Exhibit 99.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.
	Unaudited Interim Condensed Financial Statements
	as of and for the six months ended June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.

 

CONTENTS		PAGE(S)
Report of Independent Registered Public Accounting Firm		F-2
Unaudited Interim Condensed Balance Sheet		F-3
Unaudited Interim Condensed Statements of Income and Comprehensive Income		F-4
Unaudited Interim Condensed Statement of Equity		F-5
Unaudited Interim Condensed Statement of Cash Flows		F-6
Notes to the Unaudited Interim Condensed Financial Statements		F-7 - F-8

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors of TD Holdings, Inc.

 

We have reviewed the accompanying condensed balance sheet of Shenzhen QianhaiBaiyu Supply Chain Co., Ltd. (the “Company”) as of June 30, 2020 and the related condensed statement of income and comprehensive income, condensed statement of equity and cash flows for the six-month period ended，and the related notes to the condensed financial statements. These interim financial statements are the responsibility of the company’s management.

 

We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

 

Based on our review, we are not aware of any material modifications that should be made to the accompanying interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

 

Audit Alliance LLP

 

October 15, 2020

 

 

SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.

CONDENSED STATEMENT OF BALANCE SHEET

(All amounts in RMB unless otherwise stated)

(UNAUDITED)

 

		June 30
		2020				2019
ASSETS
Current assets:
Cash and cash equivalents			6,172,399				56,984
Accounts receivable, net			-				7,729,798
Prepayment, net			197,767,143				49,699,898
Other receivables, net			282,090				820,165
Total current assets			204,221,632				58,306,845
Total assets			204,221,632				58,306,845
LIABILITIES AND EQUITY
Current liabilities:
Taxes payable			23,737,806				497,340
Accounts payable			-				2,242,548
Other payable and accrued liabilities			83,269,563				53,673,492
Total current liabilities			107,007,369				56,413,380
Total liabilities			107,007,369				56,413,380
Equity
Statutory capital			5,000,000				-
Statutory reserves			4,341,097				212,140
Retained earnings			87,873,166				1,681,325
Total equity			97,214,263				1,893,465
Total liabilities and equity			204,221,632				58,306,845

 

 

SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.

CONDENSED STATEMENTS OF INCOME AND

COMPREHENSIVE INCOME

(All amounts in RMB unless otherwise stated)

(UNAUDITED)

 

		For six months ended June 30
		2020				2019
Revenue			231,801,482				63,225,564
Cost of revenue			(173,328,376	)			(63,232,489	)
Gross profit (loss)			58,473,106				(6,925	)
Operating expenses
General and administrative expenses			(1,109,854	)			(221,430	)
Total operating expenses			(1,109,854	)			(221,430	)
Income (loss) from operations			57,363,252				(228,355	)
Interest income			117				423
Income (loss) before income tax expense			57,363,369				(227,932	)
Income tax expense			(8,560,074	)			-
Net income (loss)			48,803,295				(227,932	)
Other comprehensive income			-				-
Comprehensive income (loss)			48,803,295				(227,932	)

 

 

SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.

CONDENSED STATEMENT OF EQUITY

(All amounts in RMB unless otherwise stated)

(UNAUDITED)

 

						Retained Earnings
		Statutory capital				Statutory reserves				Unrestricted				Total
Balance at December 31, 2018			-				212,140				1,909,257				2,121,397
Net income (loss)			-				-				(227,932	)			(227,932	)
Balance at June 30, 2019			-				212,140				1,681,325				1,893,465
Balance at December 31, 2019			5,000,000				4,341,097				39,069,871				48,410,968
Net income			-				-				48,803,295				48,803,295
Balance at June 30, 2020			5,000,000				4,341,097				87,873,166				97,214,263

 

 

SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.

CONDENSED STATEMENT OF CASH FLOWS

(All amounts in RMB unless otherwise stated)

(UNAUDITED)

 

		Six months ended
		June 30				June 30
		2020				2019
Operating activities:
Net income (loss)			48,803,295				(227,932	)
Changes in operating assets and liabilities:
Accounts receivable			-				(3,899,796	)
Other receivables			102,122				(695,366	)
Prepayments			(113,609,074	)			(40,108,736	)
Other payables and accrued liabilities			52,392,327				44,895,136
Taxes payable			12,483,793				48,812
Net cash generated from operating activities			172,463				12,118
Net increase in cash and cash equivalents			172,463				12,118
Cash and cash equivalents at the beginning of the period			5,999,936				44,866
Cash and cash equivalents at the end of the period			6,172,399				56,984
Supplemental disclosure of cash flow information:
Cash paid for income tax			35,519				23,489

 

 

SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.

NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS

 

1.

organization and principal activities

 

Shenzhen Qianhai Baiyu Supply Chain Co., Ltd. (the “Company”) was established in Shenzhen, Guangdong Province, the People’s Republic of China (the “PRC”) on August 17, 2016. The Company principally engages in aluminum ingots trading, supply chain management and related support services, wholesaling and supply financing.

 

2.

Summary of Significant Accounting Policies and Practices

 

(a)

Basis of presentation

 

The condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and applicable rules and regulations of the Securities and Exchange Commission regarding financial reporting that are consistent with those used in the preparation of the Company’s audited financial statements for the years ended December 31, 2018 and 2019. These condensed financial statements do not include all of the information and footnotes required by US GAAP for annual financial statements.

 

In the opinion of the Company’s management, the accompanying condensed financial statements contain all normal recurring adjustments necessary to present fairly the financial position, operating results and cash flows of the Company for the period presented.

 

(b)

Revenue recognition

 

The Company adopted Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (ASC 606). The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

Sale of aluminum ingots

The company recognize revenue when the receipt of merchandise is confirmed by the customers, which is the point that the title of the goods is transferred to the customer.

 

Sale of supply chain services

The company recognition of service revenue when a service is completed, the Company issues billing to its customers and recognizes revenue according to the billing.

 

 

SHENZHEN QIANHAI BAIYU SUPPLY CHAIN CO., LTD.

NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS

 

3.

PREPAYMENT

 

The following table summarizes the components of prepayment.

 

		As of June 30
		2020				2019
		RMB				RMB
Advance to supplier			197,767,143				49,699,898
Total			197,767,143				49,699,898

 

As of June 30, 2020 and 2019, the company has prepaid for aluminum ingots.

 

4.

OTHER PAYABLE AND ACCRUED LIABILITIES

 

Other payables and accrued liabilities consist of the following:

 

		As of June 30
		2020				2019
		RMB				RMB
Other payable			18,162,199				37,445,468
Advance from customers			65,094,299				16,224,932
Other miscellaneous payables			13,065				3,092
Total			83,269,563				53,673,492

 

5.

TAXES PAYABLE

 

Taxes payable consisted of the following:

 

		As of June 30
		2020				2019
		RMB				RMB
VAT taxes payable			6,547,160				206,968
Income taxes payable			16,105,674				259,205
Other taxes payable			1,084,972				31,167
Total			23,737,806				497,340

 

 

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F-8