EVER HARV Ever Harvest International Group Inc. (f/k/aTotally Green Inc. ) is a holding company that, through its subsidiaries, is engaged primarily in the development and sale of STEAM education products and services aimed at serving the primary and secondary school markets. Our Edtech business is operated through our wholly owned subsidiaryK I.T. Network Limited , aHong Kong private limited company ("KIT"). KIT commenced operations inHong Kong inAugust 9, 2016 and sells its products and services primarily inHong Kong . KIT is not required to obtain permission from the Chinese authorities to operate or to issue securities to foreign investors. KIT was organized as a private limited liability company onNovember 8, 2010 , inHong Kong and is a wholly owned subsidiary ofEver Harvest Capital Group Limited ("EHCG"). Our corporate organization chart is below.
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We reported a net loss of$3,931,003 and$121,598 for the nine months endedSeptember 30, 2022 and 2021, respectively. We had current assets of$38,224 and current liabilities of$113,991 as ofSeptember 30, 2022 . As ofDecember 31, 2021 , our current assets and current liabilities were$7,504 and$81,473 , respectively. We have prepared our condensed consolidated financial statements for the nine months endedSeptember 30, 2022 and 2021, assuming that we will continue as a going concern. Our continuation as a going concern is dependent upon improving our profitability and the continuing financial support from our stockholders. Our sources of capital in the past have included the sale of equity securities, which include common stock sold in private transactions and public offerings, capital leases and short-term and long-term debts. We believe that our current cash and other sources of liquidity discussed below are adequate to support general operations for at least the next 12 months. 22 Results of Operations.
Comparison of the three months ended
The following table sets forth certain operational data for the three months endedSeptember 30, 2022 , compared to the three months endedSeptember 30, 2021 : Three Months ended September 30, 2022 2021 Revenue$ 42,242 $ 23,774 Cost of revenue (18,350 ) (19,283 ) Gross profit 23,892 4,491
General and administrative expenses (8,038 ) (4,160 ) Stock-based consulting expenses (3,749,450 )
-
(Loss) income from operation (3,733,596 ) 331
Other income (expense) 1,020 (5 )
Income tax expense - -
NET (LOSS) INCOME $ (3,732,576 ) $ 326
Revenue
During the three months ended
September 30,
Three Months ended September 30, 2022 2022
Percentage Accounts
Customer Revenues of revenues receivable
IOT Solution Limited (related party)$ 42,242 100%$ 38,218 Three Months ended September 30, 2021 September 30, 2021 Percentage Accounts Customer Revenues of revenues receivable
IOT Solution Limited (related party)$ 23,774
100% $ -
All customers are located in
Cost of Revenue.
Cost of Revenue for the three months ended
Gross Profit.
We achieved a gross profit of
23
General and Administrative Expenses ("G&A").
We incurred G&A expenses of
Income Tax Expense.
Our income tax expenses for the three months ended
Net Loss. As a result of the above factors, the Company incurred a net loss of$3,732,576 and net income of$326 for the three months endedSeptember 30, 2022 and 2021, respectively.
Comparison of the nine months ended
The following table sets forth certain operational data for the nine months endedSeptember 30, 2022 , compared to the nine months endedSeptember 30, 2021 : Nine Months ended September 30, 2022 2021 Revenue$ 124,155 $ 84,907 Cost of revenue (102,392 ) (59,548 ) Gross profit 21,763 25,359 Stock-based consulting expenses (3,929,250 ) - Professional fee (843 ) (3,775 ) General and administrative expenses (24,096 ) (144,131 ) Loss from operation (3,932,426 ) (122,547 ) Other income 1,423 949 Income tax expense - - NET LOSS$ (3,931,003 ) $ (121,598 ) Revenue
During the nine months ended
September 30,
Nine Months ended September 30, 2022 2022
Percentage Accounts
Customer Revenues of revenues receivable
IOT Solution Limited (related party)$ 124,155 100%$ 38,218 Nine Months ended September 30, 2021 September 30, 2021 Percentage Accounts Customer Revenues of revenues receivable
IOT Solution Limited (related party)$ 84,907
100% $ - 24
All customers are located in
Cost of Revenue.
Cost of Revenue for the nine months ended
Gross Profit.
We reported a gross profit of
General and Administrative Expenses ("G&A").
We incurred G&A expenses of
Professional fee
We incurred professional fee of
Income Tax Expense.
Our income tax expenses for the nine months ended
Net Loss.
As a result of the above factors, the Company incurred a net loss of
Liquidity and Capital Resources
We have never paid dividends on our Common Stock. Our present policy is to apply cash to investments in product development, acquisitions or expansion; consequently, we do not expect to pay dividends on Common Stock in the foreseeable future.
We expect to incur significantly greater expenses in the near future as we expand our business or enter into strategic partnerships. We also expect our general and administrative expenses to increase as we expand our finance and administrative staff, add infrastructure, and incur additional costs related to being reporting act company, including directors' and officers' insurance and increased professional fees.
We have never paid dividends on our Common Stock. Our present policy is to apply cash to investments in product development, acquisitions or expansion; consequently, we do not expect to pay dividends on Common Stock in the foreseeable future.
25
Going Concern Uncertainties
Our continuation as a going concern is dependent upon improving our
profitability and the continuing financial support from our stockholders. Our
sources of capital may include the sale of equity securities, which include
common stock sold in private transactions, capital leases and short-term and
long-term debts. While we believe that we will obtain external financing and the
existing shareholders will continue to provide the additional cash to meet our
obligations as they become due, there can be no assurance that we will be able
to raise such additional capital resources on satisfactory terms. We believe
that our current cash and other sources of liquidity discussed below are
adequate to support operations for at least the next 12 months.
Nine Months Ended September 30,
2022 2021
Net cash used in operating activities
- $ -
Net cash provided by financing activities $ - $
134,647
For the nine months endedSeptember 30, 2022 , net cash used in operating activities was$7,453 , which consisted primarily of a net loss of$3,931,003 and an increase of account receivables of$38,218 , offset by share-based consulting expenses of$3,929,250 and an increase in accrued liabilities and other payables of$32,518 .
For the nine months ended
We expect to continue to rely on cash generated through financing from our existing shareholders and private placements of our securities, however, to finance our operations and future acquisitions.
Net Cash Provided By Investing Activities.
For the nine months ended
Net Cash Provided by Financing Activities.
For the nine months ended
For the nine months ended
Off-Balance Sheet Arrangements
We have no outstanding off-balance sheet guarantees, interest rate swap transactions or foreign currency contracts. We do not engage in trading activities involving non-exchange traded contracts.
Contractual Obligations and Commercial Commitments
As of
26 Material Cash Requirements We have not achieved profitability since our inception and we expect to continue to incur net losses for the foreseeable future. We expect net cash expended in 2022 to be slightly higher than 2021. As ofSeptember 30, 2022 , we had an accumulated deficit of$6,288,442 . Our material cash requirements are highly dependent upon the additional financial support from our major shareholders
in the next 12-18 months. Going Concern We require additional funding to meet its ongoing obligations and to fund anticipated operating losses. Our auditor has expressed substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty. We expect to incur marketing and professional and administrative expenses as well expenses associated with maintaining our filings with the Commission. We will require additional funds during this time and will seek to raise the necessary additional capital. If we are unable to obtain additional financing, we may be required to reduce the scope of our business development activities, which could harm our business plans, financial condition and operating results. Additional funding may not be available on favorable terms, if at all. We intend to continue to fund its business by way of equity or debt financing and advances from related parties. Any inability to raise capital as needed would have a material adverse effect on our business, financial condition and results of operations.
If we cannot raise additional funds, we will have to cease business operations. As a result, our common stock investors would lose all of their investments.
Basis of preparation Our financial statements and accompanying notes have been prepared in accordance withUnited States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity withUnited States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses
during the reporting periods. Use of estimates The preparation of the financial statements in conformity withU.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ materially from those estimates. Income Taxes We account for income taxes as outlined in ASC 740, "Income Taxes". Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. 27
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