IT Tech Packaging, Inc.: Form 10-Q for the period ended Sep 30, 2022

Cautionary Notice Regarding Forward-Looking Statements

The following discussion of the financial condition and results of operations of the Company for the periods ended September 30, 2022 and 2021 should be read in conjunction with the financial statements and the notes to the financial statements that are included elsewhere in this quarterly report.

In this quarterly report, references to “the Company,” “we,” “our” and “us” refer to IT Tech Packaging, Inc. and its PRC subsidiary and variable interest entity unless the context requires otherwise.

We make certain forward-looking statements in this report. Statements concerning our future operations, prospects, strategies, financial condition, future economic performance (including growth and earnings), demand for our products, and other statements of our plans, beliefs, or expectations, including the statements contained under the captions “Management’s Discussion and Analysis of Financial Condition and Results of Operations” as well as captions elsewhere in this document, are forward-looking statements. In some cases these statements are identifiable through the use of words such as “anticipate”, “believe”, “estimate”, “expect”, “intend”, “plan”, “project”, “target”, “can”, “could”, “may”, “should”, “will”, “would”, and similar expressions. We intend such forward-looking statements to be covered by the safe harbor provisions contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and in Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The forward-looking statements we make are not guarantees of future performance and are subject to various assumptions, risks, and other factors that could cause actual results to differ materially from those suggested by these forward-looking statements. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by the forward-looking statements. Indeed, it is likely that some of our assumptions may prove to be incorrect. Our actual results and financial position may vary from those projected or implied in the forward-looking statements and the variances may be material. You are cautioned not to place undue reliance on such forward-looking statements. These risks and uncertainties, together with the other risks described from time to time in reports and documents that we file with the Securities and Exchange Commission (the “SEC”) should be considered in evaluating forward-looking statements. In evaluating the forward-looking statements contained in this report, you should consider various factors, including, without limitation, the following: (a) those risks and uncertainties related to general economic conditions, (b) whether we are able to manage our planned growth efficiently and operate profitably, (c) whether we are able to generate sufficient revenues or obtain financing to sustain and grow our operations, and (d) whether we are able to successfully fulfill our primary requirements for cash. We assume no obligation to update forward-looking statements, except as otherwise required under federal securities laws.

Impact of COVID-19 on Our Operations and Financial Performance

Outbreaks of epidemic, pandemic, or contagious diseases such as COVID-19, could have an adverse effect on our business, financial condition, and results of operations. The spread of COVID-19 has resulted in the World Health Organization declaring the outbreak of COVID-19 as a global pandemic. Substantially all of our revenues and workforce are concentrated in China. In response to the intensifying efforts to contain the spread of COVID-19, the Chinese government took a number of actions, which included extending the Chinese New Year holiday, quarantining individuals suspected of having COVID-19, asking residents in China to stay at home and to avoid public gathering, among other things. It is, however, still unclear how the pandemic will evolve going forward, and we cannot assure you whether the COVID-19 pandemic will again bring about significant negative impact on our business operations, financial condition and operating results, including but not limited to negative impact to our total revenues.

While we have resumed business operations, there remain significant uncertainties surrounding the COVID-19 outbreak and its further development as a global pandemic. The extent to which the COVID-19 impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus and the actions taken globally to contain the coronavirus or treat its impact, among others. Existing insurance coverage may not provide protection for all costs that may arise from all such possible events. We are still assessing our business operations and the total impact COVID-19 may have on our results and financial condition, but there can be no assurance that this analysis will enable us to avoid part or all of any impact from the spread of COVID-19 or its consequences, including downturns in business sentiment generally.

Results of Operations

Comparison of the Three months ended September 30, 2022 and 2021

Revenue for the three months ended September 30, 2022 was $31,709,214, a decrease of $13,378,457, or 29.67%, from $45,087,671 for the same period in the previous year. This was mainly due to the decrease in sales of regular corrugating medium paper, offset printing paper and tissue paper products.

Revenue of Offset Printing Paper, Corrugating Medium Paper and Tissue Paper Products

Revenue from sales of offset printing paper, corrugating medium paper (“CMP”) and tissue paper products for the three months ended September 30, 2022 was $31,652,343, a decrease of $13,283,137, or 29.56%, from $44,935,480 for the third quarter of 2021. Total offset printing paper, CMP and tissue paper products sold during the three months ended September 30, 2022 amounted to 72,615 tonnes, a decrease of 11,520 tonnes, or 13.69%, compared to 84,135 tonnes sold in the comparable period in the previous year. Due to the sporadic situation of COVID-19 in China, our factory facilities were operated in a limited, transitional basis during the three months ended September 30, 2022. The changes in revenue dollar amount and in quantity sold for the three months ended September 30, 2022 and 2021 are summarized as follows:

Monthly sales revenue for the 24 months ended September 30, 2022, are summarized below:

The Average Selling Prices (ASPs) for our main products in the three months ended September 30, 2022 and 2021 are summarized as follows:

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The following chart shows the month-by-month ASPs for the 24-month period ended September 30, 2022:

Corrugating Medium Paper

Revenue from CMP amounted to $31,359,186 (99.07% of the total offset printing paper, CMP and tissue paper products revenues) for the three months ended September 30, 2022, representing a decrease of $5,969,278, or 15.99%, from $37,328,464 for the comparable period in 2021.

We sold 72,355 tonnes of CMP in the three months ended September 30, 2022 as compared to 74,444 tonnes for the same period in 2021, representing a 2.81% decrease in quantity sold.

ASP for regular CMP dropped from $504/tonne for the three months ended September 30, 2021 to $435/tonne for the three months ended September 30, 2022, representing a 13.69% decrease. ASP in RMB for regular CMP for the third quarter of 2021 and 2022 was RMB3,259 and RMB2,980, respectively, representing a 8.56% decrease. The quantity of regular CMP sold decreased by 2,099 tonnes, from 61,947 tonnes in the third quarter of 2021 to 59,848 tonnes in the third quarter of 2022.

ASP for light-weight CMP decreased from $490/tonne for the three months ended September 30, 2021 to $423/tonne for the three months ended September 30, 2022, representing a 13.67% decrease. ASP in RMB for light-weight CMP for the third quarter of 2021 and 2022 was RMB3,173 and RMB2,892, respectively, representing a 8.86% decrease. The quantity of light-weight CMP sold increased by 10 tonnes, from 12,497 tonnes in the third quarter of 2021, to 12,507 tonnes in the third quarter of 2022.

Our PM6 production line, which produces regular CMP, has a designated capacity of 360,000 tonnes/year. The utilization rates for the third quarter of 2022 and 2021 were 66.82% and 67.42%, respectively, representing a decrease of 0.60%.

Quantities sold for regular CMP that was produced by the PM6 production line from October 2020 to September 2022 are as follows:

Offset printing paper

Revenue from offset printing paper was $nil for the three months ended September 30, 2022 compared to the revenue of $4,795,391 for the three months ended September 30, 2021. As required by the government to stem the sporadic spread of COVID-19, our production of offset printing paper was suspended in the third quarter of 2022.

Tissue Paper Products

Revenue from tissue paper products was $293,157 (0.93% of the total offset printing paper, CMP and tissue paper products revenues) for the three months ended September 30, 2022, representing a decrease of $2,518,468, or 89.57%, from $2,811,625 for the three months ended September 30, 2021. We sold 260 tonnes of tissue paper in the third quarter of 2022, as compared to 2,646 tonnes in the comparable period of 2021, representing a decrease of 2,386 tonnes, or 90.17%.

ASP for tissue paper products increased from $1,063/tonne for the three months ended September 30, 2021 to $1,128/tonne for the three months ended September 30, 2022, representing a 6.11% increase. ASP in RMB for tissue paper products for the third quarter of 2021 and 2022 was RMB6,875 and RMB7,913, respectively, representing a 15.10% increase.

Revenue of Face Mask

Revenue generated from selling face mask were $56,871 and $152,191 for the three months ended September 30, 2022 and 2021, respectively, representing a decrease of $95,320, or 62.63%. We sold 1,282 thousand pieces of face masks in the third quarter of 2022, as compared to 3,180 thousand pieces in the comparable period of 2021, a decrease of 1,898 thousand pieces, or 59.69%.

Cost of Sales

Total cost of sales for CMP, offset printing paper and tissue paper products for the quarter ended September 30, 2022 was $28,885,603, a decrease of $14,259,449, or 33.05%, from $43,145,052 for the comparable period in 2021. This was mainly due to the decrease in sales quantity of regular CMP, offset printing paper and tissue paper products, and the decrease in material costs of CMP.

Cost of sales for CMP was $27,834,752 for the quarter ended September 30, 2022, as compared to $36,069,192 for the comparable period in 2021. The decrease in the cost of sales of $8,234,440 for CMP was mainly due to the decrease in sales volume of regular CMP and the decrease in average cost of sales. Average cost of sales per tonne for CMP decreased by 20.62%, from $485 in the third quarter of 2021 to $385 in the third quarter of 2022. The decrease in average cost of sales was mainly attributable to the lower average unit purchase costs (net of applicable value added tax) of recycled paper board in the third quarter of 2022 compared to the third quarter of 2021.

Cost of sales for offset printing paper was $nil for the quarter ended September 30, 2022, as compared to $4,018,447 for the comparable period in 2021.

Cost of sales for tissue paper products was $1,050,851 for the quarter ended September 30, 2022, as compared to $3,057,413 for the comparable period in 2021. The decrease in the cost of sales of $2,006,562 for tissue paper products was mainly due to the decrease in sales volume of tissue paper products, partially offset by the increase in average cost of sales. Average cost of sales per tonne of tissue paper products increased by 249.96%, from $1,155 in the three months ended September 30, 2021, to $4,042 for the comparable period in 2022. This was mainly due to the increase in cost of tissue base paper and higher manufacturing overhead costs absorbed in the unit cost of sales due to low production yield.

Changes in cost of sales and cost per tonne by product for the quarters ended September 30, 2022 and 2021 are summarized below:

Our average unit purchase costs (net of applicable value added tax) of recycled paper board in the three months ended September 30, 2022 were RMB 1,561/tonne (approximately $235/tonne), as compared to RMB 1,966/tonne (approximately $304/tonne) for the three months ended September 30, 2021. These changes (in US dollars) represent a year-over-year decrease of 22.70% for the recycled paper board. We use domestic recycled paper (sourced mainly from the Beijing-Tianjin metropolitan area) exclusively. Although we do not rely on imported recycled paper, the pricing of which tends to be more volatile than domestic recycled paper, our experience suggests that the pricing of domestic recycled paper bears some correlation to the pricing of imported recycled paper.

The pricing trends of our major raw materials for the 24-month period from October 2020 to September 2022 are shown below:

Electricity and gas are our two main energy sources. Electricity and gas accounted for approximately 4% and 11.6% of total sales in the third quarter of 2022, respectively, compared to 4% and 10.8% of total sales in the third quarter of 2021. The monthly energy cost as a percentage of total monthly sales of our main paper products for the 24 months ended September 30, 2022 are summarized as follows:

Gross Profit

Gross profit for the three months ended September 30, 2022 was $2,783,588 (8.78% of the total revenue), representing an increase of $962,052, or 52.82%, from the gross profit of $1,821,536 (4.04% of the total revenue) for the three months ended September 30, 2021, as a result of factors described above.

Offset Printing Paper, CMP and Tissue Paper Products

Gross profit for offset printing paper, CMP and tissue paper products for the three months ended September 30, 2022 was $2,766,740, representing an increase of $976,312, or 54.53%, from the gross profit of $1,790,428 for the three months ended September 30, 2021. The increase was mainly the result of the factors discussed above.

The overall gross profit margin for offset printing paper, CMP and tissue paper products increased by 4.76 percentage points, from 3.98% for the three months ended September 30, 2021, to 8.74% for the three months ended September 30, 2022.

Gross profit margin for regular CMP for the three months ended September 30, 2022 was 10.91%, or 7.97 percentage points higher, as compared to gross profit margin of 2.94% for the three months ended September 30, 2021. Such increase was mainly due to the decrease in cost of recycled paper board, partially offset bythe decrease of ASP of regular CMP in the third quarter of 2022.

Gross profit margin for light-weight CMP for the three months ended September 30, 2022 was 12.84%, or 7.25 percentage points higher, as compared to gross profit margin of 5.59% for the three months ended September 30, 2021. The increase was mainly due to the decrease in cost of recycled paper board, partially offset bythe decrease of ASP of light-weight CMP in the third quarter of 2022.

Gross profit margin for tissue paper products for the three months ended September 30, 2022 was -258.46%, or 249.72 percentage points lower, as compared to gross profit margin of -8.74% for the three months ended September 30, 2021. The increase in gross loss was mainly due to the decrease in ASP of tissue paper products and the increase in cost of sales in the third quarter of 2022.

Monthly gross profit margins on the sales of our CMP and offset printing paper for the 24-month period ended September 30, 2022 are as follows:

Face Masks

Gross profit for face masks for the three months ended September 30, 2022 and 2021 were $16,848 and $31,108, representing a gross margin of 29.62% and 20.44%, respectively.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three months ended September 30, 2022 were $3,370,541, an increase of $1,350,976, or 66.89% from $2,019,565 for the three months ended September 30, 2021. The increase was mainly due to 1,500,000 shares of common stock granted under our compensatory incentive plan in August 2022, value at $1,560,000.

Loss from Operations

Operating loss for the quarter ended September 30, 2022 was $588,712, a decrease of $390,683, or 197.29%, from $198,029 for the quarter ended September 30, 2021. The decrease in income from operations was primarily due to the increase in selling, general and administrative expenses, partially offset by the increase in gross profit.

Other Income and Expenses

Interest expense for the three months ended September 30, 2022 decreased by $24,992, from $281,670 in the three months ended September 30, 2021, to $256,678. The Company had short-term and long-term interest-bearing loans, related party loans and leasing obligations that aggregated $14,681,595 as of September 30, 2022, as compared to $16,377,758 as of September 30, 2021.

Loss (Gain) on derivative liability

The Company analyzed the warrant for derivative accounting consideration under ASC 815, “Derivatives and Hedging, and hedging,” and determined that the instrument should be classified as a liability. ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item. The (loss) gain recognized on addition and change in fair value of derivative liability for the three months ended September 30, 2022 and 2021 was a loss of $617,370 and a gain of $1,938,873, respectively.

Net Loss

As a result and the factors discussed above, net loss was $1,887,318 for the quarter ended September 30, 2022, representing a decrease of $3,429,894, or 222.35%, from net income of $1,542,576 for the quarter ended September 30, 2021.

Comparison of the nine months ended September 30, 2022 and 2021

Revenue for the nine months ended September 30, 2022 was $78,979,716, representing a decrease of $36,852,297, or 31.82%, from $115,832,013 for the same period in the previous year. This was mainly due to the decrease in sales volume of corrugating medium paper (“CMP”) and offset printing paper and tissue paper products.

Revenue of Offset Printing Paper, Corrugating Medium Paper and Tissue Paper Products

Revenue from sales of offset printing paper, CMP and tissue paper products for the nine months ended September 30, 2022 was $78,778,671, a decrease of $36,661,823, or 31.76%, from $115,440,494 for the nine months ended September 30, 2021. This was mainly due to the decrease in sales volume of regular CMP, light-weight CMP, offset printing paper and tissue paper products, and the decrease in ASPs of CMP and tissue paper products. Total quantities of offset printing paper, CMP and tissue paper products sold during the nine months ended September 30, 2022 amounted to 168,066 tonnes, a decrease of 48,237 tonnes, or 22.30%, compared to 216,303 tonnes sold during the nine months ended September 30, 2021. Total quantities of CMP and offset printing paper sold decreased by 43,314 tonnes in the nine months of 2022 as compared to the same period of 2021. We sold 1,040 tonnes of tissue paper products in the nine months of 2022 as opposed to 5,963 tonnes in the same period of 2021. Production of CMP was suspended during January and February 2022 and offset printing paper suspended during the year. Production was restricted during Winter Olympics held in Beijing in 2022 and COVID-19 as required by the government. The changes in revenue and quantity sold for the nine months ended September 30, 2022 and 2021 are summarized as follows:

A summary of the above changes and further analyses of the changes in our sales revenue are as follows:

ASPs for our main products in the nine-month period ended September 30, 2022 and 2021 are summarized as follows:

Revenue of Face Masks

Revenue generated from selling face masks were $201,045 and $391,519 for the nine months ended September 30, 2022 and 2021. We sold 4,295 thousand pieces of face masks for the nine months ended September 30, 2022, as compared to 9,650 thousand pieces in the comparable period of 2021, a decrease of 5,355 thousand pieces, or 55.49%.

Cost of Sales

Total cost of sales for CMP, offset printing paper and tissue paper products for the nine months ended September 30, 2022 was $75,102,330, a decrease of $33,723,073, or 30.99%, from $108,825,403 for the nine months ended September 30, 2021. This was mainly a result of the decrease in sales volume of CMP and offset printing paper and decrease of material costs of CMP. Cost of sales for CMP was $71,863,579 for the nine months ended September 30, 2022, as compared to $89,766,509 in the same period of 2021.Cost of sales for tissue paper products was $3,238,751 for the nine months ended September 30, 2022, as compared to $7,425,480 in the same period of 2021. Average cost of sales per tonne of tissue paper products increased by 150.12%, from $1,245 for the nine months ended September 30, 2021, to $3,114 for the same period of 2022. The increase in average cost of sales of tissue paper products was mainly due to the increase in average cost of tissue base paper.

Changes in cost of sales and cost per tonne by product for the nine months ended September 30, 2022 and 2021 are summarized below:

Gross Profit

Gross profit for the nine months ended September 30, 2022 was $3,728,070 (4.72% of the total revenue), representing a decrease of $2,953,491, or 44.20%, from the gross profit of $6,681,561 (5.77% of the total revenue) for the nine months ended September 30, 2021. The decrease was mainly due to (i) the decrease in quantities sold of CMP, offset printing paper and tissue paper products, and (ii) the increase in material costs of tissue paper products.

Offset Printing Paper, CMP and Tissue Paper Products

Gross profit for offset printing paper, CMP and tissue paper products for the nine months ended September 30, 2022 was $3,676,341, a decrease of $2,938,750, or 44.42%, from the gross profit of $6,615,091 for the nine months ended September 30, 2021. The increase was mainly the result of the factors discussed above.

The overall gross profit margin for offset printing paper, CMP and tissue paper products decreased by 1.06 percentage points, from 5.73% for the nine months ended September 30, 2021, to 4.67% for the nine months ended September 30, 2022.

Gross profit margin for regular CMP for the nine months ended September 30, 2022 was 7.15%, or 2.18 percentage points higher, as compared to gross profit margin of 4.97% for the nine months ended September 30, 2021. Such increase was primarily due to decrease in material costs, partially offset by the decrease in ASP of regular CMP.

Gross profit margin for light-weight CMP for the nine months ended September 30, 2022 was 9.17%, or 1.91 percentage points higher, as compared to gross profit margin of 7.26% for the nine months ended September 30, 2021. Such increase was primarily due to the decrease in material costs, partially offset by the decrease in ASP of light-weight CMP.

Gross profit margin for tissue paper products was -193.65% for the nine months ended September 30, 2022, a decrease of 179.26 percentage points, as compared to -14.39% for the nine months ended September 30, 2021. The decrease was mainly due to the increase in cost of tissue base paper.

Face Masks

Gross profit for face mask for the nine months ended September 30, 2022 was $51,729, representing a gross margin of 25.73% compared with a gross profit of $66,469, representing a gross margin of 16.98%, for the nine months ended September 30, 2021.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the nine months ended September 30, 2022 were $8,541,224, an increase of $1,368,729, or 19.08% from $7,172,495 for the nine months ended September 30, 2021. The increase was mainly due to 1,500,000 shares of common stock granted under our compensatory incentive plan in August 2022, value at $1,560,000.

Loss from Operations

Operating loss for the nine months ended September 30, 2022 was $4,782,750, a decrease of $4,291,816, or 874.21%, from $490,934 for the nine months ended September 30, 2021. The decrease was primarily due to the decrease in gross profit and increase in selling, general and administrative expenses.

Other Income and Expenses

Interest expense for the nine months ended September 30, 2022 decreased by $57,873, from $844,470 for the nine months ended September 30, 2021, to $786,597. The Company had short-term and long-term interest-bearing loans, related party loans and leasing obligations that aggregated $14,681,595 as of September 30, 2022, as compared to $16,377,758 as of September 30, 2021.

Gain on derivative liability

The Company analyzed warrants for derivative accounting consideration under ASC 815, “Derivatives and Hedging, and hedging,” and determined that the instrument should be classified as a liability. ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item. The change in fair value of derivative liability for the nine months ended September 30, 2022 and 2021 were $729,263 and $2,810,913, respectively.

Net Loss

As a result of the above, net loss was $4,663,445 for the nine months ended September 30, 2022, representing a decrease of $1,413,917, or 43.51%, from $3,249,528 for nine months ended September 30, 2021.

Accounts Receivable

Net accounts receivable decreased by $632,635, or 12.99%, to $4,236,299 as of September 30, 2022, as compared with $4,868,934 as of December 31, 2021. We usually collect accounts receivable within 30 days of delivery and completion of sales.

Inventories

Inventories consist of raw materials (accounting for 79.98% of total value of inventory as of September 30, 2022), semi-finished goods and finished goods. As of September 30, 2022, the recorded value of inventory decreased by 24.01% to $4,441,390 from $5,844,895 as of December 31, 2021. As of September 30, 2022, the inventory of recycled paper board, which is the main raw material for the production of CMP, was $3,246,847, approximately $1,149,785, or 54.83%, higher than the balance as of December 31, 2021. Due to the volatility of recycled paper board price, a minimum level of inventory was maintained at the end of 2021.As a result of better control over stock turnover, finished goods were reduced by 78.72% as at September 30, 2022 as compared to finished goods at the end of 2021.

A summary of changes in major inventory items is as follows:

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Renewal of operating lease

On August 7, 2013, the Company’s Audit Committee and the Board of Directors approved the sale of the land use right of the Headquarters Compound (the “LUR”), the office building and essentially all industrial-use buildings in the Headquarters Compound (the “Industrial Buildings”), and three employee dormitory buildings located within the Headquarters Compound (the “Dormitories”) to Hebei Fangsheng for cash prices of approximately $2.77 million, $1.15 million, and $4.31 million respectively. In connection with the sale of the Industrial Buildings, Hebei Fangsheng agreed to lease the Industrial Buildings back to the Company for its original use for a term of up to three years, with an annual rental payment of approximately $140,849 (RMB1,000,000). The lease agreement was renewed in August 2022 with a term of six years with the same rental payments as provided for in the original lease agreement.

Capital Expenditure Commitment as of September 30, 2022

On May 5, 2020, the Company announced it planned the commercial launch of a new tissue paper production line PM10 and the Company signed an agreement to purchase paper machine with paper machine supplier. The Company expected the new tissue paper production line to be launched after the completion of trial run.

As of September 30, 2022, we had approximately $7.1 million in capital expenditure commitments that were mainly related to the purchase of paper machine of PM10. The infrastructure work of PM10 has been completed and the associated ancillary facilities are working in progress. These commitments are expected to be financed by bank loans and cash flows generated from our business operations.

Financing with Sale-Leaseback

The Company entered into a sale-leaseback arrangement (the “Lease Financing Agreement”) with TAC Leasing Co., Ltd.(“TLCL”) on August 6, 2020, for a total financing proceeds in the amount of RMB 16 million (approximately US$2.5 million). Under the sale-leaseback arrangement, Hebei Tengsheng sold the Leased Equipment to TLCL for 16 million (approximately US$2.5 million). Concurrent with the sale of equipment, Hebei Tengsheng leases back the equipment sold to TLCL for a lease term of three years. At the end of the lease term, Hebei Tengsheng may pay a nominal purchase price of RMB 100 (approximately $16) to TLCL and buy back the Leased Equipment. The Leased Equipment in amount of $2,349,452 was recorded as right of use assets and the net present value of the minimum lease payments was recorded as lease liability and calculated with TLCL’s implicit interest rate of 15.6% per annum and stated at $567,099 at the inception of the lease on August 17, 2020.

Hebei Tengsheng made payments due according to the schedule. The balance of Leased Equipment net of amortization was $1,940,586 and $2,286,459 as of September 30, 2022 and December 31, 2021, respectively. The lease liability was $181,187 and $362,394, and its current portion in the amount of $181,187 and $210,161 as of September 30, 2022 and December 31, 2021, respectively.

Amortization of the Leased Equipment was $38,486 and $41,208 for the three months ended September 30, 2022 and 2021. Amortization of the Leased Equipment was $120,464 and $123,663 for the nine months ended September 30, 2022 and 2021. Total interest expenses for the sale-leaseback arrangement was $8,439 and $17,026 for the three months ended September 30, 2022 and 2021.Total interest expenses for the sale-leaseback arrangement was $32,808 and $56,376 for the nine months ended September 30, 2022 and 2021.

As a result of the sale and leaseback, a deferred gain in the amount of $430,695 was recorded. The deferred gain is amortized over the lease term and as an offset to amortization of the Leased Equipment.

Cash and Cash Equivalents

Our cash, cash equivalents and restricted cash as of September 30, 2022 was $16,017,403, an increase of $4,815,791, from $11,201,791 as of December 31, 2021. The increase of cash and cash equivalents for the nine months ended September 30, 2022 was attributable to a number of factors including:

i. Net cash provided by (used in) operating activities

Net cash provided by operating activities was $7,429,169 for the nine months ended September 30, 2022. The balance represented an increase of cash of $13,871,746, or 215.31%, from $6,442,577 used in operating activities for the nine months ended September 30, 2021. Net loss for the nine months ended September 30, 2022 was $4,663,445, representing an increase of loss of $1,413,917, or 43.51%, from a net loss of $3,249,528 for the nine months ended September 30, 2021. Changes in various asset and liability account balances throughout the nine months ended September 30, 2022 also contributed to the net change in cash from operating activities in nine months ended September 30, 2022. Chief among such changes is the decrease of accounts receivable in the amount of $146,250 during the nine months of 2022. There was also a decrease of $863,170 in the ending inventory balance as of September 30, 2022 (an increase to net cash for the nine months ended September 30, 2022 cash flow purposes). In addition, the Company had non-cash expenses relating to depreciation and amortization in the amount of $11,218,254. The Company also had a net increase of $422,092 in prepayment and other current assets (a decrease to net cash) and a net increase of $808,380 in other payables and accrued liabilities and related parties (an increase to net cash), as well as a decrease in income tax payable of $265,493 (a decrease to net cash) during the nine months ended September 30, 2022.

ii. Net cash used in investing activities

We incurred $8,189,410 in net cash expenditures for investing activities during the nine months ended September 30, 2022, as compared to $12,781,114 for the same period of 2021. Payments in 2022 were mainly for the last installments for the Tengsheng land acquisition.

iii. Net cash provided by financing activities

Net cash provided by financing activities was $6,840,080 for the nine months ended September 30, 2022, as compared to net cash provided by financing activities in the amount of $41,547,363 for the nine months ended September 30, 2021. A $6.6 million loan was repaid by a related party during the period.

Short-term bank loans

On November 25, 2021, the Company entered into a working capital loan agreement with the ICBC for a loan, with a balance of $5,069,157 and $5,958,561 as of September 30, 2022 and December 31, 2021, respectively. The working capital loan was secured by the land use right of Dongfang Paper as collateral for the benefit of the bank and guaranteed by Mr. Liu. The loan bears a fixed interest rate of 4.785% per annum. The loan will be due and repaid at various installments by November 17, 2022.

On June 28, 2022, the Company entered into a working capital loan agreement with the ICBC for a loan, with a balance of $422,547 as of September 30, 2022. The loan bears a fixed interest rate of 4.3% per annum. The loan will be due by December 25, 2022.

On July 29, 2022, the Company entered into a working capital loan agreement with the China Construction Bank for a loan, with a balance of $140,849 as of September 30, 2022. The loan bears a fixed interest rate of 3.95% per annum. The loan will be due by July 29, 2023.

As of September 30, 2022, there were guaranteed short-term borrowings of $5,069,157 and unsecured bank loans of $563,396. As of December 31, 2021, there were guaranteed short-term borrowings of $5,958,561 and unsecured bank loans of $nil.

The average short-term borrowing rates for the three months ended September 30, 2022 and 2021 were approximately 4.28% and 4.79%. The average short-term borrowing rates for the nine months ended September 30, 2022 and 2021 were approximately 4.6% and 4.79%.

Long-term loans from credit union

As of September 30, 2022 and December 31, 2021, loans payable to Rural Credit Union of Xushui District, amounted to $8,867,855 and $9,818,530, respectively.

On April 16, 2014, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a loan with a term of 5 years, which was originally due in various installments from June 21, 2014 to November 18, 2018. The loan is guaranteed by an independent third party. Interest payment is due quarterly and bears the rate of 0.64% per month. On November 6, 2018, the loan was renewed for additional 5 years and will be due and payable in various installments from December 21, 2018 to November 5, 2023. As of September 30, 2022 and December 31, 2021, total outstanding loan balance was $1,211,302 and$1,348,871, respectively, Out of the total outstanding loan balance, current portion amounted were $647,906 and $329,376 as of September 30, 2022 and December 31, 2021, respectively, which are presented as current liabilities in the consolidated balance sheet and the remaining balance of $563,396 and $1,019,495 are presented as non-current liabilities in the consolidated balance sheet as of September 30, 2022 and December 31, 2021, respectively.

On July 15, 2013, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a loan with a term of 5 years, which was originally due and payable in various installments from December 21, 2013 to July 26, 2018. On June 21, 2018, the loan was extended for additional 5 years and will be due and payable in various installments from December 21, 2018 to June 20, 2023. The loan is secured by certain of the Company’s manufacturing equipment with net book value of $460,107 and $1,130,333 as of September 30, 2022 and December 31, 2021, respectively. Interest payment is due quarterly and bears a fixed rate of 0.64% per month. As of September 30, 2022 and December 31, 2021, the total outstanding loan balance was $3,521,225 and $3,921,139, respectively. Out of the total outstanding loan balance, the current portion amounted $3,521,225 and $1,960,569 as of September 30, 2022 and December 31, 2021 respectively, which are presented as current liabilities in the consolidated balance sheet and the remaining balance of $nil and $1,960,570 are presented as non-current liabilities in the consolidated balance sheet as of September 30, 2022 and December 31, 2021, respectively.

On April 17, 2019, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a loan with a term of 2 years, which was due and payable in various installments from August 21, 2019 to April 16, 2021. The loan was renewed on March 22, 2021 and December 24, 2021 and extended for additional 3 years in total, which will be due on April 16, 2024 according to the new schedule. The loan is secured by Hebei Tengsheng with its land use right as collateral for the benefit of the credit union. Interest payment is due quarterly and bears a fixed rate of 0.6% per month. As of September 30, 2022 and December 31, 2021, the total outstanding loan balance was $2,253,585 and $2,509,528, respectively. Out of the total outstanding loan balance, current portion amounted were $nil and $2,509,528 as of September 30, 2022 and December 31, 2021 respectively, which are presented as current liabilities in the consolidated balance sheet and the remaining balance of $2,253,585 and $nil are presented as non-current liabilities in the consolidated balance sheet as of September 30, 2022 and December 31, 2021, respectively.

On December 12, 2019, the Company entered into a loan agreement with the Rural Credit Union of Xushui District for a loan with a term of 2 years, which is due and payable in various installments from June 21, 2020 to December 11, 2021. The loan was renewed on March 22, 2021 and December 24, 2021 and extended for additional 3 years in total, which will be due on December 11, 2024 according to the new schedule. The loan is secured by Hebei Tengsheng with its land use right as collateral for the benefit of the credit union. Interest payment is due monthly and bears a fixed rate of 7.56% per annum. As of September 30, 2022 and December 31, 2021, the total outstanding loan balance was $1,831,037 and $2,038,992, respectively. Out of the total outstanding loan balance, current portion amounted were $nil and $2,038,992 as of September 30, 2022 and December 31, 2021 respectively, which are presented as current liabilities in the consolidated balance sheet and the remaining balance of $1,831,037 and $nil are presented as non-current liabilities in the consolidated balance sheet as of September 30, 2022 and December 31, 2021, respectively.

On July 1, 2022, the Company entered into a loan agreement with Jiangna Yu, a customer of the Company, pursuant to which the Company borrowed RMB 400,000 from the customer for a term of five years, which is payable in monthly installment of RMB10667 from July 2022 to July 2027. As of September 30, 2022, the total outstanding loan balance was $50,706. Out of the total outstanding loan balance, current portion amounted was $6,489, which is presented as current liabilities and the remaining balance of $44,217 is presented as non-current liabilities in the consolidated balance sheet as of September 30, 2022.

Total interest expenses for the short-term bank loans and long-term loans for the three months ended September 30, 2022 and 2021 were $248,239 and $264,644, respectively. Total interest expenses for the short-term bank loans and long-term loans for the nine months ended September 30, 2022 and 2021 were $753,789 and $788,094, respectively.

Shareholder Loans

Mr. Zhenyong Liu, the Company’s CEO has loaned money to Dongfang Paper for working capital purposes over a period of time. On January 1, 2013, Dongfang Paper and Mr. Zhenyong Liu renewed the three-year term loan previously entered on January 1, 2010, and extended the maturity date further to December 31, 2015. On December 31, 2015, the Company paid off the loan of $2,249,279, together with interest of $391,374 for the period from 2013 to 2015. Approximately $361,044 and $402,047 of interest were outstanding to Mr. Zhenyong Liu, which were recorded in other payables and accrued liabilities as part of the current liabilities in the consolidated balance sheet as of September 30, 2022 and December 31, 2021, respectively.

On December 10, 2014, Mr. Zhenyong Liu provided a loan to the Company, amounted to $8,742,278 to Dongfang Paper for working capital purpose with an interest rate of 4.35% per annum, which was based on the primary lending rate of People’s Bank of China. The unsecured loan was provided on December 10, 2014, and would be originally due on December 10, 2017. During the year of 2016, the Company repaid $6,012,416 to Mr. Zhenyong Liu, together with interest of $288,596. In February 2018, the company paid off the remaining balance, together with interest of $20,400. As of September 30, 2022 and December 31, 2021, approximately $42,255 and $47,054 of interest, respectively were outstanding to Mr. Zhenyong Liu, which was recorded in other payables and accrued liabilities as part of the current liabilities in the consolidated balance sheet.

On March 1, 2015, the Company entered an agreement with Mr. Zhenyong Liu which allows Dongfang Paper to borrow from the CEO an amount up to $17,201,342 (RMB120,000,000) for working capital purposes. The advances or funding under the agreement are due three years from the date each amount is funded. The loan is unsecured and carries an annual interest rate set on the basis of the primary lending rate of the People’s Bank of China at the time of the borrowing. On July 13, 2015, an unsecured amount of $4,324,636 was drawn from the facility. On October 14, 2016 an unsecured amount of $2,883,091 was drawn from the facility. In February 2018, the company repaid $1,507,432 to Mr. Zhenyong Liu. The loan would be originally due on July 12, 2018. Mr. Zhenyong Liu agreed to extend the loan for additional 3 years and the remaining balance was due on July 12, 2021. On November 23, 2018, the Company repaid $3,768,579 to Mr. Zhenyong Liu, together with interest of $158,651. In December 2019, the Company paid off the remaining balance, together with interest of 94,636. As of September 30, 2022 and December 31, 2021, the outstanding interest was $193,579 and $215,565, respectively, which was recorded in other payables and accrued liabilities as part of the current liabilities in the consolidated balance sheet.

As of September 30, 2022 and December 31, 2021, total amount of loans due to Mr. Zhenyong Liu were $nil. The interest expense incurred for such related party loans were $nil for the three and nine months ended September 30, 2022 and 2021. The accrued interest owing to Mr. Zhenyong Liu was approximately $596,878 and $664,666, as of September 30, 2022 and December 31, 2021, respectively, which was recorded in other payables and accrued liabilities.

On December 8, 2021, the Company entered an agreement with Mr. Zhenyong Liu, which allows Mr. Zhenyong Liu to borrow from the Company an amount of $6,507,431 (RMB44,089,085). The loan is unsecured and carries a fixed interest rate of 3% per annum. The loan was repaid by Mr. Zhenyong Liu in February 2022.

As of September 30, 2022 and December 31, 2021, amount due to shareholder was $727,433, which represents funds from shareholders to pay for various expenses incurred in the U.S. The amount is due on demand with interest free.

Critical Accounting Policies and Estimates

The Company’s financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require us 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 and 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. The most critical accounting policies are listed below:

Revenue Recognition Policy

The Company recognizes revenue when goods are delivered and a formal arrangement exists, the price is fixed or determinable, the delivery is completed, no other significant obligations of the Company exist, and collectability is reasonably assured. Goods are considered delivered when the customer’s truck picks up goods at our finished goods inventory warehouse.

Long-Lived Assets

The Company evaluates the recoverability of long-lived assets and the related estimated remaining useful lives when events or circumstances lead management to believe that the carrying value of an asset may not be recoverable and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amount. In such circumstances, those assets are written down to estimated fair value. Our judgments regarding the existence of impairment indicators are based on market conditions, assumptions for operational performance of our businesses, and possible government policy toward operating efficiency of the Chinese paper manufacturing industry. For the three months ended September 30, 2022 and 2021, no events or circumstances occurred for which an evaluation of the recoverability of long-lived assets was required. We are currently not aware of any events or circumstances that may indicate any need to record such impairment in the future.

Foreign Currency Translation

The functional currency of Dongfang Paper and Baoding Shengde is the Chinese Yuan Renminbi (“RMB”). Under ASC Topic 830-30, all assets and liabilities are translated into United States dollars using the current exchange rate at the end of each fiscal period. The current exchange rates used by the Company as of September 30, 2022 and December 31, 2021 to translate the Chinese RMB to the U.S. Dollars are 7.0998:1 and 6.3757:1, respectively. Revenues and expenses are translated using the prevailing average exchange rates at 6.6410:1 and 6.4682:1 for the three months ended September 30, 2022 and 2021, respectively. Translation adjustments are included in other comprehensive income (loss).

Off-Balance Sheet Arrangements

We were the guarantor for Baoding Huanrun Trading Co., for its long-term bank loans in an amount of $4,366,320 (RMB31,000,000), which matures at various times in 2023. Baoding Huanrun Trading Co. is one of our major suppliers of raw materials. This helps us to maintain a good relationship with the supplier and negotiate for better terms in payment for materials. If Huanrun Trading Co. were to become insolvent, the Company could be materially adversely affected. Except as aforesaid, we have no material off-balance sheet transactions.

Recent Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU No. 2019-10, “Financial Instruments-Credit Losses (Topic 326): Effective Dates”, to finalize the effective date delays for private companies, not-for-profits, and smaller reporting companies applying the CECL standards. The ASU is effective for reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact of the adoption of ASU 2016-13 on our condensed consolidated financial statements.

Foreign Exchange Risk

While our reporting currency is the US dollar, almost all of our consolidated revenues and consolidated costs and expenses are denominated in RMB. All of our assets are denominated in RMB except for some cash and cash equivalents and accounts receivables. As a result, we are exposed to foreign exchange risks as our revenues and results of operations may be affected by fluctuations in the exchange rate between US dollar and RMB. If the RMB depreciates against the US dollar, the value of our RMB revenues, earnings and assets as expressed in our US dollar financial statements will decline. We have not entered into any hedging transactions in an effort to reduce our exposure to foreign exchange risk.

Inflation

Although we are generally able to pass along minor incremental cost inflation to our customers, inflation such as increases in the costs of our products and overhead costs may adversely affect our operating results. We do not believe that inflation in China has had a material impact on our financial position or results of operations to date, however, a high rate of inflation in the future may have an adverse effect on our ability to maintain current levels of gross margin and selling and distribution, general and administrative expenses as a percentage of net revenues if the selling prices of our products do not increase in line with the increased costs.

As required by Rule 13a-15 of the Securities Exchange Act, as amended (the “Exchange Act”), we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures, which were designed to provide reasonable assurance of achieving their objectives. This evaluation was carried out under the supervision and with the participation of our management, including our principal executive officer and principal financial officer. Based on this evaluation, our principal executive officer and principal financial officer have concluded that, as of September 30, 2022, our disclosure controls and procedures were effective at the reasonable assurance level to ensure (1) that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and (2) information required to be disclosed by us in our reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes with respect to our internal control over financial reporting (as such term is defined in Rules 13a-15(f) under the Exchange Act) that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting in the quarterly period ended September 30, 2022.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.