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QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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FOR THE QUARTERLY PERIOD ENDED: |
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT |
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
No ne |
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No ne |
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No ne |
Large accelerated filer |
☐ |
Accelerated filer |
☐ |
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☒ |
Smaller reporting company |
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Emerging growth company |
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2 |
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F-1 |
March 31, 2022 | December 31, 2021 | |||||||
Assets | ||||||||
Current Assets | $ | $ | ||||||
Cash and cash equivalents | ||||||||
Accounts receivable | ||||||||
Inventory, net | ||||||||
Advance to suppliers | ||||||||
Security deposits | ||||||||
Prepaid expenses and other current assets | ||||||||
Total Current Assets | ||||||||
Non-Current Assets | ||||||||
Property and equipment, net | ||||||||
Operating lease right of use asset, net | ||||||||
Total Non-Current Assets | ||||||||
Total Assets | $ | $ | ||||||
Liabilities and Stockholders’ Equity | ||||||||
Current Liabilities | $ | $ | ||||||
Other payable and accrued expenses | ||||||||
Due to shareholders | ||||||||
Income tax payable | ||||||||
Other current liabilities | ||||||||
Operating lease liabilities - current | ||||||||
Short-term loan | ||||||||
Total Current Liabilities | ||||||||
Non-Current Liabilities | ||||||||
Long-term loan | ||||||||
Operating lease liabilities - non-current | ||||||||
Total Non-Current Liabilities | ||||||||
Total liabilities | ||||||||
Commitments and Contingencies | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock ($ | ||||||||
Common stock ($ 0 , shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively) | ||||||||
Additional paid-in capital | ||||||||
Retained earnings | ||||||||
Accumulated other comprehensive income | ||||||||
Total stockholders’ equity | ||||||||
Non-controlling interest | ||||||||
Total Equity | ||||||||
Total Liabilities and Stockholders’ Equity | $ | $ |
F-2 |
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For the Three Months |
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Ended March 31, |
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2022 |
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2021 |
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Net sales |
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$ |
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Cost of sales |
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Gross profit |
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Selling, general and administrative expenses |
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Income (Loss) from operations |
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( |
) |
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Other income (expense) |
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Interest income (expense) |
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( |
) |
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( |
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Other income (expense) |
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( |
) |
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( |
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Gain (loss) on foreign currency exchange |
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Total other income (expense) |
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( |
) |
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( |
) |
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Income (loss) before income tax provision |
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( |
) |
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Income tax provision |
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Net Income (loss) |
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$ |
( |
) |
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Other Comprehensive Income (Loss): |
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- |
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Net income (loss) |
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Net income (loss) attributable to non-controlling interests |
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$ |
( |
) |
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Net income (loss) attributable to EOS and subsidiaries |
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( |
) |
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Foreign currency translation adjustment, net of tax |
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( |
) |
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( |
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Comprehensive (loss) |
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$ |
( |
) |
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Net (loss) income per share: |
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Basic and diluted |
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$ |
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Weighted average number of common shares: |
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Basic and diluted |
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F-3 |
Common Stock | Preferred Stock | Accumulated Addistional Paid-in | Retained | Accumulated Other Comprehensive Income/ | Non- Controlling | |||||||||||||||||||||||||||||||
Shares | Amount | Shares | Amount | Capital | Earning | (Loss) | Interest | Total | ||||||||||||||||||||||||||||
Balance at December 31, 2021 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
Foreign currency translation adjustment | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||
Net loss | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||
Balance at March 31, 2022 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
Balance at December 31, 2020 | ||||||||||||||||||||||||||||||||||||
Foreign currency translation adjustment | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||
Net loss | ||||||||||||||||||||||||||||||||||||
Balance at March 31, 2021 | $ | $ | $ | $ | $ | $ | $ |
F-4 |
For the Three Months |
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Ended March 31, |
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Cash Flows from Operating Activities |
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2022 |
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2021 |
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Net income (loss) |
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$ |
( |
) |
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$ |
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Adjustments to reconcile net income to net cash provided by operating activities |
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Depreciation |
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Amortization of right-of-use asset |
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Changes in assets and liabilities: |
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Decrease (increase) in accounts receivable |
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( |
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Decrease (increase) in inventory |
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( |
) |
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Decrease (increase) in advance to suppliers |
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Decrease (increase) in security deposits and other assets |
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( |
) |
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Increase (decrease) in accounts payable |
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( |
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Increase (decrease) in accrued expenses |
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Increase (decrease) in tax payable |
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( |
) |
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Increase (decrease) in operating lease liabilities |
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( |
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Net cash used in operating activities |
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( |
) |
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( |
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Cash flows from Investing activities |
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Purchase of equipment |
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( |
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Net cash used in investing activities |
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( |
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Cash flows from Financing activities |
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Proceeds from related party payable |
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Repayment to related party |
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( |
) |
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Repayment to borrowings |
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( |
) |
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( |
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Net cash provided by financing activities |
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Effect of exchange rate changes on cash and cash equivalents |
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( |
) |
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( |
) |
Net increase (decrease) in cash and cash equivalents |
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( |
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Cash and Cash Equivalents |
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Beginning |
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Ending |
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$ |
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$ |
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Supplemental Disclosure of Cash Flows |
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Cash paid during the periods for: |
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Interest |
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$ |
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$ |
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Income taxes |
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$ |
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$ |
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F-5 |
F-6 |
F-7 |
F-8 |
F-9 |
For the three months ended March 31, 2022: |
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Water purifier machine |
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$ |
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Automobile carbon reduction machine |
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Nutrition supplement |
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Software |
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Total |
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$ |
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For the three months ended March 31, 2021: |
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Water purifier machine |
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$ |
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Automobile carbon reduction machine |
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Nutrition supplement |
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Software |
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Total |
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$ |
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F-10 |
For the three months ended March 31, 2022: | ||||
Asia Pacific | $ | |||
Total | $ |
For the three months ended March 31, 2021: | ||||
Asia Pacific | $ | |||
Total | $ |
F-11 |
Level 1 – Inputs are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Valuation of these instruments does not require a high degree of judgment as the valuations are based on quoted prices in active markets that are readily and regularly available. | |
Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable as of the measurement date, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |
Level 3 – Valuations based on inputs that are unobservable and not corroborated by market data. The fair value for such assets and liabilities is generally determined using pricing models, discounted cash flow methodologies, or similar techniques that incorporate the assumptions a market participant would use in pricing the asset or liability. |
F-12 |
Customer |
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Net sales for the three months ended March 31, 2022 |
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Accounts receivable balance as of March 31, 2022 |
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A |
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$ |
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$ |
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Customer |
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Net sales for the three months ended March 31, 2021 |
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Accounts receivable balance as of March 31, 2021 |
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A |
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$ |
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$ |
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F-13 |
Supplier |
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Net purchase for the three months ended March 31, 2022 |
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Accounts payable balance as of March 31, 2022 |
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A |
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$ |
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$ |
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B |
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$ |
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$ |
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C |
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$ |
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$ |
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D |
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$ |
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$ |
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Supplier |
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Net purchase for the three months ended March 31, 2021 |
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Accounts payable balance as of March 31, 2021 |
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A |
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$ |
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$ |
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B |
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$ |
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$ |
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C |
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$ |
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$ |
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D |
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$ |
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$ |
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E |
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$ |
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$ |
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F-14 |
F-15 |
Lease Cost | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | ||||||
Operating lease cost (included in general and administrative expenses in the Company’s statement of operations) | $ | |||||||
Other Information | ||||||||
Right-of-use assets obtained in exchange for new operating leases liabilities | ||||||||
Cash paid for amounts included in the measurement of lease liabilities for the year ended | $ | |||||||
Weighted average remaining lease term – operating leases (in years) | - | |||||||
Average discount rate – operating lease | % |
As of | As of | |||||||
March 31, 2022 | March 31, 2021 | |||||||
Operating leases | ||||||||
Right-of-use assets | $ | $ | ||||||
Operating lease liabilities | $ | $ |
For the three months ending March 31, | ||||
2023 | ||||
2024 | ||||
Total lease payments | ||||
Less: Interest | ( | ) | ||
Total |
F-16 |
Name of Related Party | Nature of Relationship | |
Yu Cheng Yang | Majority Shareholder, Director and Officer of the Company | |
Co-Innovation Group Limited | Company under control of Yu Cheng Yang | |
World Capital Holding Limited | Company under control by Shanghai Qifan Qiye Management Co., Ltd.’s shareholders, former non-controlling interest of the Company |
F-17 |
F-18 |
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For the Three Months Ended March 31, |
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2022 |
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2021 |
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Current income tax |
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U.S. |
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$ |
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$ |
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Taiwan |
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PRC |
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Sub total |
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Deferred income tax |
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Deferred tax assets for NOL carryforwards |
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( |
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( |
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Valuation allowance |
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Net changes in deferred income tax (benefit) |
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Total income tax provision |
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$ |
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$ |
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F-19 |
For the Period Ended |
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March 31, 2022 |
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March 31, 2021 |
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Net loss before income tax |
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( |
) |
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Statutory tax rate |
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% |
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% |
Income tax provision |
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( |
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Movement in valuation allowance |
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( |
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Other, primarily the difference in tax rates |
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( |
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( |
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Income tax expenses |
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March 31, |
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December 31, |
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2022 |
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2021 |
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Deferred tax assets: |
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Net operating loss carry |
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$ |
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$ |
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Less: Valuation allowance |
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( |
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( |
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Deferred tax assets, net |
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$ |
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$ |
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F-20 |
F-21 |
3 |
4 |
5 |
6 |
7 |
For the three months ended March 31, 2022: |
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Water purifier machine |
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$ |
12,230 |
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Automobile carbon reduction machine |
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6,795 |
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Nutrition supplement |
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5,168 |
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Software |
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8,871 |
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Total |
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$ |
33,064 |
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For the three months ended March 31, 2021: |
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Water purifier machine |
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$ |
336,241 |
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Automobile carbon reduction machine |
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- |
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Nutrition supplement |
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- |
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Software |
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- |
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Total |
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$ |
336,241 |
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For the three months ended March 31, 2022: |
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Asia Pacific |
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$ |
33,064 |
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Total |
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$ |
33,064 |
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For the three months ended March 31, 2021: |
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Asia Pacific |
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$ |
336,241 |
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Total |
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$ |
336,241 |
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8 |
9 |
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☐ |
Level 1 – Inputs are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Valuation of these instruments does not require a high degree of judgment as the valuations are based on quoted prices in active markets that are readily and regularly available. |
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☐ |
Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable as of the measurement date, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. |
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☐ |
Level 3 – Valuations based on inputs that are unobservable and not corroborated by market data. The fair value for such assets and liabilities is generally determined using pricing models, discounted cash flow methodologies, or similar techniques that incorporate the assumptions a market participant would use in pricing the asset or liability. |
Customer |
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Net sales for the three months ended March 31, 2022 |
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Accounts receivable balance as of March 31, 2022 |
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A |
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$ |
33,064 |
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$ |
365,149 |
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10 |
Customer |
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Net sales for the three months ended March 31, 2021 |
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Accounts receivable balance as of March 31, 2021 |
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A |
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$ |
336,241 |
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$ |
336,241 |
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Supplier |
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Net purchase for the three months ended March 31, 2022 |
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Accounts payable balance as of March 31, 2022 |
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A |
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$ |
- |
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$ |
- |
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B |
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$ |
64,664 |
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|
$ |
- |
|
C |
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$ |
- |
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$ |
- |
|
D |
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$ |
- |
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$ |
- |
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Supplier |
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Net purchase for the three months ended March 31, 2021 |
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Accounts payable balance as of March 31, 2021 |
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||
A |
|
$ |
- |
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|
$ |
- |
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B |
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$ |
- |
|
|
$ |
6,459 |
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C |
|
$ |
- |
|
|
$ |
- |
|
D |
|
$ |
1,404 |
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|
$ |
- |
|
E |
|
$ |
12,637 |
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|
$ |
- |
|
11 |
12 |
13 |
14 |
Exhibit No. |
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Description |
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101.INS |
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XBRL Instance Document |
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101.SCH |
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XBRL Taxonomy Extension Schema Document |
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101.CAL |
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XBRL Taxonomy Extension Calculation Linkbase Document |
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101.DEF |
|
XBRL Taxonomy Extension Definition Linkbase Document |
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101.LAB |
|
XBRL Taxonomy Extension Label Linkbase Document |
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101.PRE |
|
XBRL Taxonomy Extension Presentation Linkbase Document |
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|
|
104
|
|
Cover Page Interactive Data File - the cover page from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, is formatted in Inline XBRL.
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15 |
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EOS Inc. |
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Date: May 23, 2022 |
By: |
/s/ He-Siang Yang |
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He-Siang Yang |
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Principal Executive Officer, Principal Financial Officer, President and Chairman of the Board |
16 |