Company had total purchase of $ 9,458,077.

At the periods ended June 30, 2014, the company had total ending inventory at a value $ 5,725,465.

For the period of April 1 to June 30, 2014, the company had freight cost and other related cost of $ 9,880.

Therefore, in the fiscal quarter ended June 30, 2014, the Company incurred a total cost of goods sold of $ 7,441,980.

 
F-19

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE D – SHAREHOLDERS’ EQUITY

During the year ended December 31, 2008, Flurida Group, Inc has issued total 11,699,067 new shares on April 15, 2008, including 11,649,067 shares issued to loan holders who converted all the loans to common shares. At the year ended December 31, 2008, Flurida Group, Inc. incurred net loss of $ (194,079).

Therefore, the total stockholders’ equity balance at December 31, 2008 was $ 1,075,377.

On April 15, 2008, 50,000 shares issued to Williams Law Group at $ 0.10, for the legal service value of $5,000. On April 1, 2008, seven non-affiliated loan holders asked for repayment of their loans in the aggregate amount of $ 25,066 plus the total interest cost of $624.72, which was paid on the same date, April 1, 2008; meantime, seven additional lenders loaned an aggregate amount of $ 9,926.

On April 15, 2008, total loan amount of $1,164,906 was converted to common shares at price of $0.10 per share, for the total shares of 11,649,067 shares, which were issued to the loans holders.

There were no new shares issued during the period ending December 31, 2009, 2010, and 2011.

On November 1, 2012, 300,000 shares were issued to Williams Law Group at $ 0.10, for the legal service value of $30,000.

There were no new shares issued during the period of January to December 2013.

There were no new shares issued during the period of January to June 2014

Therefore, as of June 30, 2014 total shares issued and outstanding are 39,290,827.

 
F-20

 
 
FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE E – GOING CONCERN

The Company’s significant customers are Electrolux and its subsidiaries located in various countries. Because of the concentration of the customers and Company’s heavily reliance on the Electrolux and its subsidiaries, the Company’s customer concentration may raise doubt about its ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operations.

However, in the quarter ended June 30, 2014, the Company generated significant sales revenue of $ 8,015,392. Electrolux and its subsidiaries are operated independently in various countries, the management assess that it is unlikely if Electrolux and its subsidiary discontinue the purchase in near future due to the Company secured a purchase order in next three years with Electrolux and its subsidiaries. In addition, the going concern may be mitigated due to the close relationship between the Company and it’s suppliers. The Company’s purchase is primarily from supplier, Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhouFuDa”), which is closely related and directly managed by shareholder and director Jianfeng Ding. Besides, as of June 30, 2014, the cash and cash equivalent balance was $ 624,999 , the management believes that the revenues will be generated and its cash flows will be maintained to cover its operational costs and the risk of going concern is significantly low or none.

 
F-21

 
 
EXHIBIT A
 
   
Six Months Ended
   
Three Months Ended
 
   
June 30, 2014
   
June 30, 2013
   
June 30, 2014
   
June 30, 2013
 
Operating expenses
                       
Administration Expense
    727       694       547       565  
Automobile Expense
    1,320       -       1,320       -  
Bank Service Charges
    48,688       24,955       28,929       13,398  
Business Registration
    1,236       343       1,160       -  
Certification
    27,422       11,050       13,488       6,779  
Computer and Internet Expenses
    283       329               146  
Depreciation Expenses
    15,842       12,603       8,137       6,421  
Fuel charge
    4,595       315       3,098       70  
Gift and Promotion
    2,973       -       2,314       -  
Insurance Expense
    305       -       196       -  
Meals and Entertainment
    22,685       17,127       10,374       6,859  
Office Supplies
    5,180       4,525       4,223       3,422  
Parking Fee
    494       102       233       48  
Payroll Expense - ER
    23,320       24,804       8,941       10,412  
Payroll Expenses - EE
    326,058       354,574       162,284       192,007  
Penalty & Fine Expenses
    -       826       -       527  
Postage and Shipping
    2,387       1,950       878       1,172  
Professional Fees
                               
Accounting & Auditing service
    39,625       35,500       39,625       35,500  
Auditing Factory
    4,765       4,535       4,765       4,535  
Commission and Consulting Fee
    38,384       42,000       22,610       21,000  
Legal Fee
    7,500       3,750       7,500       3,750  
Edgar SEC Filing fee
    3,243       -       2,906       -  
Transfer Agent Service
    600       405       200       405  
Total Professional Fees
    94,117       86,190       77,606       65,190  
Rent Expense
    22,467       31,012       13,268       13,648  
Repair and Maintenance
    13,693       21       7,012       -  
Research and Development Expense
    19,658       11,777       8,061       6,847  
Service Cost
    929       -       -       -  
Telephone Expense
    5,631       6,461       2,771       3,198  
Travel Expense
                               
Airfare
    35,746       33,167       18,139       16,494  
Car Rental
    6,322       3,753       2,833       1,965  
Hotel Expense
    27,833       19,949       10,464       6,113  
Local Transportation
    2,969       2,230       1,928       129  
Travel Expense-Other
    1,151       -       1,151       -  
Total Travel Expense
    74,021       59,099       34,516       24,701  
Utilities
    1,256       1,351       634       896  
Total Operating Expenses
    715,288       650,109       389,988       356,309  
 
 
F-22

 
 
Item 2.
Management’s Discussion and Analysis or Plan of Operation.
 
The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information included in this Form 10-Q.

Our Management’s Discussion and Analysis contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include international, national, and local general economic and market conditions; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; change in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; the risk of foreign currency exchange rate; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission.
 
Although the forward-looking statements in this Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.

Overview

Our business is the sale of appliance parts in Asia, Europe, Australia, North and South America. The main products that we sell to these markets are icemakers, motors, ice water dispensing system, and appliance assemblies and stoves and damper. Beside of those products, every year we consistently develop and research the new products, for example high efficiency-motor, crush motor and module. Now we are in mass production.

These parts are manufactured in China by Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhou Fuda”). Chuzhou Fuda Mechanical & Electronics Co., Ltd., which is related and managed by shareholder and director Jianfeng Ding, is an appliance components and sub-assemblies manufacturer established on March 18, 2008. Chuzhou Fuda is located in Chuzhou City, Anhui Province, China. The plant space is around 530,000 sq. ft. with 62 molding machine up to 800 metric ton and 20 assembly lines for appliance components and assemblies.

We sell the following main types of appliance parts:
 
·
Automatic Refrigerator Build-in Icemaker: The automatic refrigerator build-in icemaker is designed for household refrigeration products, such as refrigerator, under-counter refrigerator, freezer to make the ice cubes automatically
   
·
Refrigerator Through-Door Ice Water System: Refrigeration Through-Door Ice Water System is the system that stores the ice cubes harvested from the icemaker, delivered and dispensed the ice, crushed ice or water to the refrigerator door through the electronic control system at the front of the refrigerator door. The through-door ice water system normally includes the following assemblies: ice bucket assembly, motor rail assembly, module assembly, facade assembly, housing assembly. The ice bucket assembly and the motor rail assembly can be located in the freezer, in the refrigerator door and or sealed chamber in the refrigerator. The module assembly, facade assembly and housing assembly vary according to the specific design from each client.
 
·
Shade Pole Motor and Motor Assembly for Refrigerator or Freezers: The shade pole motor and motor assembly is a key part for refrigerators or freezers. Flurida Group Inc’s motor part is designed and specified for the refrigerators or freezers made by Electrolux, an US company with headquarter in Charlotte, NC. Flurida also supplies the motors and motor assemblies to Electrolux Europe facilities in Italy and Hungary.
   
·
High-efficiency Stove: a wood-fuel metal stove which has higher combustion efficiency, lower fuel consumption, and lower pollution than the average rocket stoves on the market. Those stoves sold to users in under-developed countries to save them time in cooking and money in fuel while reducing CO2 emission and deforestation. 
 
 
4

 
 
·
Damper: A damper controls the rate of airflow from freezer into the refrigerator section. These dampers are being sold to users in China to build refrigerators.
   
·
Ice Crush motor: Ice crush motor is the gear box motor to drive the auger and push the ice in the bucket to blades for ice crush purpose. The product is used for automatic ice crushing on built-in Ice Water Dispensing systems.
 
·
Module: Module is a dispensing module for refrigerator. It is a complete automatic ice making and dispensing system that can dispense cubed ice, crushed ice and water. Module is located in the door of a refrigerator; when press the water or ice paddles, the seal will open to dispensing water or ice cubes.
 
·
High-efficiency motor: Flurida started developing high-efficiency motor since 2010. Through numerous tests and improvements, our customers have verified that our new model performs as we stated it would. We have finished trial production in the 1st quarter of 2014, and already started mass production in 2nd quarter; the efficiency of a high-efficiency motor triples the motor’s efficiency compared with regular motors. It can be used, for example, for defrosting in refrigerators. 
 
·
Automatic icemaker for Haier: We have started mass production of the automatic icemaker for Haier USA.

·
Electronic icemaker for GE: After 3 years of product development, the design of electronic icemaker model is finalized and approved by GE. We plan to start mass production of the electronic icemaker model for GE in 2014.
 
Emerging Growth Company

We are an “emerging growth company” (“EGC”) that is exempt from certain financial disclosure and governance requirements for up to five years as defined in the Jumpstart Our Business Startups Act (“the JOBS Act”), that eases restrictions on the sale of securities; and increases the number of shareholders a company must have before becoming subject to the U.S. Securities and Exchange Commission’s (SEC’s) reporting and disclosure rules (See “Emerging Growth Companies” section above). We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the Jobs Act, that allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.
 
Results of Operations
 
For the three month period ended June 30, 2014 vs. June 30, 2013.

Revenue

For the three month period ended June 30, 2014, the Company had net total revenue of $ 8,105,392 to the Company’s Europe, North and South America customers.
 
For the three month period ended June 30, 2014, the Company had net total revenue of $ 8,105,392, which was increased 36% than the three month period ended June 30, 2013 total net revenue of $5,942,809. This increase was because most of main customer sales went up due to improved economic situation worldwide, plus new product sales continued through the quarter ended June 30, 2014 and are still continuing. $ 493,834 out of $ 8,105,392 was new product sales, which is 6% of total sales in the fiscal quarter ended June 30, 2014.
 
For the period April 1 to June 30, 2014, the Company sold icemakers, module assembly, hi efficiency motor, and motors to, Electrolux USA, located at Charlotte NC for sales of $ 5,397,430. The icemakers and motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the icemakers, motors, and assembly were shipped out at FOB shipping point Nanjing, China.

 
5

 
 
The company also sold motors, to Stanco Metal Products for $ 18,533; the motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the motors were shipped out at FOB shipping point Nanjing, China.

For the fiscal quarter ended June 30, 2014, the Company sold components and appliance parts to Electrolux –Australia for $ 178,097. The components were manufactured and supplied by Chu Zhou Fu Da Mechanical and Electronics; all the icemakers and components were shipped out at FOB shipping point Nanjing, China.

The Company sold DAC Boxes, Deflector, and other related parts to Electrolux –Italy for total $ 184,471. The DAC Boxes, Deflector, and other related parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes magnets, and motors were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes, Deflector, Motors, and other related parts to Electrolux – Hungry for total $ 343,895. The DAC Boxes, Deflectors and Motors were manufactured and supplied by ChuZhou Fuda; all the DAC Boxes magnet, and motors were shipped out at FOB shipping point Nanjing, China.

The company sold Motors, icemakers, and some related refrigerator appliance parts to North Carolina Electrolux Major Appliances, Inc for $ 831,259. The parts, icemakers, and motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company also sold Motors to Electrolux –ST. Cloud for $ 7,638. The motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company sold Motors and other parts to Electrolux – Do Brasil for $199,080. The motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes and related parts to Gotene Plast AB for $ 11,507. The DAC Box and parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes were shipped out at FOB shipping point Nanjing, China.

The company sold icemakers to an US company, Domestic LLC for $ 22,637. And the icemakers were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the icemakers were shipped out at FOB shipping point Nanjing, China.

The company also sold Automatic Icemaker, to Haier America Research & Development Co., for $ 105,212; the icemaker were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the motors were shipped out at FOB shipping point Nanjing, China.

The company sold stoves to The Paradigm Project for $ 55,205. The stoves were manufactured and supplied by Qing Dao Fu Da, and were shipped out at FOB shipping point at Qingdao, China.

The company sold thermostats and icemakers to an US company, Exact Replacement Parts for $ 46,160. The parts were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes and related parts to Electrolux –Sweden for $ 2,880. The DAC Box and parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes were shipped out at FOB shipping point Nanjing, China.

The company provided services to Electrolux Professional Inc for $ 2,535 in the period of April 1 to June 30, 2014.
 
In the period of April 1, 2014 to June 30, 2014, the Company sold parts or provided services to America Corporation for a total of $ 15,122.

For the period of April 1 to June 30, 2014, the Company sold thermostats and other related key parts for icemakers and motors, and sold dampers to ChuZhouFuDa. Flurida Group purchased some of the parts from Wako Electronics, Inc., an US Company located at Louisville, KY 40299. Flurida Group also sold Rocker Switch, the key parts for icemakers, to ChuZhouFuDa. The parts, Rocker Switch, were used for the icemakers .The Company purchased the parts, Rocker Switch, from CW Industries, an US Company located at Southampton, PA; and also Flurida Group purchased dampers from Nidec Sankyo Corporation, and then sold to ChuZhouFuDa. Flurida Group, Inc. adds averaged 5% - 10% margin based on the cost of purchase, then sold to them, so, $ 684,065 were sold and invoiced to ChuZhouFuDa for the fiscal quarter ended June 30, 2014.

 
6

 
 
In summary, for the period of April 1 to June 30, 2014, the Company incurred the total gross sales of $ 8,105,726. And the Company had sales discount and return of $ 334, so, a total of $ 8,105,392 net sales were recorded.

In both three month period ended June 30, 2014 and 2013 sales, more than 88% of total revenues were generated through Electrolux controlled subsidiaries in various countries. Electrolux Group operated its each subsidiary independently in each country, and all the sales orders and sales contracts were negotiated and signed independently. Accordingly, we believe that lack of one or a few subsidiaries of Electrolux sales order may have effect on our overall sales revenue, but the effects were slightly reduced in 2014 vs 2013. Because we signed separate long-term distribution agreements with various Electrolux subsidiaries, the risk of loss the contracts with Electrolux is significantly reduced.

Cost of Revenue
 
Our Costs of Goods Sold, as we expected will increased slightly due to increasing Chinese Yuan’s currency exchange rate, labor costs, and raw materials. We anticipate this trend to continue and may adjust our unit price upward to reduce the impact of rising costs.

At the period ended March 31, 2014, the Company had ending inventory $3,699,488 that was majority purchased from ChuZhou FuDa.

From the period April 1 to June 30, 2014, Flurida Group, Inc. purchased Stoves and parts from Qingdao FuDa Electronic at total cost of $ 55,691 for FOB shipping point at Qingdao, China.

The Company purchased Icemakers, high efficiency motor, motors, and parts from ChuZhou FuDa at total cost of $ 8,034,870 for FOB shipping point at Nanjing, China.

To manufacture the related refrigerator appliance parts, Chu Zhou Fu Da needs key parts made in USA, which were purchased through Flurida Group, Inc. in USA. The costs of purchasing the parts were $668,041 in the period of April to June 30, 2014.

Fulu Finance Management Limited provided tooling services and sold icemaker to the Company at a cost of $ 699,475 for the fiscal quarter ended June 30, 2014.

For the fiscal quarter ended June 30, 2014, the Company had total purchase of $ 9,458,077.

At the periods ended June 30, 2014, the company had total ending inventory at a value $ 5,725,465.

For the period of April 1 to June 30, 2014, the company had freight cost and other related cost of $ 9,880.

Therefore, in the fiscal quarter ended June 30, 2014, the Company incurred a total cost of goods sold of $ 7,441,980 which was increased 37 % comparing to the three month period ended June 30, 2013 cost of goods sold of $ 5,412,886. The increase of cost of goods sold was due to the sales increase, increasing Chinese Yuan’s currency exchange rate, labor costs, and raw materials. 
 
The cost of goods sold in the Statements of Operations includes costs of products purchased from suppliers, shipping costs or freight in costs for the products shipping FOB port China, warehouse costs, and other costs if any directly related to the products inspection, duty and custom taxes of products, internal transfer costs if any. The selling, general and administrative expense includes operation expense such as travel, professional, office rent, telephone, certification fees, wages and salaries for management and administrative employees, and other expense related to operation. There was no allocation of portion of any selling, general and administrative expense to the cost of goods sold.

Our gross margin may not be comparable to those of other entities, since some other entities may include all or allocate portion of the costs related to their distribution network into cost of goods sold.
 
 
7

 
 
Expense
 
Our operation expenses consist of selling, general and administrative expenses, and research & development expenses, and depreciation expenses:
 
   
June 30, 2014
   
June 30, 2013
 
Operating expenses
           
Administration Expense
    547       565  
Automobile Expense
    1,320       -  
Bank Service Charges
    28,929       13,398  
Business Registration
    1,160       -  
Certification
    13,488       6,779  
Computer and Internet Expenses
            146  
Depreciation Expenses
    8,137       6,421  
Fuel charge
    3,098       70  
Gift and Promotion
    2,314       -  
Insurance Expense
    196       -  
Meals and Entertainment
    10,374       6,859  
Office Supplies
    4,223       3,422  
Parking Fee
    233       48  
Payroll Expense - ER
    8,941       10,412  
Payroll Expenses - EE
    162,284       192,007  
Penalty & Fine Expenses
    -       527  
Postage and Shipping
    878       1,172  
Professional Fees
               
Accounting & Auditing service
    39,625       35,500  
Auditing Factory
    4,765       4,535  
Commission and Consulting Fee
    22,610       21,000  
Legal Fee
    7,500       3,750  
Edgar SEC Filing fee
    2,906       -  
Transfer Agent Service
    200       405  
Total Professional Fees
    77,606       65,190  
Rent Expense
    13,268       13,648  
Repair and Maintenance
    7,012       -  
Research and Development Expense
    8,061       6,847  
Service Cost
    -       -  
Telephone Expense
    2,771       3,198  
Travel Expense
               
Airfare
    18,139       16,494  
Car Rental
    2,833       1,965  
Hotel Expense
    10,464       6,113  
Local Transportation
    1,928       129  
Travel Expense-Other
    1,151       -  
Total Travel Expense
    34,516       24,701  
Utilities
    634       896  
Total Operating Expenses
    389,988       356,309  
 
 
8

 
 
Started from June2014, Flurida Group had salaries for officers Jianfeng Ding, Yaru Huang, and Ying Zhong for $350,000, $86,520, $86,520. And Flurida Group USA hired employees to taking care of the office, research and development, and marketing activities, therefore, the Company incurred a total payroll expense of $ 171,225 for the three month period ended June 30, 2014. For maintaining and operating the business, the Company expensed a total of $ 22,610 commission and consulting fee. In order to increasing the sales in Europe and North America, the Company expensed $ 13,488 certification fees on the products we sold or exported in the period of April 1 to June 30, 2014. Due to the raise of sale volume and customers, the Company had travel expenses of $ 34,516, and had equipment and research development expenses of $ 8,061. The reason for the decrease in payroll expense from $192,007 in the three month period ended June 30, 2013 to $162,284 for the three month period ended June 30, 2014 is that we paid compensation to our two officers and our senior office person early in June 2013 rather than when due in July due to the fact that they were taking a long business trip to China during and continuing after this period in 2013.
 
We expect selling, general, and administrative expenses to increase in future periods assuming the trend of increased sales continues.

Income Taxes

We are subject to income taxes in the U.S. and we incurred income tax expense of $100,937 and $ 69,492 for the three month period ended June 30, 2014 and 2013 respectively. As of June 30, 2014, the company had income taxes payable of $ 98,403.

Net Income (Loss)

For the reasons set forth above, we had a net income of $164,949 and $ 98,599 for three month period ended June 30, 2014 and 2013 respectively.
 
For the six month period ended June 30, 2014 vs. June 30, 2013.
 
Revenue

For the six month period ended June 30, 2014, the Company had net total revenue of $ 15,860,844 to the Company’s Europe, North and South America customers.
 
For the six month period ended June 30, 2014, the Company had net total revenue of $ 15,860,844, which was increased nearly 48% than the six month period ended June 30, 2013 total net revenue of $10,706,316.This increase was because all main customer sales went up due to improved economic situation worldwide, plus new product sales continued through the quarter ended June 30, 2014 and are still continuing.
 
For the period January 1 to June 30, 2014, the Company sold icemakers, module assembly, high efficiency motors, and motors to, Electrolux USA, located at Charlotte NC for sales of $ 9,830,307. The icemakers, motors, and assemblies were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the icemakers and motors were shipped out at FOB shipping point Nanjing, China.
 
The company also sold motors, to Stanco Metal Products for $ 136,694; the motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the motors were shipped out at FOB shipping point Nanjing, China.

For the six month period ended June 30, 2014, the Company sold components and appliance parts to Electrolux –Australia for $ 297,341. The components were manufactured and supplied by Chu Zhou Fu Da Mechanical and Electronics; all the icemakers and components were shipped out at FOB shipping point Nanjing, China.

The Company sold DAC Boxes, Deflector, and other related parts to Electrolux –Italy for total $ 363,009. The DAC Boxes, Deflector, and other related parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes magnets, and motors were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes, Deflector, Motors, and other related parts to Electrolux – Hungry for total $ 651,873. The DAC Boxes, Deflectors and Motors were manufactured and supplied by ChuZhou Fuda; all the DAC Boxes magnet, and motors were shipped out at FOB shipping point Nanjing, China.

The company sold Motors, icemakers, and some related refrigerator appliance parts to North Carolina Electrolux Major Appliances, Inc for $ 1,354,148. The parts, icemakers, and motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

 
9

 
 
The Company also sold Motors to Electrolux –ST. Cloud for $ 25,465. The motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company sold Motors and other parts to Electrolux – Do Brasil for $490,498. The motors were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes and related parts to Electrolux –Sweden for $ 2,880. The DAC Box and parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes were shipped out at FOB shipping point Nanjing, China.

The Company also sold DAC Boxes and related parts to Gotene Plast AB for $ 17,291. The DAC Box and parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes were shipped out at FOB shipping point Nanjing, China.
 
The company sold icemakers to an US company, Domestic LLC for $ 44,598. And the icemakers were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the icemakers were shipped out at FOB shipping point Nanjing, China.

The company sold stoves to The Paradigm Project for $ 77,776. The stoves were manufactured and supplied by Qing Dao Fu Da, and were shipped out at FOB shipping point at Qingdao, China.

The company sold thermostats and icemakers to an US company, Exact Replacement Parts for $ 65,077. The parts were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China.
 
The company provided services to Electrolux Professional Inc for $ 164,493 in the period of January 1 to June 30, 2014.

The company also sold Automatic Icemaker, to Haier America Research & Development Co., for $ 105,212; the icemaker were manufactured and supplied by ChuZhou FuDa Mechanical and Electronics Co., Ltd; all the motors were shipped out at FOB shipping point Nanjing, China.

In the period of January 1, 2014 to June 30, 2014, the Company sold parts or provided services to America Corporation for a total of $ 180,785.
 
For the period of January 1 to June 30, 2014, the Company sold thermostats and other related key parts for icemakers and motors, and sold dampers to ChuZhouFuDa. Flurida Group purchased the parts from Wako Electronics, Inc., an US Company located at Louisville, KY 40299. Flurida Group also sold Rocker Switch, the key parts for icemakers, to ChuZhouFuDa. The parts, Rocker Switch, were used for the icemakers .The Company purchased the parts, Rocker Switch, from CW Industries, an US Company located at Southampton, PA; and also Flurida Group purchased dampers from Nidec Sankyo Corporation, and then sold to ChuZhouFuDa. Flurida Group, Inc. adds averaged 5% - 10% margin based on the cost of purchase, then sold to them, so, $ 2,058,524 were sold and invoiced to ChuZhouFuDa for the six month period ended June 30, 2014.

In summary, for the period of January 1 to June 30, 2014, the Company incurred the total gross sales of $ 15,865,971. And the Company had sales discount and return of $ 5,127, so, a total of $ 15,860,844 net sales were recorded.
 
 
10

 
 
In both six month period period ended June 30, 2014 and 2013 sales, more than 80% of total revenues were generated through Electrolux controlled subsidiaries in various countries. Electrolux Group operated its each subsidiary independently in each country, and all the sales orders and sales contracts were negotiated and signed independently. Accordingly, we believe that lack of one or a few subsidiaries of Electrolux sales order may have effect on our overall sales revenue, but the effects were slightly reduced in 2014 vs 2013. Because we signed separate long-term distribution agreements with various Electrolux subsidiaries, the risk of loss the contracts with Electrolux is significantly reduced.
 
Cost of Revenue
 
Our Costs of Goods Sold, as we expected will increased slightly due to increasing Chinese Yuan’s currency exchange rate, labor costs, and raw materials. We anticipate this trend to continue and may adjust our unit price upward to reduce the impact of rising costs.
 
At the period ended December 31, 2013, the Company had ending inventory $ 3,318,684 that was majority purchased from ChuZhou FuDa.

From the period January 1 to June 30, 2014, Flurida Group, Inc. purchased Stoves and parts from Qingdao FuDa Electronic at total cost of $ 68,651 for FOB shipping point at Qingdao, China.

The Company purchased Icemakers, high efficiency motors, motors, and parts from ChuZhou FuDa at total cost of $ 13,455,767 for FOB shipping point at Nanjing, China.
 
To manufacture the related refrigerator appliance parts, Chu Zhou Fu Da needs key parts made in USA, which were purchased through Flurida Group, Inc. in USA. The costs of purchasing the parts were $1,932,826 in the period of January to June 30, 2014.

Fulu Finance Management Limited provided tooling services and icemaker to the Company for a total cost of $ 965,035 in the six months period ended June 30, 2014.

For the six month period ended June 30, 2014, the Company had total purchase of $ 16,422,279.

At the six month period ended June 30, 2014, the company had total ending inventory at a value $5,725,465.

For the six month period of January 1 to June 30, 2014, the company had freight cost and other related cost of $ 14,899.

Therefore, in the six month period ended June 30, 2014, the Company incurred a total cost of goods sold of $14,530,397.

Therefore, in the six month period ended June 30, 2014, the Company incurred a total cost of goods sold of $ 14,530,397 which was increased 48 % comparing to the six month period ended June 30, 2013 cost of goods sold of $ 9,808,090. The increase of cost of goods sold was due to the sales increase, increasing Chinese Yuan’s currency exchange rate, labor costs, and raw materials. 

The cost of goods sold in the Statements of Operations includes costs of products purchased from suppliers, shipping costs or freight in costs for the products shipping FOB port China, warehouse costs, and other costs if any directly related to the products inspection, duty and custom taxes of products, internal transfer costs if any. The selling, general and administrative expense includes operation expense such as travel, professional, office rent, telephone, certification fees, wages and salaries for management and administrative employees, and other expense related to operation. There was no allocation of portion of any selling, general and administrative expense to the cost of goods sold.

Our gross margin may not be comparable to those of other entities, since some other entities may include all or allocate portion of the costs related to their distribution network into cost of goods sold.
 
 
11

 
 
Expense
 
Our operation expenses consist of selling, general and administrative expenses, and research & development expenses, and depreciation expenses:
 
   
Six Months Ended
 
   
June 30, 2014
   
June 30, 2013
 
Operating expenses
           
Administration Expense
    727       694  
Automobile Expense
    1,320       -  
Bank Service Charges
    48,688       24,955  
Business Registration
    1,236       343  
Certification
    27,422       11,050  
Computer and Internet Expenses
    283       329  
Depreciation Expenses
    15,842       12,603  
Fuel charge
    4,595       315  
Gift and Promotion
    2,973       -  
Insurance Expense
    305       -  
Meals and Entertainment
    22,685       17,127  
Office Supplies
    5,180       4,525  
Parking Fee
    494       102  
Payroll Expense - ER
    23,320       24,804  
Payroll Expenses - EE
    326,058       354,574  
Penalty & Fine Expenses
    -       826  
Postage and Shipping
    2,387       1,950  
Professional Fees
               
Accounting & Auditing service
    39,625       35,500  
Auditing Factory
    4,765       4,535  
Commission and Consulting Fee
    38,384       42,000  
Legal Fee
    7,500       3,750  
Edgar SEC Filing fee
    3,243       -  
Transfer Agent Service
    600       405  
Total Professional Fees
    94,117       86,190  
Rent Expense
    22,467       31,012  
Repair and Maintenance
    13,693       21  
Research and Development Expense
    19,658       11,777  
Service Cost
    929       -  
Telephone Expense
    5,631       6,461  
Travel Expense
               
Airfare
    35,746       33,167  
Car Rental
    6,322       3,753  
Hotel Expense
    27,833       19,949  
Local Transportation
    2,969       2,230  
Travel Expense-Other
    1,151       -  
Total Travel Expense
    74,021       59,099  
Utilities
    1,256       1,351  
Total Operating Expenses
    715,288       650,109  
 
 
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Started from February 2013, Flurida Group had salaries for officers Jianfeng Ding, Yaru Huang, and Ying Zhong for $350,000, $86,520, $86,520. And Flurida Group USA hired employees to taking care of the office, research and development, and marketing activities, therefore, the Company incurred a total payroll expense of $ 349,378 for the six month period ended June 30, 2014. For maintaining and operating the business, the Company expensed a total of $ 38,384 commission and consulting fee. In order to increasing the sales in Europe and North America, the Company expensed $ 27,422 certification fees on the products we sold or exported in the period of January 1 to June 30, 2014. Due to the raise of sale volume and customers, the Company had travel expenses of $ 74,021, and had equipment and research development expenses of $ 19,658. The reason for the decrease in payroll expense from $354,574 in the six month period ended June 30, 2013 to $326,058 for the six month period ended June 30, 2014 is that we paid compensation to our two officers and our senior office person early in June 2013 rather than when due in July due to the fact that they were taking a long business trip to China during and continuing after this period in 2013.
 
We expect selling, general, and administrative expenses to increase in future periods assuming the trend of increased sales continues.

Income Taxes

We are subject to income taxes in the U.S. and we incurred income tax expense of $230,767 and $ 96,292 for the six month period ended June 30, 2014 and 2013 respectively. As of June 30, 2014, the company had income taxes payable of $ 98,403.

Net Income (Loss)

For the reasons set forth above, we had a net income of $355,770 and $ 144,295 for six month period ended June 30, 2014 and 2013 respectively.

Commitments and Contingencies

The Company’s purchase is primarily from supplier, Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhouFuDa”), which is related and managed by shareholder and director Jianfeng Ding. ChuZhouFuda is an appliance components and sub-assemblies manufacturer established on March 18, 2008. Chuzhou Fuda is located in Chuzhou City, Anhui Province, China. There was no written supply agreement signed between the Company and Chuzhou Fuda. However, Chuzhou Fuda committed to the Company for the quantity and quality of products the Company ordered.
 
On June 2008, the company signed a consigned inventory agreement with an US company, Electrolux Home Products DE Mexico and Anderson, S.A.DEC.V (Electrolux).
 
On July, 2012, the Company signed a deposit inventory agreement with Electrolux Italia S.p.A., which was effective in January 2013.
 
On June 25, 2013, the Company signed a consignment inventory agreement with Electrolux Hungary S.p.A., which was effective in September 2013.
 
On July, 2013, Flurida Group, Inc. entered into a managed inventory program agreement with Electrolux Australia, which was effective in September 2013.
 
Foreign Currency Translation
 
The Company has determined the United States dollars to be its functional currency for Flurida Group USA and European Euro to be its functional currency in European business. Assets and liabilities were translated to U.S. dollars at the period-end exchange rate. Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year. Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.
 
 
13

 
 
Liquidity and Capital Resources

   
At June 30,
   
At June 30,
   
At December 31,
 
   
2014
   
2013
   
2013
 
                   
Current Ratio*
    1.39       1.37       1.43  
Cash
  $ 624,999     $ 1,261,608     $ 1,116,298  
Working Capital**
  $ 2,466,803     $ 1,876,618     $ 2,114,879  
Total Assets
  $ 9,129,298     $ 7,296,284     $ 7,313,737  
Total Liabilities
  $ 6,562,136     $ 5,324,361     $ 5,101,544  
                         
Total Equity
  $ 2,567,162     $ 1,971,923     $ 2,212,193  
                         
Total Debt/Equity***
    2.56       2.70       2.31  

* Current Ratio = Current Assets /Current Liabilities
** Working Capital = Current Assets - Current Liabilities
*** Total Debt / Equity = Total Liabilities / Total Shareholders’ Equity.
 
The Company’s overall working capital was increased in the six month period ended June 30, 2014 comparing to six month period ended June 30, 2013, due to the overall increase of the accounts receivable and inventory; and, the Company’s current ratio was also increased as June 30, 2014 comparing to 2013 due to the decrease of the accounts receivable and increase of the current liabilities.

Currently the Company has a sales agreement with Electrolux, such agreement require the Company to supply the motors, ice makers, and other parts based on Electrolux’s needs. However, due to the consignment arrangement with Electrolux, the Company would keep certain level of consignment inventory to meet the Electrolux’s requirements. In addition, due to the consignment terms with Electrolux, the sales would be recognized when the Electrolux withdraw the products or the consignment inventory at Electrolux’s warehouse for 60 days. In our due course of business dealing with Electrolux’s consignment sales, all the sales incurred were for the products withdrew before the 75 days terms, i.e., the products might be considered as sales automatically based on the consignment terms. After the products withdrew by Electrolux, the Company may receive the payment in 7 days with discount through DB Supplier Finance.
 
The Company entered into a promissory note secured renewal loan agreement (“Loan Agreement”) in the principal amount of $ 4,000,000 with East West Bank located in El Monte, CA. The maturity date of the Note was extended to July 10, 2014. This loan was further extended on July 15, 2014. In connection with the extension, the maximum amount of the loan was increased to the lesser of $6,000,000 or 80% of eligible accounts receivable and 50% of book value inventory. The maximum aggregate amount that may be outstanding under Direct Debt Sub-limit Item (3) and (4) is the lesser of$6,000,000 or 80% of eligible accounts receivable and 50% of book value inventory. The loan is secured by all company inventories, accounts, equipment and general intangibles and certain other assets of the Company. The interest rate is Wall Street Journal Prime plus a margin of 0.75%. The maturity date is July 31, 2015.
 
The Company may only draw up to:
 
 
(1)
$3,000,000 on Sight Letters of Credit with maximum expiration date of 90 days from issuance,
 
(2)
$3,000,000 on Standby Letters of Credit with maximum expiration date of one year from issuance,
 
(3)
$6,000,000 on Clean Advance for up to maturity date of the line, and
 
(4)
$2,000,000 for FX [Foreign Exchange] pre settlement risk allowing the Company to purchase forward contracts to hedge against FX risk. 

 
14

 
 
The remaining terms of the original loan are unchanged.

The outstanding loan amount on the prior Loan Agreement in effect was $ 100,000 as of June 30, 2014.

The management will continue to improve our current business on marketing, customer services and general administrative activities effectiveness; we still continually focus on developing our new products such as LED solar house numbers, a vegetable dryer system, and a chargeable stove.
 
We set up a R&D center at our California location. The primary function of an R&D group is to discover and create new knowledge about scientific and technological topics for the purpose of uncovering and enabling development of valuable new products, processes, and services. We are working on various products but none are fully developed and ready to market and we cannot assure you that any of the products we are working on will ever be fully developed or that we will be able to market or sell them in the future.
 
Specifically, the management still believes that within the operating activities, the efforts of collecting accounts receivables and making payments of accounts payables still are the primary factors for the changes of cash flows in the year 2014 and will continue in later years.
 
The Company had cash and cash equivalents of $ 624,999 at June 30, 2014 and $ 2,466,803 of working capital and $ 1,116,298 at December 31, 2013 and $ 2,114,879 of working capital.
 
The total debt of $ 6,562,136 for June 30, 2014 included total of $ 4,219,166 for Chu Zhou Fu Da, $ 55,691 for Qingdao FuDa, $ 1,380,002 for Fulu Finance Management Limited, $ 346,677 for US suppliers, $ 50,283 for salary and payroll tax payable, and $ 34,557 for all other account payable, $ 98,403 income tax liabilities, $ 277,357 unearned revenue, and $ 100,000 loan from the Bank.

Our independent auditor has indicated that our customer concentration may raise doubt about its ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operations. However, due to the close relationship between the Company and its supplier, Chuzhou Fu Da, which is closely related and directly managed by shareholder and director Jianfeng Ding. Besides, as of June 30, 2014, the cash and cash equivalent balance was $ 624,999 and account receivable was $ 2,678,475, the management believes that the revenues will be generated and its cash flows will be maintained to cover its operational costs and the risk of going concern in long term is significantly low.

Interest Rate Risk

We do not have significant interest rate risk, as our debt obligations (i.e., notes payables to shareholders which can be converted to common stocks). The annual interest rate of notes payable is 8%, and the interest expense would be accrued if the notes were not converted to common shares, and the notes holders request the Company for repayment of principles plus the interest. Seven non-affiliated loan holders asked the Company for repayment of notes plus interest on April 1, 2008. All remaining loan holders converted their loans to common shares on April 15, 2008.
 
Item 3.
Quantitative and Qualitative Disclosure about Market Risk

Not applicable.
 
 
15

 
 
Item 4.
Controls and Procedures.
 
Evaluation of Disclosure Controls and Procedures

The Company has established disclosure controls and procedures to ensure that information required to be disclosed in this quarterly report on Form 10-Q was properly recorded, processed, summarized and reported within the time periods specified in the Commission's rules and forms. The Company’s controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers to allow timely decisions regarding required disclosure.
 
We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) at June 30, 2014 based on the evaluation of these controls and procedures required by paragraph (b) of Rule 13a-15 or Rule 15d-15 under the Exchange Act. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, at June 30, 2014, our disclosure controls and procedures are not effective.
 
Changes in Internal Control over Financial Reporting

There have been no changes in the Company's internal control over financial reporting that occurred during the Company's last six month period that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.
 
 
16

 
 
PART II — OTHER INFORMATION
 
Item 1.
Legal Proceedings.
 
None.
 
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds.

(a) Unregistered Sales of Equity Securities.
 
None.
 
(b) Use of Proceeds.
 
The Registrant did not sell any unregistered securities during the three months ended June 30, 2014.
 
Item 3.
Defaults Upon Senior Securities.
 
None.
 
Item 4.
Mine Safety Disclosures.
 
Not applicable.
 
Item 5.
Other Information.
 
Not applicable.
 
 
17

 
 
Item 6.
Exhibits.
 
(a) Exhibits.
 
Exhibit No.
 
Document Description
     
10.1
 
Loan Documents
     
31.1
 
CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.
     
31.2
 
CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.
     
32.1 *
 
CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002
     
32.2 *
 
CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002
     
Exhibit 101
 
Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.**
     
101.INS
 
XBRL Instance Document**
     
101.SCH
 
XBRL Taxonomy Extension Schema Document**
     
101.CAL
 
XBRL Taxonomy Extension Calculation Linkbase Document**
     
101.DEF
 
XBRL Taxonomy Extension Definition Linkbase Document**
     
101.LAB
 
XBRL Taxonomy Extension Label Linkbase Document**
     
101.PRE
 
XBRL Taxonomy Extension Presentation Linkbase Document**
______________
* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.
 
** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

 
18

 

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.
 
 
 
Flurida Group, Inc., a Nevada corporation
 
       
August 13, 2014
By:
/s/ Jianfeng Ding
 
   
Jianfeng Ding
 
   
Principal Executive Officer
 
 
In accordance with the Exchange Act, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
 
SIGNATURE
 
NAME
 
TITLE
 
DATE
             
/s/ Jianfeng Ding
 
Jianfeng Ding
 
Principal Executive Officer and Director
 
August 13, 2014
             
/s/ Yaru Hang
 
Yaru Hang
 
Principal Financial Officer and Principal
 
August 13, 2014
       
Accounting Officer
   

 
19

 

EXHIBIT INDEX
 
Exhibit No.
 
Document Description
     
10.1
 
Loan Documents
     
31.1
 
CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.
     
31.2
 
CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.
     
32.1 *
 
CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002
     
32.2 *
 
CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002
     
Exhibit 101
 
Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.**
     
101.INS
 
XBRL Instance Document**
     
101.SCH
 
XBRL Taxonomy Extension Schema Document**
     
101.CAL
 
XBRL Taxonomy Extension Calculation Linkbase Document**
     
101.DEF
 
XBRL Taxonomy Extension Definition Linkbase Document**
     
101.LAB
 
XBRL Taxonomy Extension Label Linkbase Document**
     
101.PRE
 
XBRL Taxonomy Extension Presentation Linkbase Document**
_____________
* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.
 
** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
 
 
20