Full Press Release Details
UNIVERSE PHARMACEUTICALS INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
| As of | ||||||||
| March 31, 2024 | September 30, 2023 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| CURRENT ASSETS | ||||||||
| Cash | $ | 8,861,590 | $ | 5,285,247 | ||||
| Short-term investments | 2,527,603 | 13,219,005 | ||||||
| Accounts receivable, net | 14,384,228 | 10,667,603 | ||||||
| Due from related parties | - | 61,678 | ||||||
| Inventories, net | 3,386,052 | 3,343,266 | ||||||
| Advance to suppliers | 368,960 | 180,643 | ||||||
| Prepayment for acquisition | 3,462,460 | 3,426,535 | ||||||
| Prepaid expenses and other current assets | 539,240 | 590,377 | ||||||
| TOTAL CURRENT ASSETS | 33,530,133 | 36,774,354 | ||||||
| Property, plant and equipment, net | 3,522,997 | 3,699,965 | ||||||
| Prepayments made to a related party for purchase of property | 2,215,974 | 2,192,982 | ||||||
| Prepayments for construction in progress | 9,225,725 | 9,092,996 | ||||||
| Intangible assets, net | 147,652 | 148,584 | ||||||
| Investment in equity securities | 692,492 | 685,307 | ||||||
| Deferred tax assets | - | 656,980 | ||||||
| Prepaid expenses-related party, non-current | 96,141 | 35,864 | ||||||
| TOTAL NONCURRENT ASSETS | 15,900,981 | 16,512,678 | ||||||
| TOTAL ASSETS | $ | 49,431,114 | $ | 53,287,032 | ||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||
| CURRENT LIABILITIES | ||||||||
| Short-term bank loans | $ | 4,431,949 | $ | 5,482,456 | ||||
| Accounts payable | 7,763,981 | 4,585,285 | ||||||
| Taxes payable | 172,374 | 434,758 | ||||||
| Due to related parties | 5,515,160 | 540,096 | ||||||
| Accrued expenses and other current liabilities | 2,726,078 | 2,711,736 | ||||||
| TOTAL CURRENT LIABILITIES | 20,609,542 | 13,754,331 | ||||||
| Long-term bank loans | 2,077,476 | - | ||||||
| TOTAL LIABILITIES | 22,687,018 | 13,754,331 | ||||||
| COMMITMENTS AND CONTINGENCIES | ||||||||
| SHAREHOLDERS' EQUITY | ||||||||
| Ordinary shares, $ 0.01875 par value, 166,666,666 shares authorized, 3,645,974 and 3,625,000 shares issued and outstanding as of March 31, 2024 and September 30, 2023, respectively | 68,362 | 67,969 | ||||||
| Additional paid in capital | 29,278,766 | 29,279,159 | ||||||
| Statutory reserve | 2,439,535 | 2,439,535 | ||||||
| Retained earnings | ( 2,942,153 | ) | 10,159,304 | |||||
| Accumulated other comprehensive loss | ( 2,100,414 | ) | ( 2,413,266 | ) | ||||
| TOTAL SHAREHOLDERS' EQUITY | 26,744,096 | 39,532,701 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ | 49,431,114 | $ | 53,287,032 |
notes are an integral part of these unaudited condensed consolidated financial statements.
UNIVERSE PHARMACEUTICALS INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
| For the Six Months Ended March 31, | ||||||||
| 2024 | 2023 | |||||||
| REVENUE | $ | 12,884,370 | $ | 18,467,186 | ||||
| COST OF REVENUE AND RELATED TAX | 9,515,039 | 12,339,044 | ||||||
| GROSS PROFIT | 3,369,331 | 6,128,142 | ||||||
| OPERATING EXPENSES | ||||||||
| Selling expenses | 4,054,357 | 2,330,508 | ||||||
| General and administrative expenses | 968,608 | 1,380,053 | ||||||
| Research and development expenses | 86,503 | 2,268,335 | ||||||
| Total operating expenses | 5,109,468 | 5,978,896 | ||||||
| INCOME (LOSS) FROM OPERATIONS | ( 1,740,137 | ) | 149,246 | |||||
| OTHER INCOME (EXPENSES) | ||||||||
| Interest expense, net | ( 136,613 | ) | ( 74,569 | ) | ||||
| Other income, net | 152,027 | 17,323 | ||||||
| Realized (loss) gain on short-term investments | ( 3,094,084 | ) | 166,931 | |||||
| Change in fair value of short-term investments | ( 7,617,502 | ) | - | |||||
| Total other (loss) income, net | ( 10,696,172 | ) | 109,685 | |||||
| (LOSS) INCOME BEFORE INCOME TAX PROVISION | ( 12,436,309 | ) | 258,931 | |||||
| PROVISION FOR INCOME TAXES | 665,148 | 974,358 | ||||||
| NET LOSS | ( 13,101,457 | ) | ( 715,427 | ) | ||||
| OTHER COMPREHENSIVE INCOME | ||||||||
| Foreign currency translation adjustment | 312,852 | 1,399,775 | ||||||
| COMPREHENSIVE (LOSS) INCOME | $ | ( 12,788,605 | ) | $ | 684,348 | |||
| Earnings per ordinary share - basic and diluted | $ | ( 3.59 | ) | $ | ( 0.20 | ) | ||
| Weighted average shares - basic and diluted | $ | 3,645,974 | $ | 3,625,000 |
notes are an integral part of these unaudited condensed consolidated financial statements.
UNIVERSE PHARMACEUTICALS INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF CHANGES IN SHAREHOLDERS' EQUITY
ENDED MARCH 31, 2024 AND 2023
| Accumulated | ||||||||||||||||||||||||||||
| Additional | Other | |||||||||||||||||||||||||||
| Ordinary Share | Paid in | Statutory | Retained | Comprehensive | ||||||||||||||||||||||||
| Shares | Amount | Capital | Reserve | Earnings | Income | Total | ||||||||||||||||||||||
| Balance at September 30, 2022 | 3,625,000 | $ | 67,969 | $ | 29,279,159 | $ | 2,439,535 | $ | 16,322,365 | $ | ( 1,666,705 | ) | $ | 46,442,323 | ||||||||||||||
| Net loss | - | - | - | - | ( 715,427 | ) | - | ( 715,427 | ) | |||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | - | - | 1,399,775 | 1,399,775 | |||||||||||||||||||||
| Balance at March 31, 2023 | 3,625,000 | $ | 67,969 | $ | 29,279,159 | $ | 2,439,535 | $ | 15,606,938 | $ | ( 266,930 | ) | $ | 47,126,671 | ||||||||||||||
| Accumulated | ||||||||||||||||||||||||||||
| Additional | Other | |||||||||||||||||||||||||||
| Ordinary Share | Paid in | Statutory | Retained | Comprehensive | ||||||||||||||||||||||||
| Shares | Amount | Capital | Reserve | Earnings | Income | Total | ||||||||||||||||||||||
| Balance at September 30, 2023 | 3,625,000 | $ | 67,969 | $ | 29,279,159 | $ | 2,439,535 | $ | 10,159,304 | $ | ( 2,413,266 | ) | $ | 39,532,701 | ||||||||||||||
| Reverse share-split adjustment | 20,974 | 393 | ( 393 | ) | - | - | - | - | ||||||||||||||||||||
| Net loss | - | - | - | - | ( 13,101,457 | ) | - | ( 13,101,457 | ) | |||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | - | - | 312,852 | 312,852 | |||||||||||||||||||||
| Balance at March 31, 2024 | 3,645,974 | $ | 68,362 | $ | 29,278,766 | $ | 2,439,535 | $ | ( 2,942,153 | ) | $ | ( 2,100,414 | ) | $ | 26,744,096 |
notes are an integral part of these unaudited condensed consolidated financial statements.
UNIVERSE PHARMACEUTICALS INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
| For the Six Months Ended March 31, | ||||||||
| 2024 | 2023 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | ( 13,101,457 | ) | $ | ( 715,427 | ) | ||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | 248,860 | 257,781 | ||||||
| Gain from disposal of fixed assets | - | ( 115 | ) | |||||
| Changes in allowance for doubtful accounts | ( 265,530 | ) | - | |||||
| Changes in inventory reserve | ( 34,303 | ) | ( 84,956 | ) | ||||
| Deferred income tax provision | 665,148 | 556,867 | ||||||
| Realized loss (gain) on short-term investments | 3,094,084 | ( 166,931 | ) | |||||
| Change in fair value of short-term investments | 7,617,502 | - | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | ( 3,346,205 | ) | ( 1,763,903 | ) | ||||
| Inventories | 26,553 | ( 488,746 | ) | |||||
| Advance to suppliers, net | ( 186,782 | ) | ( 187,460 | ) | ||||
| Prepaid expenses and other current assets | 57,436 | ( 220,969 | ) | |||||
| Prepaid expenses-related party, non-current | ( 60,016 | ) | - | |||||
| Accounts payable | 3,136,661 | 7,928,308 | ||||||
| Taxes payable | ( 267,456 | ) | 149,684 | |||||
| Accrued expenses and other current liabilities | ( 14,116 | ) | ( 465,431 | ) | ||||
| Net cash (used in) provided by operating activities | ( 2,429,621 | ) | 4,798,702 | |||||
| Cash flows from investing activities: | ||||||||
| Purchases of property and equipment | ( 30,189 | ) | ( 646 | ) | ||||
| Prepayments for construction in progress | ( 37,467 | ) | - | |||||
| Purchase of short-term investments | ( 313,541 | ) | - | |||||
| Sale of short-term investments | 313,541 | - | ||||||
| Net cash used in investing activities | ( 67,656 | ) | ( 646 | ) | ||||
| Cash flows from financing activities: | ||||||||
| Proceeds from bank loans | 2,081,483 | 1,146,776 | ||||||
| Repayment of bank loans | ( 1,110,124 | ) | ( 1,146,776 | ) | ||||
| Proceeds from related party borrowings | 5,096,373 | 2,080,918 | ||||||
| Net cash provided by financing activities | 6,067,732 | 2,080,918 | ||||||
| Effect of changes of foreign exchange rates on cash | 5,888 | 364,084 | ||||||
| Net increase in cash | 3,576,343 | 7,243,058 | ||||||
| Cash, beginning of period | 5,285,247 | 5,711,458 | ||||||
| Cash, end of period | $ | 8,861,590 | $ | 12,954,516 | ||||
| Supplemental disclosure of cash flow information | ||||||||
| Cash paid for interest | $ | 148,860 | $ | 90,044 | ||||
| Cash paid for income tax | $ | 969,914 | $ | 575,132 |
notes are an integral part of these unaudited condensed consolidated financial statements.
UNIVERSE PHARMACEUTICALS
INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - ORGANIZATION
AND BUSINESS DESCRIPTION
Pharmaceuticals INC ("Universe INC" or the "Company") was incorporated under the laws of the Cayman Islands on
December 11, 2019 as an exempted company with limited liability.
INC owns 100% equity interest of Universe Pharmaceuticals (International) Group ("Universe HK"), an entity incorporated
on May 21, 2014 in accordance with the laws and regulations in Hong Kong.
Universe Pharmaceuticals Technology Co., Ltd. ("Universe Technology") was formed on April 8, 2019, as a wholly foreign-owned
enterprise ("WFOE") in the People's Republic of China (the "PRC" or "China").
INC, Universe HK and Universe Technology are currently not engaging in any active business operations and are merely acting as holding
Universe Pharmaceuticals Co., Ltd. ("Jiangxi Universe") was incorporated on March 2, 1998 in accordance with PRC laws
and is engaged in the research and development and manufacturing of modernized traditional Chinese medicines. Jiangxi Universe owns 100%
of the equity interests of Jiangxi Universe Pharmaceuticals Commercial Trade Co., Ltd. ("Universe Trade"), which was incorporated
on March 10, 2010 for the purposes of handling the sales and distribution of the pharmaceutical products manufactured by Jiangxi Universe.
of the Company's legal structure (the "Reorganization") was completed on December 11, 2019. The Reorganization involved
the incorporation of Universe INC and Universe Technology, and the transfer of 100% of the equity interests of Jiangxi Universe to
Universe Technology. Consequently, Universe INC, through its subsidiary Universe HK, directly controls Universe Technology and Jiangxi
Universe, and became the ultimate holding company of all other entities mentioned above.
has been accounted for as a recapitalization among entities under common control, since the same controlling shareholders controlled all
these entities before and after the Reorganization. Results of operations for the periods presented eliminate the effects of intra-entity
25, 2021, the Company closed its initial public offering (the "IPO") of 5,000,000 ordinary shares, par value $0.003125 per
share (the "ordinary shares") at a public offering price of $5.00 per share. On March 29, 2021, the underwriter exercised
in full its over-allotment option to purchase an additional 750,000 ordinary shares. The closing for the sale of the over-allotment
shares took place on March 31, 2021. Gross proceeds from the IPO totaled $28.75 million. Net proceeds of the IPO, including over-allotment
shares, were approximately $25.6 million. In connection with the IPO, the Company's ordinary shares began trading on the Nasdaq
Global Market under the symbol "UPC" on March 23, 2021.
May 12, 2021, through the Company's PRC subsidiary, Jiangxi Universe, the Company established an indirect wholly controlled subsidiary,
Guangzhou Universe Hanhe Medical Research Co., Ltd. ("Universe Hanhe") in Guangzhou City, China, for the business purpose
of conducting research and development of new pharmaceutical products in order to diversify the Company's product offerings. As
of March 31, 2024 and as of the date of this report, Universe Hanhe has no active business operations.
On July 3, 2023, the
Company held an annual general meeting of shareholders at which shareholders, among other things, resolved:
The board of directors
of the Company resolved to effect the Share Consolidation on July 27, 2023 with the authorized, issued and outstanding shares to be consolidated
on a six (6) for one (1) ratio, which had the effect of reducing the number of: (a) authorized ordinary shares from 900,000,000 ordinary
shares with a par value of US$0.003125 per share to 150,000,000 ordinary shares with a par value of US$0.01875 per share; (b) issued and
outstanding ordinary shares from 21,750,000 ordinary shares with a par value of US$0.003125 per share to 3,625,000 ordinary shares with
a par value of US$0.01875 per share; and (c) authorized preferred shares from 100,000,000 preferred shares with a par value of US$0.003125
per share to 16,666,666.6666 preferred shares with a par value of US$0.01875 per share. The Company's unaudited condensed consolidated
financial statements were retrospectively restated for effect of the 6-for-1 share consolidation. Giving the effects of the share consolidation,
there were 3,645,974 ordinary shares issued and outstanding as of March 31, 2024.
Details of the subsidiaries of
the Company as of March 31, 2024 are set out below:
| Date of | Place of | % of | ||||||
| Name of Entity | Incorporation | Incorporation | Ownership | Principal Activities | ||||
| Universe INC | December 11, 2019 | Cayman Islands | Parent, 100 % | Investment holding | ||||
| Universe HK | May 21, 2014 | Hong Kong | 100 % | Investment holding | ||||
| Universe Technology | April 18, 2019 | PRC | 100 % | WFOE, Investment holding | ||||
| Jiangxi Universe | March 2, 1998 | PRC | 100 % | Research and development and manufacturing of modernized traditional Chinese medicines | ||||
| Universe Trade | March 10, 2010 | PRC | 100 % | Sales of modernized traditional Chinese medicines | ||||
| Universe Hanhe | May 12, 2021 | PRC | 100 % | Research and development of new pharmaceutical products |
through its wholly-owned subsidiaries, is primarily engaged in the development, manufacturing and sale of traditional Chinese medicines
derivatives ("TCMD") products targeted to the elderly to address their physical conditions in the aging process and to promote
their general well-being. In addition, the Company also sells biochemical drugs, medical instruments, traditional Chinese medicine pieces
products and dietary supplements (collectively, "third-party products"). All of these TCMD and third-party products are currently
sold to customers including pharmaceutical companies, hospitals, clinics and drugstore chains throughout China.
SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Principles
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") for interim financial information pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC").
Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited
condensed consolidated financial statements should be read in conjunction with the Company's consolidated financial statements and
the notes thereto for the year ended September 30, 2023 included in the Form 20-F filed on January 30, 2024. Operating results for the
six months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending September
30, 2024. All inter-company balances and transactions are eliminated upon consolidation.
Certain amounts on the prior-years'
consolidated balance sheets and cash flows were reclassified to conform to current-year presentation, with no effect on ending stockholders'
the unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States
of America ("US GAAP"), management makes estimates and assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts
of revenues and expenses during the reporting period. These estimates are based on information as of the date of the unaudited condensed
consolidated financial statements. Significant estimates required to be made by management include, but are not limited to, the allowance
for estimated uncollectible receivables, the realizability of advance to suppliers, inventory valuations, useful lives of property and
equipment, intangible assets, the recoverability of long-lived assets, provision necessary for contingent liabilities, revenue recognition
and realization of deferred tax assets. Actual results could differ from those estimates.
operations of the Company are located in the PRC. Accordingly, the Company's business, financial condition, and results of operations
may be influenced by political, economic, and legal environments in the PRC, as well as by the general state of the PRC economy. The Company's
results may be adversely affected by changes in the political, regulatory and social conditions in the PRC. Although the Company has not
experienced losses from these situations and believes that it is in compliance with existing laws and regulations including its organization
and structure disclosed in Note 1, this may not be indicative of future results.
and commercialization of new pharmaceutical products is highly competitive, and the industry currently is characterized by rapidly changing
technologies, significant competition and a strong emphasis on intellectual property. The Company may face competition with respect to
its current and future pharmaceutical product candidates from major pharmaceutical companies in China.
business, financial condition and results of operations may also be negatively impacted by risks related to natural disasters, extreme
weather conditions, health epidemics and other catastrophic incidents, which could significantly disrupt the Company's operations.