Full Press Release Details
HAOXI HEALTH TECHNOLOGY LIMITED
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
| CONTENTS | PAGE(S) | |
| CONSOLIDATED FINANCIAL STATEMENTS | ||
| CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2024 AND JUNE 30, 2024 | F-2 | |
| CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) FOR THE SIX MONTHS ENDED DECEMBER 31, 2024 AND 2023 | F-3 | |
| CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED DECEMBER 31, 2024 AND 2023 | F-4 | |
| CONSOLIDATEDUNAUDITED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE FISCAL YEARS ENDED DECEMBER 31, 2024 AND JUNE 30, 2024 | F-5 | |
| NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS | F-6 - F-24 |
HAOXI HEALTH TECHNOLOGY LIMITED
UNAUDITED CONSOLIDATED BALANCE SHEETS
| December 31, 2024 | June 30, 2024 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash and cash equivalents | $ | 9,096,424 | $ | 6,655,734 | ||||
| Trade receivable, net | 734,344 | 226,747 | ||||||
| Supplier advances | 5,671,682 | 5,174,302 | ||||||
| Other receivables, net | 219,495 | 235,382 | ||||||
| Loan to third parties | 4,098,405 | 3,087,665 | ||||||
| Total current assets | 19,820,350 | 15,379,830 | ||||||
| Non-current assets | ||||||||
| Property and equipment, net | 116,193 | 126,743 | ||||||
| Intangible assets, net | 2,010,667 | - | ||||||
| Operating right-of-use asset | 119,562 | - | ||||||
| Total non-current assets | 2,246,422 | 126,743 | ||||||
| Total Assets | $ | 22,066,772 | $ | 15,506,573 | ||||
| LIABILITIES AND EQUITY | ||||||||
| Current Liabilities | ||||||||
| Short-term loans | $ | 1,121,668 | $ | 833,521 | ||||
| Accounts payable | 674,563 | 653,694 | ||||||
| Due to related parties | 6,187 | 6,187 | ||||||
| Advance from customers | 724,551 | 1,185,130 | ||||||
| Taxes payable | 541,499 | 1,044,532 | ||||||
| Accrued expenses and other liabilities | 83,524 | 102,436 | ||||||
| Salary and welfare payable | 42,243 | 41,075 | ||||||
| Operating right-of-use liabilities-current | 78,580 | - | ||||||
| Long-term accounts payable-current | 20,615 | - | ||||||
| Total current liabilities | 3,293,430 | 3,866,575 | ||||||
| Non-current Liabilities | ||||||||
| Operating right-of-use liabilities-non-current | - | |||||||
| Long-term accounts payable | 30,619 | 66,365 | ||||||
| Long-term borrowing | - | 301,678 | ||||||
| Total non-current liabilities | 30,619 | 368,043 | ||||||
| Total Liabilities | 3,324,049 | 4,234,618 | ||||||
| Commitments and contingencies | ||||||||
| SHAREHOLDERS'EQUITY: | ||||||||
| Class A Ordinary Shares (Par value US$ 0.0025 per share, 6,000,000 shares authorized 2,205,600 , and 598,800 shares issued and outstanding as of December 31,2024 and June 30,2024,respectively) | 5,514 | 1,497 | ||||||
| Class B Ordinary Shares (Par value US$ 0.0025 per share, 2,000,000 shares authorized, and 690,800 and 690,800 shares issued and outstanding as at December 31, 2024 and June 30, 2024, respectively) | 1,727 | 1,727 | ||||||
| Additional paid-in capital | 18,335,820 | 10,589,916 | ||||||
| Retained earnings | 490,674 | 723,207 | ||||||
| Accumulated other comprehensive loss | ( 91,012 | ) | ( 44,392 | ) | ||||
| Total shareholders' equity | 18,742,723 | 11,271,955 | ||||||
| Total liabilities and shareholders' equity | $ | 22,066,772 | $ | 15,506,573 |
The accompanying notes are an integral part of
these condensed unaudited consolidated financial statements.
HAOXI HEALTH TECHNOLOGY LIMITED
CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE INCOME (LOSS)
| Six Months Ended December 31, | ||||||||
| 2024 | 2023 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Revenues | $ | 23,954,998 | $ | 23,503,910 | ||||
| Cost of revenues | ( 23,474,605 | ) | ( 22,302,522 | ) | ||||
| Gross profit | 480,393 | 1,201,388 | ||||||
| Operating expenses: | ||||||||
| Selling | 30,273 | 20,564 | ||||||
| General and administrative | 509,915 | 331,610 | ||||||
| Research and development | 67,556 | 30,842 | ||||||
| Total operating expenses | 607,744 | 383,016 | ||||||
| (Loss) income from operations | ( 127,351 | ) | 818,372 | |||||
| Other income (loss): | ||||||||
| Financial income | 133,652 | - | ||||||
| Financial expense | - | ( 16,789 | ) | |||||
| Other expense | ( 4,224 | ) | ( 1,355 | ) | ||||
| Total other income (loss), net | 129,428 | ( 18,144 | ) | |||||
| Income before income taxes | 2,077 | 800,228 | ||||||
| Income tax expense | ( 234,610 | ) | ( 40,030 | ) | ||||
| Net (loss) income | $ | ( 232,533 | ) | $ | 760,198 | |||
| Comprehensive income | ||||||||
| Foreign currency translation loss | ( 46,620 | ) | ( 604,934 | ) | ||||
| Total Comprehensive loss (income) | $ | ( 279,153 | ) | $ | 155,264 | |||
| Earnings per ordinary share* | ||||||||
| - Basic and diluted | $ | ( 0.13 | ) | $ | 0.64 | |||
| Weighted average number of ordinary shares outstanding | ||||||||
| -Basic and diluted | 1,814,800 | 1,179,200 |
Retrospectively restated for effect of reverse share split on January 10, 2025 (see Note 12 and Note 16).
The accompanying notes are an integral part of
these unaudited condensed consolidated financial statements.
HAOXI HEALTH TECHNOLOGY LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
| Six Months Ended December 31, | ||||||||
| 2024 | 2023 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Cash flows from operating activities | ||||||||
| Net income (loss) | $ | ( 232,533 | ) | $ | 760,198 | |||
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||||||||
| Depreciation of property and equipment | 9,531 | 11,584 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Trade receivable | ( 513,188 | ) | ( 208,353 | ) | ||||
| Supplier advances | ( 545,599 | ) | ( 1,001,155 | ) | ||||
| Other receivables, net | 13,969 | ( 544,298 | ) | |||||
| Accounts payable | 26,660 | 963,687 | ||||||
| Advance from customers | ( 453,648 | ) | ( 488,561 | ) | ||||
| Accrued expenses and other liabilities | ( 18,163 | ) | 165,356 | |||||
| Taxes payable | ( 497,619 | ) | 640,938 | |||||
| Operating lease right-of-use assets | ( 120,418 | ) | 44,661 | |||||
| Operating lease liabilities | 79,143 | ( 44,661 | ) | |||||
| Salary and welfare payable | 1,531 | 1,604 | ||||||
| Net cash provided by (used in) operating activities | ( 2,250,334 | ) | 301,000 | |||||
| Cash flows from investing activities | ||||||||
| Purchase of property and equipment | ( 5,135 | ) | ( 16,162 | ) | ||||
| Purchase of intangible assets | ( 2,025,063 | ) | - | |||||
| Loan to third parties | ( 1,044,625 | ) | - | |||||
| Net cash used in investing activities | ( 3,074,823 | ) | ( 16,162 | ) | ||||
| Cash flows from financing activities | ||||||||
| Proceeds from short-term borrowings | 891,514 | 300,335 | ||||||
| Repayment of short-term borrowings | ( 895,344 | ) | ( 101,974 | ) | ||||
| Due from a shareholder | 53 | 60,299 | ||||||
| Deferred listing costs | - | ( 19,264 | ) | |||||
| Net procees from the follow-on offering | 7,749,921 | - | ||||||
| Net cash Provided by financing activities | 7,746,144 | 239,396 | ||||||
| Effect of foreign exchange rate on cash and restricted cash | 19,703 | ( 614,803 | ) | |||||
| Net increase (decrease) in cash | 2,440,690 | ( 90,569 | ) | |||||
| Cash at the beginning of the period | 6,655,734 | 1,203,203 | ||||||
| Cash at the end of the period | $ | 9,096,424 | $ | 1,112,634 | ||||
| Supplemental disclosures of cash flow information: | ||||||||
| Income taxes paid | $ | 5,257 | $ | 19,682 | ||||
| Interest paid | $ | 22,490 | $ | 15,181 | ||||
| Operating right-of-use asset | 119,562 | 46,213 |
The accompanying notes are an integral part of
these consolidated financial statements.
HAOXI HEALTH TECHNOLOGY LIMITED
UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES
IN ACCUMULATED EQUITY
| Ordinary shares* | Additional paid-in | Accumulated | Accumulated other comprehensive | Total shareholders' | ||||||||||||||||||||
| Shares | Amount | capital | deficit | income (loss) | equity | |||||||||||||||||||
| Balance as of June 30, 2023 | 1,179,200 | $ | 2,948 | $ | 2,176,796 | $ | ( 568,460 | ) | $ | ( 54,740 | ) | $ | 1,566,505 | |||||||||||
| Net Income | 760,198 | 760,198 | ||||||||||||||||||||||
| Foreign currency translation gain | ( 604,934 | ) | ( 604,934 | ) | ||||||||||||||||||||
| Balance as of December 31, 2023 | 1,179,200 | $ | 2,948 | $ | 2,176,796 | $ | 191,738 | $ | ( 659,674 | ) | $ | 1,721,808 | ||||||||||||
| Net income | - | - | - | 531,469 | - | 531,469 | ||||||||||||||||||
| Issuance of ordinary shares | 110,400 | 276 | 8,413,120 | 8,413,396 | ||||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | - | 615,282 | 615,282 | ||||||||||||||||||
| Balance as of June 30, 2024 | 1,289,600 | $ | 3,224 | $ | 10,589,916 | $ | 723,207 | $ | ( 44,392 | ) | $ | 11,271,955 | ||||||||||||
| Net income | - | - | - | ( 232,533 | ) | ( 232,533 | ) | |||||||||||||||||
| Issuance of ordinary shares | 1,606,800 | 4,017 | 7,745,903 | - | - | 7,749,921 | ||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | - | ( 46,620 | ) | ( 46,620 | ) | ||||||||||||||||
| Balance as of December 31, 2024 | 2,896,400 | $ | 7,241 | $ | 18,335,819 | $ | 490,674 | $ | ( 91,012 | ) | $ | 18,742,723 |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - ORGANIZATION AND BUSINESS DESCRIPTION
Haoxi Health Technology Limited ("Haoxi")
is a company incorporated under the laws of the Cayman on August 5, 2022. It is a holding company with no business operation.
On August 30, 2022, Haoxi formed its wholly owned
subsidiary, Haoxi Information Limited ("Haoxi HK"), in Hong Kong. On October 13, 2022, Haoxi HK formed its wholly owned subsidiary,
Beijing Haoxi Health Technology Co., Limited ("WFOE"), in the People's Republic of China (the "PRC").
Beijing Haoxi Digital Technology Co., Ltd. ("Haoxi
BJ") is a limited liability company incorporated on September 26, 2018, under the laws of China.
On November 25, 2022, WFOE acquired 100% equity
interest of Haoxi BJ, as a result, Haoxi BJ became a wholly-owned subsidiary of WFOE.
As described below, Haoxi, through a restructuring
which is accounted for as a reorganization of entities under common control (the "Reorganization"), became the ultimate parent
entity of its subsidiary, Haoxi BJ. Accordingly, Haoxi consolidates Haoxi BJ's operations, assets, and liabilities. Haoxi and its
subsidiaries, are collectively hereinafter referred as the "Company."
Haoxi together with its wholly owned subsidiaries,
Haoxi HK, WFOE, and Haoxi BJ, were effectively controlled by the same shareholders before and after the Reorganization and, therefore,
the Reorganization is considered one for entities under common control. The consolidation of the Company has been accounted for at historical
cost and prepared on the basis as if the Reorganization had become effective as of the beginning of the first period presented in the
consolidated financial statements.
The Company's current corporate structure is as follows:
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING
(a) Basis of presentation
The accompanying anaudited consolidated financial statements ("CFS")
were prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and
have been consistently applied for information pursuant to the rules and regulations of the Securities Exchange Commission (the "SEC").The
accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally
accepted in the United States of America ("U.S. GAAP") and pursuant to the rules and regulations of the U.S. Securities Exchange
Commission (the "SEC"). The accompanying unaudited condensed consolidated financial statements include the financial statements
of the Company and its subsidiaries. All intercompany balances and transactions are eliminated upon consolidation. Accordingly, certain
information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been
omitted pursuant to the afore-mentioned SEC rules and regulations. These unaudited condensed consolidated financial statements should
be read in conjunction with the audited consolidated financial statements and notes thereto for the fiscal years ended 2024 and 2023.
Operating results for the six-month period ended December 31, 2024 are not necessarily indicative of the results that may be expected
for the year ending June 30, 2025.
(b) Principles of consolidation
The CFS include the financial statements of the
Company, its subsidiaries for which the Company exercises control and, when applicable, entities in which the Company has a controlling
financial interest or the ultimate primary beneficiary.
All transactions and balances between the Company
and its subsidiaries were eliminated in the consolidation.
(c) Use of estimates
In preparing the CFS in conformity with U.S. GAAP, management makes
estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities
at the dates of the CFS, as well as the reported amounts of revenue and expenses during the reporting periods. Significant items subject
to such estimates and assumptions include, but are not limited to, the assessment of the allowance for expected credit loss, useful lives
of property and equipment and intangible assets, ,impairment of long-lived assets, realization of deferred tax assets. Actual results
could differ from those estimates.
(d) Cash and cash equivalents
Cash includes cash on hand and demand deposits
placed with banks or other financial institutions, which are unrestricted as to withdrawal or use in accounts maintained with commercial
banks. The Company maintains bank accounts in mainland China. Cash balances in bank accounts in mainland China are not insured by the
Federal Deposit Insurance Corporation or other programs.
(e) Trade receivable, net
Trade receivables are presented net of allowance for expected credit
loss. The Company reduces trade receivable by recording an allowance for expected credit loss to account for the estimated impact of collection
issues resulting from a client's inability or unwillingness to pay valid obligations to the Company. The Company determines the
adequacy of allowance for expected credit loss based on individual account analysis, historical collection trend, and best estimate of
specific losses on individual exposures. The Company establishes a provision for doubtful receivable when there is objective evidence
that the Company may not be able to collect amounts due. Actual amounts received may differ from management's estimate of credit
worthiness and the economic environment.
(f) Advances to suppliers, net
Advances to suppliers represents balances paid
to suppliers for services that have not been provided or received. The Company reviews its advances to suppliers periodically and makes
general and specific allowances when there is doubt as to the ability of a supplier to provide supplies to the Company or refund an advance.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING
(g) Property and equipment, net
Property and equipment are carried at cost and
are depreciated on the straight-line basis over the estimated useful lives of the underlying assets. The cost of repairs and maintenance
is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated
depreciation and amortization are removed from the accounts, and any resulting gains or losses are included in income in the year of disposition.
The Company examines the possibility of decreases in the value of its property and equipment when events or changes in circumstances reflect
the fact that their recorded value may not be recoverable.
Estimated useful lives are as follows, taking
into account the assets' estimated residual value:
| Category | Estimated useful lives | |
| Electronic equipment | 3 years |