v3.26.1
BUSINESS COMBINATION
3 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
BUSINESS COMBINATION

4. BUSINESS COMBINATION

 

On May 15, 2026, the Company completed the transaction contemplated by the Share Exchange Agreement dated April 22, 2026 (the “Share Exchange Agreement”), by and among the Company, Yingxi Industrial Chain Investment Co., Ltd (“Yingxi HK”), a wholly owned subsidiary of the Company incorporated under the laws of Hong Kong, Time Is Loan Limited, a company incorporated under the laws of Hong Kong, and Ms. OR Shan Shan, the Seller. Pursuant to the Share Exchange Agreement, Yingxi HK acquired 100% of the equity interests of Time Is Loan Limited from the Seller in exchange for the issuance of 137,790 shares of common stock of the Company, par value $0.001 per share to the Seller.

 

Time Is Loan provides consumer and commercial lending services in Hong Kong. Its principal products include short-term unsecured personal loans and, where applicable, collateral-backed loans and lending arrangements with other licensed credit providers.

 

The Company recognized goodwill of $200,442 on this acquisition. The acquisition has been accounted for under the acquisition method of accounting in accordance with ASC 805, “Business Combinations”. The results of Time Is Loan Limited’s operations have been included in the consolidated financial statements since its acquisition date.

 

The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of acquisition. This table represents the initial accounting for the acquisition. These provisional amounts may be adjusted in the measurement period (that will not exceed one year from the acquisition):

 

   As of
May 15, 2026
 
     
Cash in bank  $177,924 
Other receivables   645,113 
Amount due from related parties   6,653 
Property, plant and equipment   105,443 
Loans and long-term receivables   3,029,358 
Loan payable   (3,396,070)
Interest payable   (61,387)
Accrued liabilities, other payables and deposits received   (39,194)
Fair value of identifitable net assets acquired   467,840 
Goodwill at acquisition   200,442 
Fair value of purchase consideration  $668,282 

 

Pro forma results of operation for this acquisition have not been presented because the effects of the acquisition were not material to the Company’s consolidated financial results.