Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Apr. 12, 2021 | Jun. 30, 2020 | |
Document Information Line Items | |||
Entity Registrant Name | Future FinTech Group Inc. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Common Stock, Shares Outstanding | 65,286,192 | ||
Entity Public Float | $ 23,760,000 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001066923 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity File Number | 001-34502 | ||
Entity Incorporation, State or Country Code | FL | ||
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 9,788,041 | $ 190,867 |
Accounts receivable, net | 4,954 | |
Inventories | 3,594 | |
Advances to suppliers and other current assets | 258,830 | 1,598,555 |
Loan receivables | 5,355,944 | |
Other receivables, net | 81,972 | 7,489 |
Assets related to discontinued operations | 35,082 | 98,528,958 |
TOTAL CURRENT ASSETS | 15,519,869 | 100,334,417 |
Property, plant and equipment, net | 16,728 | 17,855 |
Right of Use Assets | 291,379 | |
Intangible assets | 41,214 | 40,853 |
Amount due from related parties | 62,522 | 3,337,445 |
Long-term investments | 12,250,000 | |
TOTAL ASSETS | 15,931,712 | 115,980,570 |
CURRENT LIABILITIES | ||
Accounts payable | 250,364 | 248,894 |
Accrued expenses and other payables | 2,300,412 | 1,129,893 |
Advances from customers | 28,962 | 534,089 |
Convertible note payables | 1,163,146 | 957,990 |
Loan payables | 394,848 | |
Lease liability-current | 180,803 | |
Liabilities related to discontinued operations | 865,568 | 200,334,853 |
TOTAL CURRENT LIABILITIES | 5,184,103 | 203,205,719 |
NON-CURRENT LIABILITIES | ||
Lease liability-non-current | 110,575 | |
Amount Due to Related Party | 1,905,893 | 852,057 |
TOTAL NON-CURRENT LIABILITIES | 2,016,468 | 852,057 |
TOTAL LIABILITIES | 7,200,571 | 204,057,776 |
Commitments and contingencies (Note 17) | ||
Future FinTech Group, Inc, Stockholders’ equity | ||
Common stock, $0.001 par value; 300,000,000 shares authorized; 50,053,606 shares and 33,810,416 shares issued and outstanding as of December 31, 2020 and 2019 respectively | 50,053 | 33,810 |
Additional paid-in capital | 133,510,862 | 107,852,827 |
Accumulated deficits | (124,384,301) | (213,314,612) |
Accumulated other comprehensive income (loss) | (398,014) | 12,989,408 |
Total Future FinTech Group, Inc. stockholders’ equity (deficit) | 8,778,600 | (92,438,567) |
Non-controlling interests | (47,459) | 4,361,361 |
Total stockholders’ equity (deficit) | 8,731,141 | (88,077,206) |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 15,931,712 | $ 115,980,570 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 50,053,606 | 33,810,416 |
Common stock, shares outstanding | 50,053,606 | 33,810,416 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 370,657 | $ 941,117 |
Cost of goods sold | 35,286 | 491,128 |
Gross profit | 335,371 | 449,989 |
Operating Expenses | ||
General and administrative expenses | 4,257,533 | 1,730,448 |
Stock compensation expense | 5,940,000 | 702,000 |
Selling expenses | 39,685 | 441,879 |
Bad debt provision | 3,356,725 | 5,158,818 |
Impairment loss on intangible assets | 1,759,059 | |
Total operating expenses | 15,353,002 | 8,033,145 |
Loss from operations | (15,017,631) | (7,583,156) |
Other (expenses) income | ||
Interest income | 218,028 | 3,902 |
Interest expenses | (372,169) | (523,558) |
Loss on debt settlement and conversion | (2,599,303) | |
Impairment loss on equity investment | (12,250,000) | (2,751,099) |
Other income(expenses), net | 1,134 | (255,810) |
Total other income (expenses), net | (15,002,310) | (3,526,565) |
Loss from Continuing Operations before Income Tax | (30,019,941) | (11,109,721) |
Income tax provision | ||
Loss from Continuing Operations | (30,019,941) | (11,109,721) |
Discontinued Operations (Note 16) | ||
Gain on disposal of discontinued operations | 119,428,164 | |
Income (loss) from discontinued operations | (477,912) | (15,964,524) |
Net Income (Loss) | 88,930,311 | (27,074,245) |
Less: Net Loss attributable to non-controlling interests | 1,845,313 | |
Net income(loss) from discontinued operations attributable to Future Fintech Group,Inc. | 88,930,311 | (25,228,932) |
Other comprehensive income (loss) | ||
Income (loss) from continued operations | (30,019,941) | (11,109,721) |
Foreign currency translation – continued operations | (7,443,394) | 21,950,957 |
Comprehensive income (loss) - continued operation | (37,463,335) | 10,841,236 |
Income (loss) from discontinued operations | 118,950,252 | (15,964,524) |
Foreign currency translation - discontinued operation | (5,944,028) | |
Comprehensive (loss) income - discontinued operation | 113,006,224 | (15,964,524) |
Comprehensive Income (Loss) | 75,542,889 | (5,123,288) |
Less: Net loss attributable to non-controlling interests | 1,845,313 | |
COMPREHENSIVE LOSS ATTRIBUTABLE TO FUTURE FINTECH GROUP INC. STOCKHOLDERS | $ 75,542,889 | $ (3,277,975) |
Earnings (loss) per share: | ||
Basic earnings (loss) per share from continued operation (in Dollars per share) | $ (0.79) | $ (0.35) |
Basic earnings (loss) per share from discontinued operation (in Dollars per share) | 3.13 | (0.45) |
Earnings (loss) per share, total (in Dollars per share) | 2.34 | (0.80) |
Diluted Earnings (loss) per share: | ||
Diluted loss per share (in Dollars per share) | (0.79) | (0.35) |
Diluted earnings (loss) per share from discontinued operation (in Dollars per share) | 2.76 | (0.45) |
Diluted Earnings (loss) per share, total (in Dollars per share) | $ 1.97 | $ (0.80) |
Weighted average number of shares outstanding | ||
Basic (in Shares) | 38,057,065 | 31,996,279 |
Diluted (in Shares) | 43,147,644 | 31,996,279 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders’ Equity - USD ($) | Common Stock | Additional paid-in capital | Accumulated Deficits | Accumulative Other comprehensive income | Non-controlling interests | Total |
Balance at Dec. 31, 2018 | $ 31,017 | $ 105,737,256 | $ (188,085,680) | $ (8,961,549) | $ 4,601,121 | $ (86,677,835) |
Balance (in Shares) at Dec. 31, 2018 | 31,017,083 | |||||
Net loss from continued operation | (11,109,721) | |||||
Share based compensation | $ 1,300 | 702,000 | 703,300 | |||
Share based compensation (in Shares) | 1,300,000 | |||||
Issuance of common stock for conversion of debts | $ 1,493 | 1,413,571 | 1,415,064 | |||
Issuance of common stock for conversion of debts (in Shares) | 1,493,333 | |||||
Net loss | (25,228,931) | (1,845,313) | (27,074,245) | |||
Foreign currency translation on continuing operation | 21,950,957 | 1,605,554 | 23,556,511 | |||
Balance at Dec. 31, 2019 | $ 33,810 | 107,852,827 | (213,314,612) | 12,989,408 | 4,361,361 | (88,077,206) |
Balance (in Shares) at Dec. 31, 2019 | 33,810,416 | |||||
Share based payment | $ 3,750 | 1,187,250 | 1,191,000 | |||
Share based payment (in Shares) | 3,750,000 | |||||
Share-based payments-omnibus equity plan | $ 3,000 | 5,937,000 | 5,940,000 | |||
Share-based payments-omnibus equity plan (in Shares) | 3,000,000 | |||||
Issuance of common stocks and Warrants, net of issuance costs | $ 5,658 | 10,250,651 | 10,256,309 | |||
Issuance of common stocks and Warrants, net of issuance costs (in Shares) | 5,658,660 | |||||
Net loss from continued operation | (30,019,941) | (30,019,941) | ||||
Net loss from discontinued operation | (477,912) | (477,912) | ||||
Disposition of Discontinued operation | (293,572) | 119,428,164 | (5,944,028) | (4,408,821) | 108,781,743 | |
Foreign currency translation adjustment | (7,443,394) | (7,443,394) | ||||
Issuance of common stock for conversion of debts | $ 3,835 | 8,576,706 | 8,580,541 | |||
Issuance of common stock for conversion of debts (in Shares) | 3,834,530 | |||||
Net loss | 88,930,311 | |||||
Balance at Dec. 31, 2020 | $ 50,053 | $ 133,510,862 | $ (124,384,301) | $ (398,014) | $ (47,459) | $ 8,731,141 |
Balance (in Shares) at Dec. 31, 2020 | 50,053,606 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income (loss) | $ 88,930,311 | $ (27,074,245) |
Net income from discontinued operation | 118,950,252 | (15,964,524) |
Net loss from continuing operations | (30,019,941) | (11,109,721) |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation | 5,217 | 2,886 |
Amortization | 130,125 | 414 |
Bad debt provision | 3,356,725 | 5,158,818 |
Impairment of intangible assets | 1,759,059 | |
Impairment of long term investment | 12,250,000 | 2,751,099 |
Inventory write-off | 3,594 | |
Share based compensation | 7,131,000 | 703,300 |
Loss on debt settlement and conversion | 2,599,304 | |
Interest expenses related to convertible note | 99,858 | 523,551 |
Changes in operating assets and liabilities | ||
Accounts receivable | 4,478 | (4,954) |
Inventory | (3,594) | |
Other receivable | (208,507) | (51,093) |
Advances to suppliers and other current assets | (177,258) | (2,594,474) |
Operating lease assets and liabilities | (15,244) | |
Accounts payable | 1,470 | 205,798 |
Due to related parties | 276,297 | |
Accrued expenses | 1,170,519 | (1,786,182) |
Advances from customers | (416,543) | 303,782 |
Net Cash Used In Operating Activities – Discontinued Operations | (224,762) | (4,240,466) |
Net Cash Used In Operating Activities – Continued Operations | (2,049,848) | (5,900,368) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Additions to property, plant and equipment | (2,984) | (5,006) |
Advance of short-term loan investment | (5,355,944) | |
Purchase of intangible assets | (43,003) | |
Net Cash Used in Investing Activities from Discontinued Operations | 84,847 | |
Net Cash Used in Investing Activities from Continuing Operations | (5,358,928) | (48,009) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from the issuance of common stock, net of issuance costs | 10,256,309 | |
Proceeds from amounts due from related parties, net | 476,015 | 852,057 |
Proceeds from loan payable | 694,639 | |
Repayment of loans payable | (335,624) | |
Proceeds from Secured Convertible Promissory Note | 6,086,535 | 2,373,054 |
Net cash (used in) provided by financing activities | 17,177,874 | 3,225,111 |
Effect of change in exchange rate | (29,024) | 7,483,307 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 9,600,159 | 519,575 |
Cash and cash equivalents, beginning of year | 190,867 | 19,741 |
Cash and cash equivalents, end of year | 9,788,041 | 190,867 |
Less: Cash and cash equivalents from the discontinued operations, end of year | (2,985) | (348,449) |
Cash and cash equivalents, from the continuing operations end of year | 9,788,041 | 190,867 |
SUPPLEMENTARY DISCLOSURE OF SIGNIFICANT NON-CASH TRANSACTION | ||
Issuance of common stocks for conversion of debts | 700,236 | 1,120,000 |
Debt settlement by issuance of common stock | $ 5,281,000 |
Corporate Information
Corporate Information | 12 Months Ended |
Dec. 31, 2020 | |
Corporate Information [Abstract] | |
CORPORATE INFORMATION | 1. CORPORATE INFORMATION Future FinTech is a holding company incorporated under the laws of the State of Florida. The main business of the Company includes an online shopping platform, Chain Cloud Mall (CCM, website: http://gksharedmall.com/), which is based on blockchain technology; and other application and development of blockchain-based e-commerce technology and financial technology. Prior to 2019, the Company engaged in the production and sales of fruit juice concentrates, fruit juice beverages and other fruit-related products in the People’s Republic of China (“PRC”, or “China”), and overseas markets. Due to the drastically increased production cost and tightened environmental law in China, the Company has transformed its business from fruit juice manufacturing and distribution to a real-name blockchain e-commerce platform that integrates blockchain and internet technology from the end of 2018. On July 22, 2020, the Company established Future Commercial Management (Beijing) Co., Ltd. Its scope of business includes management and consulting services. The Company’s activities are principally conducted by subsidiaries and VIE operating in the PRC. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of preparation and principle of consolidation These consolidated financial statements (“financial statements”) have been prepared in conformity with accounting principles generally accepted in the United States of America, or US GAAP. The Company’s functional currency of subsidiaries and VIEs in China is the Chinese Renminbi (RMB). Other subsidiaries outside of China use U.S. Dollar as the functional currency; however, the accompanying consolidated financial statements have been translated and presented in USD. According to USGAAP Accounting Standard Codification (“ASC”) 810-10-15-8, for legal entities other than limited partnerships, the usual condition for a controlling financial interest is ownership of a majority voting interest, and, therefore, as a general rule ownership by one reporting entity, directly or indirectly, of more than 50 percent of the outstanding voting shares of another entity is a condition pointing toward consolidation. The power to control may also exist with a lesser percentage of ownership, for example, by contract, lease, agreement with other stockholders, or by court decree. The consolidated financial statements include the accounts of the Company and its subsidiaries. Our contractual arrangements with our VIE and their respective shareholders allow us to (i) exercise effective control over our VIE, (ii) receive substantially all of the economic benefits of our VIE, and (iii) have an exclusive option to purchase all or part of the equity interests in our VIE when and to the extent permitted by PRC law. As a result of our direct ownership in our wholly foreign-owned enterprise (“WFOE”) and the contractual arrangements with our VIE, we are regarded as the primary beneficiary of our VIE, and we treat it and its subsidiaries as our consolidated affiliated entities under U.S. GAAP. Certain amounts of prior years were reclassified to conform with current year presentation. Discontinued Operations On February 27, 2020, SkyPeople BVI (the “Seller”) completed the transfer of its ownership of HeDeTang HK to New Continent International Co., Ltd. (the “Buyer”), an unrelated third party and a company incorporated in the British Virgin Islands for a total price of RMB 0.6 million (approximately $85,714), pursuant to a Share Transfer Agreement entered into by the Seller and the Buyer on September 18, 2019 and approved at the special shareholders meeting of the Company on February 26, 2020. As the Company believed that no continued cash flow would be generated by the sold component, in accordance with ASC 205-20, the Company presented the operating results from Hedetang as discontinued operations within the accompanying consolidated financial statements. In addition, The Company’s Huludao Wonder operation, a subsidiary which produces concentrated apple juice, suffered continued operating losses since 2014 and its cash flow was minimal for these three years. In December 2016, the Company established a winding-down plan to close this operation. Based on the restructuring plan and in accordance with ASC 205-20, the Company presented the operating results from Huludao Wonder as a discontinued operation. On March 11, 2020, the Company’s Board of Directors passed a resolution to sell the operation of Globalkey Supply Chain limited and Zhonglian Hengxin Assets Management Co., Ltd (“Zhonglian Hengxin”) and close the operation of Digital Online Marketing Limited, Future Digital Fintech (Xi’an) Co., Ltd., SkyPeople Foods Holding Ltd. and Chain Future Digital Tech (Beijing) Co., Ltd. On May 7, 2020, Future Business Management Co., Ltd. completed the transfer of its ownership of Zhonglian Hengxin Assets Management Co., Ltd to individual third party. On July 24, 2020, the Company’s Board of Directors passed a resolution to sell the operation of Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. and close the operation of Chain Cloud Mall Logistics Center (Shaanxi) Co., Ltd. As a result, Skypeople Foods Holdings Limited Company was deregistered on July 27, 2020; Digital online marketing Limited company was deregistered on July 28, 2020; On October 31, 2020, Chain Cloud Mall Network and Technology (Tianjin) Co., Limited and Chain Cloud Mall Logistics Center (Shanxi) Co., Ltd. completed the transfer of its ownership of Hedetang Farm Products Trading Markets (Mei county) Co., Ltd to third parties. Based on the disposal plan and in accordance with ASC 205-20, the Company presented the operating results from these operations as a discontinued operation. Segment Information Reclassification Historically, the Company operated in five segments: concentrated apple juice and apple aroma, concentrated kiwifruit juice and kiwifruit puree, concentrated pear juice, fruit juice beverages, and others. As the Company classified the juice related operation into discontinued operation in the beginning of year 2019, and in accordance with the Company’s new business strategy, the Company classified business segment into CCM Shopping Mall Membership, sales of goods and others. Use of Estimates The Company’s consolidated financial statements have been prepared in accordance with US GAAP and this requires management 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 consolidated financial statements and reported amounts of revenue and expenses during the reporting period. The significant areas requiring the use of management estimates include, but not limited to, the allowance for doubtful accounts receivable, estimated useful life and residual value of property, plant and equipment, impairment of long-lived assets provision for staff benefit, recognition and measurement of deferred income taxes and valuation allowance for deferred tax assets. Although these estimates are based on management’s knowledge of current events and actions management may undertake in the future, actual results may ultimately differ from those estimates and such differences may be material to our consolidated financial statements. Going Concern The Company’s financial statements are prepared assuming that the Company will continue as a going concern. The Company incurred operating losses and had negative operating cash flows and may continue to incur operating losses and generate negative cash flows as the Company implements its future business plan. These factors raise substantial doubts about the Company’s ability to continue as a going concern. The Company has raised funds through issuance of convertible bonds and common stock. The ability of the Company to continue as a going concern is dependent upon its ability to successfully execute its new business strategy and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. Impairment of Long-Lived Assets In accordance with the ASC 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. Fair Value of Financial Instruments The Company has adopted FASB ASC Topic on Fair Value Measurements and Disclosures (“ASC 820”), which defines fair value, establishes a framework for measuring fair value in GAAP, and expands disclosures about fair value measurements. ASC 820 establishes a three-level valuation hierarchy of valuation techniques based on observable and unobservable input, which may be used to measure fair value and include the following: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Input other than Level 1 that is observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other input that is observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable input that is supported by little or no market activity and that is significant to the fair value of the assets or liabilities. Our cash and cash equivalents and restricted cash are classified within level 1 of the fair value hierarchy because they are value using quoted market price. Earnings (Loss) Per Share Under ASC 260-10, Earnings Per Share Diluted EPS is calculated by using the treasury stock method, assuming conversion of all potentially dilutive securities, such as stock options and warrants. Under this method, (i) exercise of options and warrants is assumed at the beginning of the period and shares of Common Stock are assumed to be issued, (ii) the proceeds from exercise are assumed to be used to purchase Common Stock at the average market price during the period, and (iii) the incremental shares (the difference between the number of shares assumed issued and the number of shares assumed purchased) are included in the denominator of the diluted EPS computation. The numerators and denominators used in the computations of basic and diluted EPS are presented in the following table. For the year ended December 31, 2020: Income Share Pre-share Loss from continuing operations $ (30,019,941 ) 38,057,065 $ (0.79 ) Income from discontinuing operations $ 118,950,252 38,057,065 $ 3.13 Basic EPS: Loss available to common stockholders from continuing operations $ (30,019,941 ) 38,057,065 $ (0.79 ) Income available to common stockholders from discontinuing operations $ 118,950,252 38,057,065 $ 3.13 Dilutive EPS: Warrants - 5,090,579 - Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations $ (30,019,941 ) 43,147,644 $ (0.79 ) Diluted Earnings per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. $ 118,950,252 43,147,644 $ 2.76 For the year ended December 31, 2019: Income Share Pre-share Income(Loss) from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Income(Loss) from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) Basic EPS: Loss available to common stockholders from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Loss available to common stockholders from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) Diluted EPS: Loss available to common stockholders from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Loss available to common stockholders from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) Cash and Cash Equivalents Cash and cash equivalents included cash on hand and demand deposits placed with banks or other financial institutions, which are unrestricted as to withdrawal and use and with an original maturity of three months or less. Deposits in banks in the PRC are only insured by the government up to RMB500,000, and are consequently exposed to risk of loss. The Company believes the probability of a bank failure, causing loss to the Company, is remote. Receivable and Allowances Accounts receivable are recognized and carried at the original invoice amounts less an allowance for any uncollectible amount. We have a policy of reserving for uncollectible accounts based on our best estimate of the amount of probable credit losses in our existing accounts receivable. We extend credit to our customers based on an evaluation of their financial condition and other factors. We generally do not require collateral or other security to support accounts receivable. We perform ongoing credit evaluations of our customers and maintain an allowance for potential bad debts if required. Other receivables, and loan receivables are recognized and carried at the initial amount when occurred less an allowance for any uncollectible amount. We have a policy of reserving for uncollectible accounts based on our best estimate of the amount of probable impairment losses in our existing receivable. We determine whether an allowance for doubtful accounts is required by evaluating specific accounts where information indicates the customers may have an inability to meet financial obligations. In these cases, we use assumptions and judgment, based on the best available facts and circumstances, to record a specific allowance for those customers against amounts due to reduce the receivable to the amount expected to be collected. These specific allowances are re-evaluated and adjusted as additional information is received. The amounts calculated are analyzed to determine the total amount of the allowance. We may also record a general allowance as necessary. Direct write-offs are taken in the period when we have exhausted our efforts to collect overdue and unpaid receivable or otherwise evaluate other circumstances that indicate that we should abandon such efforts. The Company has assessed its accounts receivable including credit term and corresponding all its accounts receivables in December 2020. Upon such credit terms, bad debt expense was increased by $3.36 million and $5.16 million during the years ended December 31, 2020 and 2019, respectively. Accounts receivables of $0 and $4,954 have been outstanding for over 90 days as of December 31, 2020 and December 31, 2019, respectively. Inventories Inventories consist of raw materials, packaging materials (which include ingredients and supplies) and finished goods (which) include finished juice in the bottling, canning operations and other. Inventories also consist of merchant gift package to be delivered with the new membership signed up in our e-commerce platform. Inventories are valued at the lower of cost or net realizable value. We determine cost on the basis of the weighted average method. The Company periodically reviews inventories for obsolescence and any inventories identified as obsolete are written off. Revenue Recognition We apply the five steps defined under ASC 606: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. We assess its revenue arrangements against specific criteria in order to determine if it is acting as principal or agent. Revenue arrangements with multiple performance obligations are divided into separate distinct goods or services. We allocate the transaction price to each performance obligation based on the relative standalone selling price of the goods or services provided. Revenue is recognized upon the transfer of control of promised goods or services to a customer. We do not make any significant judgment in evaluating when control is transferred. Revenue is recorded net of value-added tax. Revenue recognitions are as follows: Sales of juice and other products (reported in loss from discontinued operations in 2019): We recognize revenue when the receipt of merchandise is confirmed by the customers, which is the point that the title of the goods is transferred to the customer. We recognize revenues when we satisfy a performance obligation by transferring a promised good or service (that is, an asset) to a customer. An asset is transferred when the customer obtains control of that asset. Customers have no contractual right to return products. Historically, the Company has not had any returned products. Accordingly, no provision has been made for returnable goods. The Company is not required to rebate or credit a portion of the original fee if it subsequently reduces the price of its product to its suppliers. The Company does not make any significant judgment in determination of the amount and timing of revenue from contracts with customers. Online sales and Membership fee: The Company recognizes the sale of goods 15 days after the products are shipped (after the 15 days return policy). The revenue from the membership fee is amortized over the lifetime of the membership, which is one year. For the merchandise gift package, revenue is recognized when the receipt of the gift package is confirmed by the members. Other revenues include revenues earned on net basis from sales of certain products on our platform. Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation and any impairment losses. Depreciation is computed using the straight-line method over the useful lives of the assets. Major renewals and betterments are capitalized and depreciated; maintenance and repairs that do not extend the life of the respective assets are expensed as incurred. Upon disposal of assets, the cost and related accumulated depreciation are removed from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Depreciation related to property, plant and equipment used in production is reported in cost of sales, and includes amortized amounts related to capital leases. We estimated that the residual value of the Company’s property and equipment ranges from 3% to 5%. Property, plant and equipment are depreciated over their estimated useful lives as follows: Machinery and equipment 5-10 years Furniture and office equipment 3-5 years Motor vehicles 5 years Depreciation expense included in general and administration expenses for the years ended December 31, 2020 and 2019 was $5,217 and $2,886 respectively. Depreciation expense included in cost of sales for the year ended December 31, 2020 and 2019 was $0 and $0 and respectively. Intangible Assets Acquired intangible assets are recognized based on their cost to the Company, which generally includes the transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets’ carrying amounts on the Company’s book. These assets are amortized over their useful lives if the assets are deemed to have a finite life and they are reviewed for impairment by testing for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. The fair value of an intangible asset is the amount that would be determined if the entity used the assumptions that market participants would use if they were pricing the intangible asset. The useful life of the Company’s intangible assets is ten year, which is determined by using the time period that an intangible is estimated to contribute directly or indirectly to a Company’s future cash flows. Foreign Currency and Other Comprehensive Income (Loss) The financial statements of the Company’s foreign subsidiaries are measured using the local currency as the functional currency; however, the reporting currency of the Company is the USD. Assets and liabilities of the Company’s foreign subsidiaries have been translated into USD using the exchange rate at the balance sheet dates, while equity accounts are translated using historical exchange rate. The exchange rate we used to convert RMB to USD was 6.52 and 6.98 at the balance sheet dates of December 31, 2020 and December 31, 2019, respectively. The average exchange rate for the period has been used to translate revenues and expenses. The average exchange rates we used to convert RMB to USD were 6.90 and 6.90 for fiscal year 2020 and fiscal year 2019, respectively. Translation adjustments are reported separately and accumulated in a separate component of equity (cumulative translation adjustment). Income Taxes We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized. ASC Topic 740-10-30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740-10-25 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented. Lease After adoption of ASC 842 and related standards, which introduced a lessee model that requires entities to recognize assets and liabilities for most leases, but recognize expenses on their income statements in a manner similar to current accounting, thus operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. For short-term leases with an initial lease term of 12 months or less and with purchase options we are reasonably certain will not be exercised. As a lessee, the Company leases equipment, land and office building. Lease expense is recognized on a straight-line basis over the lease term. Convertible notes The Company accounts for its convertible notes at issuance by allocating the proceeds received from a convertible note among freestanding instruments according to ASC 470, Debt, based upon their relative fair values. The fair value of debt and common stock is determined based on the closing price of the common stock on the date of the transaction. Convertible notes are subsequently carried at amortized cost. Each convertible note is analyzed for the existence of a beneficial conversion feature (“BCF”), defined as the fair value of the common stock at the commitment date for the convertible note, less the effective conversion price. No BCF was recognized for the convertible notes issued during 2020 and 2019. Share-based compensation The Company awards share options and other equity-based instruments to its employees, directors and consultants (collectively “share-based payments”). Compensation cost related to such awards is measured based on the fair value of the instrument on the grant date. The Company recognizes the compensation cost over the period the employee is required to provide service in exchange for the award, which generally is the vesting period. The amount of cost recognized is adjusted to reflect the expected forfeiture prior to vesting. When no future services are required to be performed by the employee in exchange for an award of equity instruments, and if such award does not contain a performance or market condition, the cost of the award is expensed on the grant date. The Company recognizes compensation cost for an award with only service conditions that has a graded vesting schedule on a straight-line basis over the requisite service period for the entire award, provided that the cumulative amount of compensation cost recognized at any date at least equals the portion of the grant-date value of such award that is vested at that date. Variable interest entities On July 31, 2019, CCM Tianjin, E-commerce Tianjin, and Mr. Zeyao Xue and Mr. Kai Xu, citizens of China and shareholders of E-commerce Tianjin, entered into the following agreements, or collectively, the “Variable Interest Entity Agreements” or “VIE Agreements,” pursuant to which CCM Tianjin has contractual rights to control and operate the business of E-commerce Tianjin (the “VIE”). Therefore, pursuant to ASC 810, E-Commerce Tianjin is included in the Company’s consolidated financial statements since then. Pursuant to Chinese law and regulations, a foreign owned enterprise cannot apply for and hold a license for operation of certain e-commerce businesses, the category of business which the Company is expanding in China. CCM Tianjin is an indirectly wholly foreign owned enterprise of the Company. In order to comply with Chinese law and regulations, CCM Tianjin agreed to provide E-commerce Tianjin an Exclusive Operation and Use Rights Authorization to operate and use the Chain Cloud Mall System owned by CCM Tianjin. E-commerce Tianjin was incorporated by Mr. Zeyao Xue and Mr. Kai Xu solely for the purpose of holding the operation license of the Chain Cloud Mall System. Mr. Zeyao Xue is a major shareholder of the Company and the son of Mr. Yongke Xue, our Chairman of the Board. Mr. Kai Xu was the Chief Operating Officer of the Company and currently is the Deputy General Manager of FT Commercial Group Ltd., a wholly owned subsidiary of the Company. The VIE Agreements are as follows: 1) Exclusive Technology Consulting and Service Agreement by and between CCM Tianjin and E-commerce Tianjin. Pursuant to the Exclusive Technology Consulting and Service Agreement, CCM Tianjin agreed to act as the exclusive consultant of E-commerce Tianjin and provide technology consulting and services to E-commerce Tianjin. In exchange, E-commerce Tianjin agreed to pay CCM Tianjin a technology consulting and service fee, the amount of which is to be equivalent to the amount of net profit before tax of E-commerce Tianjin, payable on a quarterly basis after making up losses of previous years (if necessary) and deducting necessary costs, expenses and taxes related to the business operations of E-commerce Tianjin. Without the prior written consent of CCM Tianjin, E-commerce Tianjin may not accept the same or similar technology consulting and services provided by any third party during the term of the agreement. All the benefits and interests generated from the agreement, including but not limited to intellectual property rights, know-how and trade secrets, will be CCM Tianjin’s sole and exclusive property. This agreement has a term of 10 years and may be extended unilaterally by CCM Tianjin with CCM Tianjin’s written confirmation prior to the expiration date. E-commerce Tianjin cannot terminate the agreement early unless CCM Tianjin commits fraud, gross negligence or illegal acts, or becomes bankrupt or winds up. 2) Exclusive Purchase Option Agreement by and among CCM Tianjin, E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu. Pursuant to the Exclusive Purchase Option Agreement, Mr. Zeyao Xue and Mr. Kai Xu granted to CCM Tianjin and any party designated by CCM Tianjin the exclusive right to purchase, at any time during the term of this agreement, all or part of the equity interests in E-commerce Tianjin, or the “Equity Interests,” at a purchase price equal to the registered capital paid by Mr. Zeyao Xue and Mr. Kai Xu for the Equity Interests, or, in the event that applicable law requires an appraisal of the Equity Interests, the lowest price permitted under applicable law. Pursuant to powers of attorney executed by Mr. Zeyao Xue and Mr. Kai Xu, they irrevocably authorized any person appointed by CCM Tianjin to exercise all shareholder rights, including but not limited to voting on their behalf on all matters requiring approval of E-commerce Tianjin’s shareholder, disposing of all or part of the shareholder’s equity interest in E-commerce Tianjin, and electing, appointing or removing directors and executive officers. The person designated by CCM Tianjin is entitled to dispose of dividends and profits on the equity interest without reliance on any oral or written instructions of Mr. Zeyao Xue and Mr. Kai Xu. The powers of attorney will remain in force for so long as Mr. Zeyao Xue and Mr. Kai Xu remain the shareholders of E-commerce Tianjin. Mr. Zeyao Xue and Mr. Kai Xu have waived all the rights which have been authorized to CCM Tianjin’s designated person under the powers of attorney. 3) Equity Pledge Agreements by and among CCM Tianjin, E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu. Pursuant to the Equity Pledge Agreements, Mr. Zeyao Xue and Mr. Kai Xu pledged all of the Equity Interests to CCM Tianjin to secure the full and complete performance of the obligations and liabilities on the part of E-commerce Tianjin and them under this and the above contractual arrangements. If E-commerce Tianjin, Mr. Zeyao Xue, or Mr. Kai Xu breaches their contractual obligations under these agreements, then CCM Tianjin, as pledgee, will have the right to dispose of the pledged equity interests. Mr. Zeyao Xue and Mr. Kai Xu agree that, during the term of the Equity Pledge Agreements, they will not dispose of the pledged equity interests or create or allow any encumbrance on the pledged equity interests, and they also agree that CCM Tianjin’s rights relating to the equity pledge should not be interfered with or impaired by the legal actions of the shareholders of E-commerce Tianjin, their successors or designees. During the term of the equity pledge, CCM Tianjin has the right to receive all of the dividends and profits distributed on the pledged equity. The Equity Pledge Agreements will terminate on the second anniversary of the date when E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu have completed all their obligations under the contractual agreements described above. 4) Exclusive Operation and Use Rights Authorization letter which authorizes Chain Cloud Mall E-commerce (Tianjin) Co., Ltd, to exclusively operate and use the Chain Cloud Mall System and the authorization period is the same as the term of the EXCLUSIVE THEHNOLOGY CONSULTING AND SERVICE AGREEMENT entered into by and between Chain Cloud Mall Network and Technology (Tianjian) Co., Ltd. and Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. dated July 31, 2019. 5) GlobalKey Shared Mall Shopping Platform Software and System Transfer Agreement by and between GlobalKey Supply Chain Co., Ltd. and Chain Cloud Mall Network and Technology (Tianjian) Co., Ltd., pursuant to which the GlobalKey Shared Mall Shopping Platform Software and System was transferred from GlobalKey Supply China Co., Ltd. to CCM Network and that both parties were wholly owned subsidiaries of the Company and transfer price is $0. New Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13 (“ASU 2016-13”) “Financial Instruments - Credit Losses” (“ASC 326”): Measurement of Credit Losses on Financial Instruments” which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss model which requires the use of forward-looking information to calculate credit loss estimates. It also eliminates the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. These changes will result in earlier recognition of credit losses. In November 2019, the FASB issued ASU 2019-10 “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842)” (“ASC 2019-10”), which defers the effective date of ASU 2016-13 to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, for public entities which meet the definition of a smaller reporting company. The Company will adopt ASU 2016-13 effective January 1, 2023. Management is currently evaluating the effect of the adoption of ASU 2016-13 on the consolidated financial statements. The effect will largely depend on the composition and credit quality of our investment portfolio and the economic conditions at the time of adoption. In August 2020, the FASB issued Accounting Standards Update No. 2020-06 (ASU 2020-06) “Ac |
Loan Receivables
Loan Receivables | 12 Months Ended |
Dec. 31, 2020 | |
Receivables [Abstract] | |
LOAN RECEIVABLES | 3. LOAN RECEIVABLES As of December 31, 2020, the balance of loan receivables was $5.36 million, which was from Shenzhen Tiantian Haodian Technology Co., Ltd. (“Tiantian Haodian”). On June 28, 2020, Guangchengji, a wholly owned subsidiary of Future FinTech (Hong Kong) Limited, entered into a “Loan Agreement” with Tiantian Haodian. Pursuant to the Loan Agreement, Guangchengji has lent cash up to but not greater than RMB35 million (approximately $5.36 million) with Tiantian Haodian at the annual interest rate of 10% from June 28, 2020 to June 27, 2021. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | 4. INTANGIBLE ASSETS The intangible assets includes patent rights, software and e-platform, of which $1.86 million was for the shared platform system of Chain Cloud Mall that completed its final development and construction stage and became intangible assets in 2020, and it was fully impaired for the year ended of December 31, 2020. December 31, 2020 2019 Cost $ 48,246 $ 43,003 Less: Accumulated amortization (7,032 ) (2,150 ) $ 41,214 $ 40,853 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases Disclosure [Abstract] | |
LEASES | 5. LEASES The Company’s noncancelable operating leases consist of leases for office space. The Company is the lessee under the terms of the operating leases. For the year ended December 31, 2020, the operating lease cost was $0.29 million. The Company’s operating leases have remaining lease terms that range from approximately one year to four years. As of December 31, 2020, the weighted average remaining lease term and weighted average discount rate were 1.67 years and 6%, respectively. Maturities of lease liabilities were as follows: Operating Year ending December 31, Lease 2021 $ 193,368 2022 112,798 Total $ 306,166 Less: amounts representing interest $ 14,787 Present Value of future minimum lease payments 291,379 Less: Current obligations 180,803 Long term obligations $ 110,576 |
Loan Payables
Loan Payables | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
LOAN PAYABLES | 6. LOAN PAYABLES As of December 31, 2020, loan payable were $0.39 million, which consisted of the loan payable of $0.02 million to Shaanxi Entai Bio-Technology Co., Ltd., loan payable $0.01 million to Shenzhen Wangjv Trading Co., Ltd., and loan payable of $0.36 million to seven individuals. The loan from Shaanxi Entai Bio-Technology Co., Ltd of $0.02 million was an interest free loan and there is not assets pledged for this loan. On June 15, 2020, the Company entered into a loan agreement with Shenzhen Wangjv Trading Co., Ltd. Pursuant to the loan agreement, the Company borrowed $0.23 million from Shenzhen Wangjv Trading Co., Ltd. at the annual interest rate of 8% for the use of working capital for a year. On July 6, 2020, the Company returned $0.22 million to Shenzhen Wangjv Trading Co., Ltd. During the third quarter of 2020, the Company entered into a series of interest free loan agreements with seven individuals, borrowing $0.36 million for working capital. The repayment term is one year. |
Accrued Expenses and Other Paya
Accrued Expenses and Other Payables | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES AND OTHER PAYABLES | 7. ACCRUED EXPENSES AND OTHER PAYABLES The amount of accrued expenses and other payables were consisted of the followings: December 31, December 31, 2020 2019 Acquisition of Intangibles $ - $ 15,374 Legal fee and other professionals 457,276 360,132 Wages and employee reimbursement 290,079 412,824 Suppliers 1,379,971 195,655 Accruals 173,086 145,908 Total $ 2,300,412 $ 1,129,893 |
Convertible Notes Payable
Convertible Notes Payable | 12 Months Ended |
Dec. 31, 2020 | |
Convertible Notes Payable [Abstract] | |
CONVERTIBLE NOTES PAYABLE | 8. CONVERTIBLE NOTES PAYABLE Note Purchase Agreements Convertible Promissory Note in March 2019 In March 2019, we enter a Securities Purchase Agreement with Iliad Research and Trading, L.P., (the “Purchaser”), pursuant to which the Company sold and issued to the Purchaser a Secured Convertible Promissory Note (the “Note”). From October 2019 to June 2020, there have been several redemption requests and adjustments of the Note, for the details refer to Note 14. The Note has an interest rate of 8% per annum until full payment, and all interest shall be calculated on a 360-day basis and payable in one instalment upon maturity at original conversional price of $3. The Company has entered into a series of Exchange Agreements with the Purchaser in 2019 and 2020 and issued total 2,426,980 shares of common stock as the repayment of principal, interest and redemption adjustment of the Note. The Company recognized loss of $0.62 million of exchange share payment for the Note during the year refer in Note 14. Promissory Note in December 2019 In December 2019, we entered into a Note Purchase Agreement (the “Purchase Agreement”) with Iliad Research and Trading, L.P. (the “Purchaser”), pursuant to which the Company sold and issued to the Purchaser a Secured Promissory Note No share exchange as payment for that note. It was repaid by in cash by the Company. At December 31, 2020 and 2019, convertible debt consisted of the following: December 31, December 31, 2020 2019 Beginning $ 957,990 $ - Addition 905,392 2,077,990 Conversion (700,236 ) (1,120,000 ) Balance $ 1,163,146 $ 957,990 |
Related Party Transaction
Related Party Transaction | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTION | 9. RELATED PARTY TRANSACTION As of December 31, 2020, the amount due to the related parties was consisted of the followings: Name Amount (US$) Relationship Note Yongke Xue $ 496,123 Chairman of the Company Loan payable Wei Cheng Pan 375,485 Legal representative of Guangchengji CEO of the Company Loan payable Ming Yi 878 Chief Financial Officer of the Company Accrued expenses Zhi Yan 72,390 General Manager of a subsidiary of the Company Accrued expenses Jing chen 408 Vice president of the Company Accrued expenses Johnson Lau 12,500 Director of the Company Other payables Fuyou Li 4,425 Director of the Company Other payables Mingjie Zhao 11,458 Director of the Company Other payables InUnion Chain Ltd. (“INU”) 165,084 The Company is a 10% shareholder of INU Service fee Shenzhen TianShunDa Equity Investment Fund Management Co., Ltd. (“TianShunDa”) 337,170 Shaanxi Fu Chen holds 70% interest of TianShunDa Other payables Reits (Beijing) Technology Co., Ltd 335,186 Zhi Yan is the legal representative of this company Acquisition of intangibles upon the full completion of the online platform pursuant to an agreement originally entered between parties before Zhi Yan was the general manager of our subsidiary. Shaanxi Fuju Mining Co., Ltd 3,217 Shaanxi Fu Chen holds 80% interest of the company Other payables Shaanxi Fu Chen Venture Capital Management Co. Ltd. (“Shaanxi Fu Chen”) 91,569 Two outside shareholders of the Company are shareholders of Shaanxi Fu Chen Other payables Total $ 1,905,893 As of December 31, 2020, the amount due from the related parties was consisted of the followings: Name Amount (US$) Relationship Note Wealth Index (Beijing) Fund Management Co.Ltd $ 12,136 The Company’s CEO is the legal representative of this Company Interest free loan* Shanchun Huang 4,491 Chief Executive Officer of the Company Interest free loan* Kai Xu 12,395 Deputy General Manager of a subsidiary of the Company Interest free loan* Zeyao Xue 33,305 Son of the Chairman of the Company and a major shareholder of the Company Interest free loan* Shaanxi Chunlv Ecological Agriculture Co. Ltd. 195 Shaanxi Fu Chen Venture Capital Management Co. Ltd. holds 80% interest of the company Interest free loan* Total $ 62,522 ● The interest free loans have been approved by the Company’s Audit Committee. During 2020 the Company had the following transactions with related parties: Name Amount (US$) Relationship Note Shaanxi Fu Chen Venture Capital Management Co. Ltd. $ 296,015 The Company’s CEO is the legal representative of this Company Service fee Total $ 296,015 As of December 31, 2019, the amount due to the related parties was consisted of the followings: Name Amount Relationship Note Yongke Xue $ 36,915 Chairman of the Company Loan payable Shenzhen TianShunDa Equity 315,358 Holds 26.36% of equity shares of SkyPeople China Interest free loan* InUnion Chain Ltd. (“INU”) 180,206 The Company is the 10% equity shareholder of INU Accounts payable Zhi Yan 5,734 Chief Technology Officer of the Company Loan payable Jing chen 231 Chief Financial Officer of the Company Accrued expenses Zeyao Xue 313,613 Son of the Chairman of the Company and a shareholder of the Company Chief Operating Officer of the Company Loan payable Total $ 852,057 As of December 31, 2019, the amount due from the related parties was consisted of the followings: Name Amount Relationship Note Shaanxi Chunlv Ecological Agriculture Co. Ltd. $ 3,258,643 Holds 20.0% interest in CCM logistics Interest free loan* Quangoutong Commercial Holdings (Xi’an) Co., Ltd 22,935 Shaanxi Fullmart Convenient Chain Supermarket Co., Ltd. (“Fullmart”) holds 16.67% equity of its subsidiary. The subsidiary is 83.33% owned by Quangoutong Service fee* Shaanxi Quangou Convenient Island Co. Ltd. 23,817 Fullmart holds 33.33% its equity Interest free loan* Kai Xu 13,428 Shareholder of Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. Interest free loan* Yongke Xue 15,754 Chairman of the Company Interest free loan* Zeyao Xue 2,867 Son of the chairman of the Company and a shareholder of the Company Interest free loan* Total $ 3,337,445 |
Income Tax
Income Tax | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAX | 11. INCOME TAX The Company is incorporated in the United States of America and is subject to United States federal taxation. No provisions for income taxes have been made, as the Company had no U.S. taxable income for the years ended December 31, 2020 and 2019. The effective income tax rate for the Company for both of the years ended December 31, 2020 and 2019 were 0% and 0% respectively. Some of our subsidiaries generated income and we accrued income tax according to the Chinese corporate income tax rate, but some had a loss and no tax provision was made. The amount of unrecognized deferred tax liabilities for temporary differences related to the dividend from foreign subsidiaries is not determined because such determination is not practical. The Company has not provided deferred taxes on undistributed earnings attributable to its PRC subsidiaries as they are to be permanently reinvested. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of ASC Topic 740, Income Taxes Effective on January 1, 2008, the PRC Enterprise Income Tax Law, EIT Law, and Implementing Rules imposed a unified enterprise income tax rate of 25% on all domestic-invested enterprises and foreign-invested enterprises in the PRC, unless they qualify under certain limited exceptions. All of the Companies’ Chinese subsidiaries were subject to an enterprise income tax rate of 25%. In assessing the reliability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible or are utilized. Based upon an assessment of the level of historical taxable income and projections for future taxable income over the periods on which the deferred tax assets are deductible or can be utilized, management believes it is not likely for the Company to realize all benefits of the deferred tax assets as of December 31, 2020 and December 31, 2019. Therefore, the Company provided for a valuation allowance against its deferred tax assets as of December 31, 2020 and 2019, respectively. |
Long-Term Investment
Long-Term Investment | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM INVESTMENT | 12. LONG-TERM INVESTMENT The Company recorded $2.75 million of impairment loss in fiscal year 2019 related with the INU Digital Assets and 10% equity investment in InUnion Chain Limited that Digipay Finteh Limited invested in June 2018. According to the understanding that INU is currently in a state of cessation of operation, the investment has been unable to bring economic benefits to company. The company decided to write down the remaining carrying value $12.25 million in 2020. |
Share Based Compensation
Share Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
SHARE BASED COMPENSATION | 13. SHARE BASED COMPENSATION On February 26, 2020, the Company’s shareholders approved the 2019 Omnibus Equity Plan a Special Meeting of shareholder, which permits the grant of incentive stock options (“ISOs”), nonqualified stock options (“NQSOs”), stock appreciation rights (“SARs”), restricted stock, unrestricted stock and restricted stock units (“RSUs”) to its employees of up to 3,000,000 shares of Common Stock. On December 28, 2020, the Compensation Committee of the Board of the Company granted 3,000,000 shares of the Company’s unrestricted common stock to eight employees and one director of the Company, pursuant to our 2019 Omnibus Equity Plan. As the closing price of the company stock was $1.98 on December 28, 2020, the Company recorded an expense of $5.94 million in the fourth quarter of fiscal year 2020 under the 2019 Omnibus Equity Plan. The shares were issued accordingly to these employees in December 2020. On October 27, 2020, the Company’s board of directors approved the 2020 Omnibus Equity Plan, which permits the grant of incentive stock options (“ISOs”), nonqualified stock options (“NQSOs”), stock appreciation rights (“SARs”), restricted stock, unrestricted stock and restricted stock units (“RSUs”) to its employees of up to 5,000,000 shares of Common Stock. The 2020 Omnibus Equity Plan (the “2020 Plan”) was approved by the shareholders at the annual shareholders’ meeting on December 18, 2020. No share under 2020 Plan has been issued. Consulting Service Agreement On January 25, 2020, the Company entered into a Consulting Service Agreement (the “Agreement”) with Dragon Investment Holding Limited (Malta) (the “Consultant”), a company incorporated in Malta, pursuant to which Consultant will: (i) help the Company to locate new merger projects globally, develop new merger strategy and provide the Company with at least five (5) merger and acquisition targets that have synergy with the Company’s business and development plans and could clearly contribute to the Company’s strategic goals each year; (ii) help the Company to map out new growth strategies in addition to its current business; (iii) work with the Company to explore new lines of business and associated growth strategies; and (iv) conduct market research and evaluating variable projects and providing feasibility studies per Company’s request from time to time. The term of the Agreement is three years. In consideration of the services to be provided by Consultant to the Company, the Company agrees to pay the Consultant a three-year consulting fee totaling $3 million. The Company shall issue a total of 3,750,000 restricted shares of the Company Common Stock (the “Consultant Shares”) at a price of $0.794 per share, (the closing price of the Agreement date), as the payment for the above mentioned consultant fee to the Consultant. On February 23, 2020, the Company issued the Consultant Shares pursuant to the Agreement, of which 1,500,000 shares were released to the Consultant immediately, 1,125,000 and 1,125,000 shares, respectively, will be held by the Company and released to the Consultant on January 25, 2021 and January 25, 2022 if this Agreement has not been terminated and there has been no breach of the Agreement by the Consultant at such time. If the second and/or third release of the shares mentioned above does not occur, such shares shall be returned to the Company as treasury shares. The shares contemplated in the Agreement were issued pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. For the twelve months ended December 31, 2020, the Company recorded stock related compensation of $1.19 million, based on the stock closing price of $0.794 on the Agreement date, for the 1,500,000 shares which were released to the Consultant immediately upon issuance. The Company will recognize stock related compensation of $1.79 million for the 2,250,000 shares in the future when they are released to the Consultant pursuant to the Agreement. On January 25, 2021, 1,125,000 shares have been released to the Consultant according to the agreement. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2020 | |
Common Stocks Issued [Abstract] | |
COMMON STOCK | 14. COMMON STOCK Common stocks issued in connection with the convertible notes On March 26, 2019, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with the Iliad Research and Trading, L.P. (“Iliad”), pursuant to which the Company sold and issued to Iliad a Secured Convertible Promissory Note (the “Note”) in the principal amount of $1,070,000. From January to December 2020, the Company issued 933,647 shares of its common stock to Iliad as repayment of the Note through a series of Exchange Agreements entered into with Iliad. On January 6, 2020, the Company entered into the Eighth Exchange Agreement with Iliad. Pursuant to the Eighth Exchange Agreement, the Company and Iliad agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $145,000 from a Secured Convertible Promissory Note issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Partitioned Note. The Company and Iliad further agreed to exchange the Eighth Partitioned Note for the delivery of 193,333 shares of the Company’s Common Stock, according to the terms and conditions of the Exchange Agreement. On January 15, 2020, the Company entered into the Ninth Exchange Agreement with the Iliad. Pursuant to the Exchange Agreement, the Company and Iliad agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $140,000 from the Note issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Ninth Partitioned Note. The Company and Iliad further agreed to exchange the Partitioned Note for the delivery of 186,666 shares of the Company’s Common Stock, according to the terms and conditions of the Exchange Agreement. On March 11, 2020, the Company entered into the Tenth Exchange Agreement with the Iliad. Pursuant to the Tenth Exchange Agreement, the Company and Lender agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $150,000 from the Note issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Partitioned Note. The Company and Lender further agreed to exchange the Partitioned Note for the delivery of 200,000 shares of the Company’s Common Stock, according to the terms and conditions of the Exchange Agreement. On April 17, 2020, the Company entered into the Eleventh Exchange Agreement with Iliad. Pursuant to Eleventh Exchange Agreement, the Company and Iliad agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $153,750 from a Secured Convertible Promissory Note issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Eleventh Partitioned Note. The Company and Iliad further agreed to exchange the Eleventh Partitioned Note for the delivery of 205,000 shares of the Company’s Common Stock, according to the terms and conditions of the Eleventh Exchange Agreement. On June 10, 2020, the Company entered into the Twelfth Exchange Agreement with the Iliad. Pursuant to the Twelfth Exchange Agreement, the Company and Iliad agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $111,486 from the Note issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Partitioned Note. The Company and Iliad further agreed to exchange the Twelfth Partitioned Note for the delivery of 148,648 shares of the Company’s Common Stock, according to the terms and conditions of the Twelfth Exchange Agreement. On July 28, 2020, the Company, entered into a Standstill Agreement with the Iliad. Pursuant to the Standstill Agreement, Iliad agreed to refrain and forbear temporarily from making redemptions under certain Secured Promissory Note (the “Second Note”) that was sold and issued by the Company to Iliad on December 19, 2019 in the original principal amount of $1,060,000. Iliad agreed not to redeem any portion of the Second Note (the “Standstill”) for a period beginning on the date of the Agreement and ending on the date that is ninety (90) days from the date of the Agreement. As a material inducement and partial consideration for Iliad’s agreement to enter into the Agreement, the Company agreed that the outstanding balance of the Second Note shall be increased by nine percent (9%) on the date of the Agreement (the “Standstill Fee”). The Company and Iliad agreed that, following the application of the Standstill Fee, the outstanding balance of the Note is $1,209,636. The Company has fully paid off the Second Note during the first quarter of 2021. Due to the company did not repay the loan in time, it added 700,235 common shares in total, resulting in a total loss of $616,476 Debt Repayment Agreement In July 2020, the Company entered a series of loan agreements with fourteen individuals for a total amount of $4.96 million. On August 4, 2020, the Company entered into a debt repayment agreement with these individuals, pursuant to which the Company agreed to repay $4.96 million debt owed to the Creditors in the form of shares of Common Stock of the Company for an aggregate of 2,740,883 shares at a price of $1.81 per share. As the closing price of the Company stock was $2.52 on August 4, 2020, the Company recognized loss of $1.95 million in loss on debt settlement. The Debt Repayment completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. The Company issued 2,740,883 shares of its Common Stock to the Creditors on August 12, 2020. On October 27, 2020, the Company entered into a series of debt repayment agreements with certain creditors identified on the signature pages thereto, pursuant to which the Company agreed to repay $320,000 debt owed to the Creditors in the form of shares of Common Stock of the Company for an aggregate of 160,000 shares at a price of $2.00 per share. As the closing price of the Company stock was $2.23 on October 27, 2020, the Company recognized loss of $36,800 in loss on debt settlement in 2020. The debt repayment completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. Securities Purchase Agreement On June 16, 2020, the Company entered into a securities purchase agreement with Qun Xie pursuant to which the Company agreed to sell to the purchaser in a private placement 500,000 shares of the Company’s Common Stock, purchase price of $1.00 per share for an aggregate offering price of $500,000. The Private Placement completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. On June 30, 2020, Qun Xie paid $500,000, and on August 7, 2020, the Company issued 500,000 Shares pursuant to this Agreement. On September 16, 2020, the Company entered into a securities purchase agreement with Houwu Huang, pursuant to which the Company agreed to sell to the purchaser in a private placement 224,599 shares of the Company’s common stock, at a purchase price of $1.87 per share for an aggregate offering price of $420,000. The private placement completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. The Company issued 224,599 shares of its Common Stock to the purchaser on September 24, 2020. On November 2, 2020, the Company entered into a securities purchase agreement with certain investors, pursuant to which the Company agreed to sell to the purchasers in a private placement 167,034 shares of the Company’s common stock, at a purchase price of $1.87 per share for an aggregate offering price of $312,352. The private placement will be completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. On December 2, 2020, the Company entered into a securities purchase agreement with certain investors, pursuant to which the Company agreed to sell to the purchasers in a private placement 556,497 shares of the Company’s common stock, at a purchase price of $1.84 per share for an aggregate offering price of $1,023,950. The Private Placement will be completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. On December 24, 2020, the Company entered into a securities purchase agreement with certain purchasers, pursuant to which the Company sold to the purchasers in a registered direct offering, an aggregate of 4,210,530 units, each consisting of one share of our common stock and a warrant to purchase 1 share of our Common Stock, at a purchase price of $1.90 per unit, for aggregate gross proceeds to the Company of $8,000,007, before deducting fees to the placement agent and other estimated offering expenses payable by the Company. On December 29, 2020, the Company issued Units consisting of an aggregate of 4,210,530 shares of our Common Stock and warrants to purchase up to an aggregate of 4,210,530 shares of our Common Stock at an exercise price of $2.15 per share (the “Investors’ Warrants”). The Investors’ Warrants have a term of five years and are exercisable by the holder at any time after the date of issuance. In connection with the offering, the Company also issued placement agent a warrant to purchase 210,526 shares of our Common Stock (the “Placement Agent Warrant”) on substantially the same terms as the Investors’ Warrants, except that the Placement Agent Warrant has an exercise price of $2.375 per share and are not exercisable until June 24, 2021 The net proceeds from the December 24, 2020 offering were $7,338,499, after deducting underwriting discounts and commissions and other estimated offering expenses, and were received in December 2020. During the month ended January 31, 2021, the Investors Warrants to purchase an aggregate of 4,210,530 shares of common stock were fully exercised by the investors. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | 15. DISCONTINUED OPERATIONS HeDeTang HK On September 18, 2019, SkyPeople Foods Holdings Limited (“SkyPeople Foods”) entered into a Share Transfer Agreement (the “Agreement”) with New Continent International Co., Ltd., (the “Buyer”) a company incorporated in the British Virgin Islands. Pursuant to the terms of the Agreement, the Buyer purchased 100% ownership of HeDeTang Holdings (HK) Ltd. (“HeDeTang HK”) from SkyPeople Foods, which value is primarily derived from HeDeTang HK’s wholly-owned subsidiary HeDeJiaChuan Holdings Co., Ltd. and 73.41% owned subsidiary SkyPeople Juice Group Co., Ltd., for a total price of RMB 600,000 (approximately $85,714) (the “Sale Transaction”). The Sale Transaction was closed on February 27, 2020. In accordance with ASC Topic 205, Presentation of Financial Statement Discontinued Operations The discontinued operation presented in the financial statement includes Huludao Wonder operation, a subsidiary which produces concentrated apple juice. In December 2016, the Company established a winding-down plan to close this operation. Based on the restructuring plan and in accordance with ASC 205-20, the Company presented the operating results from Huludao Wonder as a discontinued operation, as the Company believed that no continued cash flow would be generated by the disposed component (Huludao Wonder) and that the Company would have no significant continuing involvement in the operation of the discontinued component. Management of the Company initiated a plan to sell the property located in Huludao in December 2016, and ceased the depreciation of the property in accordance with ASC 205-20. In accordance with the restructuring plan, the Company intended to transfer the concentrated fruit juice production equipment in Huludao Wonder to another subsidiary and to sell the land use right and facilities upon favorable circumstances. On February 27, 2020 pursuant to a Share Transfer Agreement entered into by SkyPeople Foods and New Continent International Co., Ltd. on September 18, 2019, the ownership of Huludao Wonder was transferred as a subsidiary of HeDeTang HK to New Continent International Co., Ltd. On March 11, 2020, the Company’s Board of Directors passed a resolution to sell the operation of Globalkey Supply Chain limited and Zhonglian Hengxin Assets Management Co., Ltd (“Zhonglian Hengxin”) and close the operation of Digital Online Marketing Limited, Future Digital Fintech (Xi’an) Co., Ltd., SkyPeople Foods Holding Ltd. and Chain Future Digital Tech (Beijing) Co., Ltd. Based on the disposal plan and in accordance with ASC 205-20, the Company presented the operating results from these operations as a discontinued operation. On October 31, 2020, the transfer of ownership of Globalkey Supply Chain Limited and Zhonglian Hengxin was completed with a disposal gain of $181,741. On July 24, 2020, the Company’s Board of Directors passed a resolution to sell the operation of Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. and close the operation of Chain Cloud Mall Logistics Center (Shaanxi) Co., Ltd. On July 27,2020, Skypeople Foods Holdings Limited Company was dissolved; On July 28, 2020 digital online marketing limited company was dissolved; On October 31, 2020, Chain Cloud Mall Network and Technology (Tianjin) Co., Limited and Chain Cloud Mall Logistics Center (Shanxi) Co., Ltd. completed the transfer of its ownership of Hedetang Farm Products Trading Markets (Mei county) Co., Ltd with a disposal gain of $18,191,960. Loss from discontinued operations for fiscal years 2020 and 2019 was as follows: December 31, December 31, 2020 2019 REVENUES $ - $ 344,250 COST OF SALES - 316,162 GROSS PROFIT - 28,088 OPERATING EXPENSES: General and administrative 274,370 5,476,173 Selling expenses - 231,519 Bad debt expenses 202,679 3,101,859 Total 477,049 8,809,551 OTHER INCOME (EXPENSE) Interest income 189 209 Interest expense - (7,300,188 ) other income (expenses) (1,197 ) 116,917 Total (1,008 ) (7,183,062 ) Loss from discontinued operations before income tax (478,057 ) (15,964,525 ) Income tax provision - - Loss from discontinued operation before noncontrolling interest $ (478,057 ) (15,964,525 ) Gain on disposal of discontinued operations 145 Less: Net loss attributable to non-controlling interests (1,681,739 ) LOSS FROM DISCONTINUED OPERATION $ (477,912 ) $ (14,282,786 ) The major components of assets and liabilities related to discontinued operations are summarized below: December 31, December 31, Cash $ 2,985 $ 471,536 Accounts receivable - 11,720 Other receivables - 1,861 Inventory - 454,269 Advances to suppliers and other current assets - 167,831 Property and equipment, net - 1,176,163 Right of use assets - 57,571,254 Intangible assets, net - 20,619,588 Amount due from related parties 32,097 18,054,736 Total assets related to discontinued operations $ 35,082 98,528,958 Accounts payable $ - $ 2,156,219 Accrued expenses 431,011 84,567,693 Advances from customers - 983,472 Short-term bank loans - 37,245,139 Lease liabilities - 60,613,970 Amount due from related parties 434,557 14,768,360 Total liabilities related to discontinued operations $ 865,568 $ 200,334,853 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | 16. SEGMENT REPORTING In its operation of the business, management, including our chief operating decision maker, who is also our Chief Executive Officer, reviews certain financial information, including segmented internal profit and loss statements prepared on a basis not consistent with GAAP. The Company operates in four segments starting in fiscal 2019: shared shopping mall membership fee, fruit related products, sales of goods and others. Our concentrated juice and juice beverages are primarily produced by the Company’s Jingyang factory. The operation of fruit related products is classified as discontinued operation as disclosed in Note 15. In compliance with the Company’s business transformation strategy, membership fees from the shared shopping mall and sales of goods through the shared shopping mall platform started to generate the main revenues for the Company and became more and more important business sections of the Company since fiscal year 2019, while its traditional business section of seasonal fruit related products continued to shrink in fiscal year 2019. Some of our operation might not individually meet the quantitative thresholds for determining reportable segments and we determine the reportable segments based on the discrete financial information provided to the chief operating decision maker. The chief operating decision maker evaluates the results of each segment in assessing performance and allocating resources among the segments. Since there is an overlap of services provided and products manufactured between different subsidiaries of the Company, the Company does not allocate operating expenses and assets based on the product segments. Therefore, operating expenses and asset information by segment are not presented. Segment profit represents the gross profit of each reportable segment. For fiscal year 2020: CCM Shopping Sales of Goods Others Total Reportable segment revenue $ 338,288 $ 9,991 $ 23,210 $ 371,489 Inter-segment loss - 833 - 833 Revenue from external customers $ 338,288 9,159 23,210 370,656 Segment gross profit $ 333,971 $ 1,668 $ (269 ) $ 335,370 For fiscal year 2019: CCM Shopping Sales of Goods Others Total Reportable segment revenue $ 541,740 $ 371,623 $ 404,344 $ 1,317,707 Inter-segment loss - - 376,591 376,591 Revenue from external customers 541,740 371,623 27,754 941,117 Segment gross profit $ 400,282 $ 48,243 $ 1,465 $ 449,989 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 17. COMMITMENTS AND CONTINGENCIES Litigation Legal case with Beijing Bank On June 29, 2015, SkyPeople China entered into a loan agreement with Beijing Bank. Pursuant to the loan agreement, SkyPeople China borrowed RMB 30 million (approximately $4.36 million) from Beijing Bank. Hongke Xue, Yongke Xue and Xiujun Wang provided guarantees for the loan and Shaanxi Boai Medical Technology Development Co., Ltd. (“Shaanxi Boai”) provided certain real estate property as a pledge for the loan. SkyPeople China did not repay the loan on time and Beijing Bank filed an enforcement request with Xi’an Intermediate People’s Court in June 2017. The Xi’an Intermediate People’s Court seized real estate properties pledged by Shaanxi Boai and Xiujun Wang. In November 2018, the Court sold the real estate property pledged by Xiujun Wang for RMB 1.17 million. Because the real estate property is Xiujun Wang’s primary home, the Court allocated RMB 0.12 million to Xiujun Wang as transition home leasing fee and deducted outstanding mortgage payments, and the remaining amount was delivered to Beijing Bank as the repayment. The Court has also made inquiries to Beijing Bank as to whether it is willing to accept the pledged real estate property of Shaanxi Boai as the repayment of the outstanding loan for the amount of RMB 27.93 million but Beijing Bank has refused to take the real property as repayment of the loan and the enforcement action has been terminated by the Court on December 18, 2018. As of February 27, 2020, SkyPeople China still owe the unpaid amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. Legal case with Ningxia Bank On March 8, 2016, SkyPeople China entered into a loan agreement with Ningxia Bank. Pursuant to the loan agreement, SkyPeople China borrowed RMB 25 million (approximately $3.63 million) from Ningxia Bank. Hongke Xue, Yongke Xue, Lake Chen, Shaanxi Boai Medical Technology Development Co., Ltd. and Shaanxi Qiyiwangguo provided guarantees for the loan. SkyPeople China also pledged 37 pieces of equipment and the related trademarks to Ningxia Bank for the loan. SkyPeople China has not repaid the loan and Ningxia Bank filed an enforcement action with Xi’an Intermediate people’s court in August 2017. The Court has frozen the assets of SkyPeople China that were pledged as guarantee for the loan from being transferred to any third-party, but the freeze does not limit or affect the use of these properties by SkyPeople China for its business. In July 2018, Shaanxi Qiyiwangguo filed a petition to the Court and requested the termination of the enforcement action on the basis that its guarantee of the loan was not valid because the seal used on the guarantee agreement was not authentic and the guarantee was not approved by the shareholders of Shaanxi Qiyiwangguo. On November 27, 2018 Shaanxi Qiyiwangguo withdrew its petition and the Court agreed to such withdrawal and there has been no other progress of this case. As of February 27, 2020, SkyPeople China still owe the unpaid amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. Legal case with China Construction Bank On December 23, 2015, SkyPeople China entered into two loan agreements with China Construction Bank. Pursuant to the loan agreements, SkyPeople China borrowed RMB 13.90 million (approximately $2.13 million), and RMB 30 million (approximately $4.59 million) from China Construction Bank, respectively. Shaanxi Boai Medical Technology Development Co., Ltd. (“Boai”), Hongke Xue, Yongke Xue, Xiujun Wang and Yingkou Trusty Fruits Co., Ltd. (“Yingkou”) provided pledges for the loans. SkyPeople China has not repaid the loans and China Construction Bank filed an enforcement action with Xi’an Intermediate People’s Court in March 2017. In December 2017, SkyPeople China received the enforcement notice from the Court. The Court has seized certain parking space and land use rights pledged by Xiujun Wang and Boai and sold the land use right pledged by Boai in auction for approximately RMB 24,835,790 as repayment to China Construction Bank. The Court also seized certain land use rights pledged by Yingkou Trusty Fruits Co., Ltd., but the auction sale for those rights was not successful. As of December 31, 2020, SkyPeople China still owe the unpaid amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. On May 9, 2016, SkyPeople China entered into loan agreements with China Construction Bank. Pursuant to the loan agreements, SkyPeople China borrowed RMB 22.9 million (approximately $3.50 million) from China Construction Bank. Shaanxi Province Credit Reassurance Company (“Credit Reassurance Company”) provided a guarantee to China Construction Bank for the loan, Hongke Xue and Yongke Xue provided their guarantees, and SkyPeople China provided an office space that it owned to Credit Reassurance Company as a pledge. SkyPeople China has not repaid the loan and Credit Reassurance Company repaid the loan for SkyPeople China. In June 2017, Credit Reassurance filed an enforcement action request with Xi’an Intermediate People’s Court (the “Court”) in June 2017. In December 2017, SkyPeople China received the enforcement notice from the Court. The Court issued a verdict to seize the office space of SkyPeople China for auction sale on December 26, 2017. In February 2018, the auction sale was conducted but not successful. In June 2018, the Court decided to use the pledge property as the repayment for the outstanding loan of RMB 12.21 million (approximately $1.78 million). The Company has transferred the ownership of the pledge property to China Construction Bank and the assets were written off. Legal case with China Cinda Asset Management Co., Ltd In April 2015, China Cinda Asset Management Co., Ltd. Shaanxi Branch (“Cinda Shaanxi Branch”) filed two enforcement proceedings with Xi’an Intermediate People’s Court (the “Court”) against SkyPeople China for alleged defaults pursuant to guarantees by the SkyPeople China to its suppliers for a total amount of RMB 39.60 million or approximately $5.80 million. In September 2014, two long term suppliers of pear, mulberry, and kiwi fruits to the SkyPeople China requested that SkyPeople China provide guarantees for their loans with Cinda Shaanxi Branch. Considering the long term business relationship and to ensure the timely supply of raw materials, the SkyPeople China agreed to provide guarantees on the value of the raw materials supplied to the SkyPeople China. Because Cinda Shaanxi Branch is not a bank authorized to provide loans, it eventually provided financing to the two suppliers through the purchase of accounts receivables of the two suppliers with the SkyPeople China. In July 2014, the parties entered into two agreements – an Accounts Receivables Purchase and Debt Restructure Agreement, and Guarantee Agreements for Accounts Receivables Purchase and Debt Restructure. Pursuant to the agreements, Cinda Shaanxi Branch agreed to provide a RMB 100 million credit line on a rolling basis to the two suppliers and SkyPeople China agreed to pay its accounts payables to the two suppliers directly to Cinda Shaanxi Branch and provided guarantees for the two suppliers. In April 2015, Cinda Shaanxi Branch stopped providing financing to the two suppliers and the two suppliers were unable to continue the supply of raw materials to the SkyPeople China. Consequently, the SkyPeople China stopped making any payment to Cinda Shaanxi Branch. The SkyPeople China has responded to the Court and taken the position that the financings under the agreements are essentially the loans from Cinda Shaanxi Branch to the two suppliers, and because Cinda Shaanxi Branch does not have permits to make loans in China, the agreements are invalid, void and had no legal effect from the beginning. Therefore, SkyPeople China has no obligation to repay the debts owed by the two suppliers to Cinda Shaanxi Branch. Upon the Court’s suggestion, the parties agreed to a settlement discussion in April 2017. As a part of the settlement discussion, on April 18, 2017, SkyPeople China withdrew its non-enforcement request from the Court without prejudice. As SkyPeople China may is liable for this loan, SkyPeople China recorded expenses of $5.80 million in the third quarter of 2018 as the result of these two enforcement proceedings. As of February 27, 2020, SkyPeople China still have liability of $5.8 million related with these two enforcement proceedings. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. Legal case with Cinda Capital Financing Co. Ltd In August 2017, Cinda Capital Financing Co. Ltd. (“Cinda”) filed a lawsuit with Beijing 2nd Intermediate People’s Court (the “Beijing Intermediate Court”) against the Company’s indirectly wholly-owned subsidiaries Shaanxi Guoweimei Kiwi Deep Processing Company, Ltd. (“Guoweimei”) and Hedetang Farm Products Trading Market (Mei County) Co., Ltd. (“Trading Market Mei County Co”, and together with Guoweimei, “Lessees”) requested that Lessees repay RMB 50 million (approximately $7.27 million) in capital lease fees, plus interest. Cinda has purchased or paid for refrigerant warehouse and trading hall to the suppliers and vendors and agreed to lease them to the Lessees for a leasing fee of RMB 50 million in December 2016. The capital leasing fee became due on its maturity date of June 2017, with certain land use rights of Lessees in Mei County and equity of Guoweimei as a pledge. The Company has disputed that the land use rights for the refrigerant warehouse and trading hall were never sold to or transferred to Cinda, therefore it is loan agreement and not capital lease agreement among the parties. Lessees have taken the position that Cinda is not a bank and does not have government permits required to make loans in China, and the agreements including pledge agreement were invalid, void and without legal effect from the beginning. Therefore, the lessees only has the obligations to repay principal but not the interest. In November 2017, Beijing Intermediate Court ruled in favor of Cinda and the Lessees appealed the case to the Beijing Supreme Court. The Beijing Supreme Court held a hearing at the end of July 2018. On December 4, 2018, the Beijing Supreme Court upheld the lower court’s decision. On April 8, 2019, Beijing Intermediate Court issued the verdict for enforcement of the judgment and the plaintiff has the priority rights for the repayment for the pledged land use rights of Lessees in Mei County and equity of Guoweimei. The case is under enforcement procedure and Cinda is in the process of sale the land use rights. Before the land use right is sold, the subsidiaries of SkyPeople China still owns the seized properties and the liabilities to Cinda. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. In August 2017, Cinda filed another lawsuit with Beijing Intermediate Court against the Company’s indirectly wholly-owned subsidiaries Guoweimei and SkyPeople China for repayment of leasing fee of RMB 84.97 million (approximately $12.35 million) plus interest. In January 2014, Guoweimei and SkyPeople China (the “Equipment Lessees”) signed an Equipment Financial Lease Purchase Agreement with Cinda and an equipment supplier pursuant to which Cinda would provide funds to purchase equipment and the Equipment Lessees would lease the equipment from Cinda. Guoweimei pledged certain land use rights in Mei County to Cinda and Xi’an Hedetang and Hedetang Holding pledged their equities in Guoweimei to Cinda to secure the repayment. Mr. Hongke Xue also provided a personal guarantee for the payment of the leasing fee. Beijing Intermediate Court had two hearings of the case and on March 21, 2018 it ruled in favor of Cinda to the effect that SkyPeople China and Guoweimei shall pay leasing fees due in the amount of RMB 21.00 million (approximately $3.05 million), as well as leasing fees not yet due in the amount of RMB 63.98 million (approximately $9.30 million), plus attorney’s fees and expenses. Beijing Intermediate Court also ruled that Mr. Hongke Xue is jointly liable for the debt as the guarantor, and that Cinda has priority rights to the pledged land use rights in Mei County and the pledged equities of Guoweimei as well as the ownership of the leasing properties until the leasing fees are paid. SkyPeople China appealed the decision to the Beijing Supreme Court. The Beijing Supreme Court rejected the appeal and upheld the original verdict on September 7, 2018. The case is under enforcement procedure and Cinda is in the process of sale the seized properties. Before they are sold, the subsidiaries of SkyPeople China still owns the seized properties and the liabilities to Cinda. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020 Legal case with Shaanxi Fangtian Decoration Co. Ltd In April 2015, SkyPeople China entered into a loan agreement with (“Fangtian”). Pursuant to the loan agreement, SkyPeople China borrowed RMB 3.50 million (approximately $0.51 million) from Fangtian. SkyPeople China has not repaid the loan and Fangtian filed a lawsuit with Xi’an Yanta District People’s Court (“Yanta District Court”). On August 10, 2017, Yanta District Court ruled against SkyPeople China and determined that SkyPeople China must repay the loan of RMB 3.50 million plus interest RMB of 0.40 million (approximately $0.59 million) Fangtian has requested that the Yanta District Court enter into enforcement procedures for the case. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. Legal case with Shanghai Pudong Development Bank On May 4, 2015, SkyPeople China and Xi’an Branch of Shanghai Pudong Development Bank (SPD Bank Xi’an Branch) renewed a Working Capital Loan Contract and Repayment Schedule, according to which both parties agreed that SPD Bank Xi’an Branch loaned RMB 26.90 million (approximately $3.92 million) to SkyPeople China with a term of one year. On the signing date of the Loan Contract, Hongke Xue, Yongke Xue, Xiujun Wang and SPD Bank Xi’an Branch signed a Contract of Guaranty, guaranteeing the repayment of loan and undertaking joint liability. According to a Mortgage Contract of Maximum Amount signed between SkyPeople China and SPD Bank Xi’an Branch on April 2, 2013, SkyPeople China provided the property and land use rights of Jingyang factory as the pledge. In October 2015, SPD Bank Xi’an Branch filed an enforcement request with the Intermediate Court of Xi’an and the Court seized the property and the land use rights of Jingyang factory. During the enforcement procedure, SPD Bank Xi’an Branch transferred its creditor’s rights to China Huarong Asset Management Co., Ltd. (“China Huarong”). The Court changed the execution applicant to China Huarong. In March 2019, the Intermediate Court of Xi’an issued a verdict for the transfer of the pledged property and land use rights of Jingyang factory to China Huarong as the repayment of the loan. Legal case with Shaanxi Fangyuan Construction Co., Ltd. Shaanxi Guoweimei Kiwi Deep Processing Co. Ltd (“Guoweimei”), entered into a construction agreement with Shaanxi Fangyuan construction co., Ltd. (“Fangyuan”) in July 2013. On October 8, 2018, Fangyuan filed a lawsuit and requested that Guoweimei pay a project construction fee plus penalty of RMB 56.32 million (approximately $8.22 million). On June 10, 2019, Baoji Intermediate People’s Court issued a verdict that Guoweimei just pay RMB 41.58 million (approximately $6.07 million) plus penalty to Fangyuan, and Fangyuan will enjoy preferential right for the projects in processing zone of National Wholesale and Trading Center in Mei County for Kiwi Fruits developed by Guoweimei. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Zhongkun Construction Co., Ltd. In May 2015, Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. (“Hedetang”) and Shaanxi Zhongkun Construction Co., Ltd. (“Zhongkun”) entered into a construction and decoration agreement. On September 5, 2018, Zhongkun filed the lawsuit with Mei County People’s Court (the “Court”) for repayment of construction and decoration fees. The Court issued a civil judgement in November 2018, ordering Hedetang to pay project funds of RMB 1.65 million (approximately $0.24 million) to Zhongkun, plus interest. On April 19, 2020, the Court issued a verdict to terminate the enforcement because assets of Hedetang had already been seized by Xi’an Yanta District People’s Court and Baoji Intermediate People’s Court, and there were no other assets for enforcement. Currently the Company is still liable for the unpaid amount and the interest. Legal case with Xi’an Shanmei Food Co. Ltd. On October 31, 2017, Xi’an Shanmei Food Co. Ltd. filed a lawsuit against Shaanxi Qiyiwangguo, a majority-owned subsidiary of the Company, with Zhouzhi County People’s Court in connection with a Land Lease Agreement entered into by the parties on October 1, 2013. On March 2, 2018, Zhouzhi County People’s Court issued a verdict that: (i) the Land Lease Agreement was thereby terminated; (ii) Shaanxi Qiyiwangguo shall pay Xi’an Shanmei the outstanding leasing fee RMB 0.21 million (approximately $0.03 million) and (iii) Shaanxi Qiyiwangguo shall return the 29.30 mu industrial use land to Xi’an Shanmei. Shaanxi Qiyiwangguo appealed the decision to the Xi’an Intermediate People’s Court on the basis that: (x) the land use right was a capital contribution by Xi’an Shanmei for a shareholder of Shaanxi Qiyiwangguo who is also the sole shareholder of Xi’an Shanmei and the Land Lease Agreement was invalid and has no legal effect; (y) Zhouzhi Court did not schedule the hearing for the count claims filed by Shaanxi Qiyiwangguo; and (z) Zhouzhi Court violated certain civil procedures during the trial of the case. Due to the late notice to Zhouzhi Court, the case file was not timely transferred to Xi’an Intermediate Court and no appeal hearing was scheduled. Zhouzhi Court has issued verdict for enforcement procedure and Qiyiwangguo has filed petition of disagreement for the enforcement which is still under Zhouzhi Court’s review. On January 23, 2019, the Court rejected the petition of disagreement and the case has been under enforcement procedure. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Nanjing Bailuotong Logistics Services Co., Ltd. In January 2016 Shaanxi Qiyiwangguo Modern Organic Agriculture Co., Ltd (“Shaanxi Qiyiwangguo”) and Nanjing Bailuotong Logistics Services Co., Ltd (“Bailutong”) entered into a transportation agreement to ship fruit juices. Bailutong failed to deliver the juice products and held them after their expiration date. Shaanxi Qiyiwangguo filed a lawsuit against Bailutong with Zhouzhi county People’s Court, and the Court issue the verdict in February 2018 that: (1) the transportation contract between Shaanxi Qiyiwangguo and Bailutong was terminated; and (2) Bailutong owed RMB 0.20 million (approximately $0.03 million) to Qiyiwangguo for the loss of Shaanxi Qiyiwangguo. Bailutong appealed the case to Xi’an Intermediate People’s Court. Xi’an Intermediate People’s Court rejected the appeal and upheld the original verdict. As of the date of this report, Shaanxi Qiyiwangguo has not received the payment of RMB0.20 million from Bailutong. Legal case with Henan Huaxing Glass Co., Ltd. Qiyiwangguo entered into an agreement with Henan Huaxing Glass Co., Ltd. (“Huaxing”) in May 2014 for Huaxing to supply glass bottles to Qiyiwangguo. However, due to the disputes regarding the quality of products supplied by Huaxing, Qiyiwangguo did not pay the prices for certain glass bottles. In August 2017, Huaxing filed a lawsuit and the court ruled Shaanxi Qiyiwangguo was required to pay Huaxing RMB 203,742 (approximately $29,743) in July 2018. During the enforcement process, the parties reached a settlement agreement but Shaanxi Qiyiwangguo failed to pay the amount due and now the case is still in the court enforcement process. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Huludao Banking Co. Ltd. In September 2016, the Suizhong Branch of Huludao Banking Co. Ltd. (“Suizhong Branch”) filed a lawsuit with Huludao Intermediate People’s Court (the “Huludao Court”) against the Company’s indirectly wholly-owned subsidiary Huludao Wonder Fruit Co., Ltd. (“Wonder Fruit”) and requested that Wonder Fruit repay a RMB 40 million (approximately $5.81 million) bank loan, plus interest. The loan became due on its maturity date of December 9, 2016. On December 19, 2016, the Huludao Court accepted the case. The Company has been disputing the interest rate of the loan with Suizhong Branch, and has not repaid the loan to date. Wonder Fruit believes that the interest charged by Suizhong Branch is 100.00% higher than the base rate set by People’s Bank of China and is not consistent with the China People’s Bank’s base interest and floating rate. The Huludao Court has seized land use rights, buildings and equipment of Wonder Fruit that were pledged as guarantee for the loan and organized two auction sales for these assets in January and February of 2018, but both auction sales were unsuccessful in finding a buyer. On July 19, 2018, the Court issued a verdict ordering Huludao Wonder to transfer its land use rights, building, equipment, electronic and transportation assets to Zuizhong Branch as payment of the outstanding principal, auction and evaluation fees and some interest of the loan for RMB 42.64 million (approximately $6.22 million). As of February 27, 2020, there was RMB 11.95 million (approximately $1.74 million) in interest on the loan unpaid. Huludao Wonder was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Andrew Chien In September 2017, Andrew Chien, a former consultant of SkyPeople China, brought a lawsuit against the Company and Mr. Hongke Xue in the District Court of Connecticut (the “Court”). The complaint was not properly served and the Company learned of the litigation in December 2017. In the complaint, Mr. Chien made several claims, most of which attempt to hold the Company liable under novel legal theories that relate back to an alleged breach of a consulting agreement between SkyPeople China and Chien from August 2006. Mr. Chien claimed approximately $257,000 damages and interest plus 2.00% of the Company’s then-outstanding shares. Mr. Chien has as-yet unsuccessfully attempted to sue the Company on the breach of the same consulting agreement several times in the courts of Connecticut and New York, and these cases have been dismissed. The Company has filed a motion to dismiss (“MTD”) and all proceedings are stayed pending determination of the MTD. On August 31, 2018, the Court granted our MTD. On September 10, 2018, Mr. Chien filed a motion for reconsideration. On September 28, 2018, the Court denied Mr. Chien’s motion for reconsideration. On October 26, 2018, Mr. Chien appealed the case to the United States Court of Appeals for the Second Circuit. The Court of Appeals affirmed the trial court’s dismissal of the action on January 22, 2020, and denied Mr. Chien’s petition for en banc rehearing on March 27, 2020. Mr. Chien’s time to pursue a discretionary appeal to the Supreme Court of the United States has lapsed and the case is closed. Legal case with Luwei In 2018, Mr. Luwei, an individual, filed a claim for arbitration against SkyPeople China in Xi’an Arbitration Commission for breach of contract pursuant to a new share purchase agreement and a share redemption agreement. On April, 11, 2019, Xi’an Arbitration Commission made its decision and ordered SkyPeople China to repay RMB 3 million investment to Luwei. Mr. Luwei applied with Intermediate Court of Xi’an (the “Court”) for enforcement of the arbitration award which process was terminated by the Court due to no assets for enforcement. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Overseas Investment Development Corp. In November 2019, Shaanxi Overseas Investment Development Corp (“Shaanxi Overseas Investment”) filed a lawsuit against SkyPeople China, Hongke Xue and Shenzhen Tian Shun Da Equity Investment Fund Management Co., Ltd. (“Shenzhen Tian Shun Da”) pursuant to an investment agreement entered in March, 2016. According to the agreement, Shaanxi Overseas Investment agreed to invest RMB 5 million for the preferred shares of SkyPeople China with an annual interest rate of 2.38%. Shenzhen Tian Shun Da pledged 1.17% of the shares SkyPeople China that it owned and Hongke Xue provided guarantee for the performance of agreement by SkyPeople China. SkyPeople China failed to make the interests payment and Shaanxi Overseas Investment filed the lawsuit for breach of agreement. On December 26, 2019, Yanta District Court of Xi’an City (the “Court”) ordered SkyPeople China to pay Shaanxi Overseas Investment the preferred share redemption amount of RMB 5 million plus penalty which is calculated based upon the RMB 5 million at a rate of 24% a year. The Court also ruled that Shaanxi Overseas Investment may sell the pledged shares owned by Shenzhen Tianshun Da as the repayment for SkyPeople China and Hongkong Xue shall also assume the repayment obligation as guarantor. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Wanyuan Construction Co., Ltd On July 2017, Shaanxi Wanyuan Construction Co., Ltd. (“Wanyuan”) filed a lawsuit with Shaanxi Baoji Municipal Intermediate People’s Court (the “Baoji Court”) against Guoweimei for repayment of construction and decoration costs of RMB 55.07 million pursuant to a Construction and Decoration Agreement entered by the parties in May 2017. In July, 2019, the Baoji Court ordered Guoweimei to pay construction and decoration costs of RMB 55.07 million (approximately $7.98 million) to Wanyuan, plus interest. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with FT Global Litigation In January 2021, FT Global Capital, Inc. (“FT Global”), a former placement agent of the Company filed a lawsuit against the Company in the Superior Court of Fulton County, Georgia. FT Global served the complaint upon the Company in January 2021. In the complaint, FT Global alleges claims, most of which attempt to hold the Company liable under legal theories that relate back to an alleged breach of an exclusive placement agent agreement between FT Global and the Company in July 2020 which had a term of three months. FT Global claims that the Company failed to compensate FT Global for securities purchase transactions between December 2020 and April 2021, pursuant to the terms of the expired exclusive placement agent agreement. Allegedly, the exclusive placement agent agreement required the Company to pay FT Global for capital received during the term of the agreement and for the 12-month period following the termination of the agreement involving any investors that FT Global introduced and/or wall-crossed to the Company. However, the Company believes the securities purchase transactions at issue did not involve the one investor which FT Global introduced or wall-crossed to the Company during the term of the agreement. FT Global claims approximately $7,000,000 in damages and attorneys’ fees. The Company timely removed the case to the United States District Court for the Northern District of Georgia (the (“Court) on February 9, 2021 based on diversity of jurisdiction. On March 9, 2021, the Company filed a motion to dismiss based on FT Global’s failure to state a claim which is pending before the Court. On March 23, 2021, FT Global filed its response to the Company’s motion to dismiss. FT Global argues that the Court should deny the Company’s motion to dismiss. However, if the Court is inclined to grant the Company’s motion to dismiss, FT Global requested that the Court permit it to file an amended complaint. On April 8, 2021, the parties filed a Joint Preliminary Report and Discovery Plan. On April 12, 2021, the Court approved the Joint Preliminary Report and Discovery Plan and issued a Scheduling Order placing this case on a six-month discovery tract. The Company will continue to vigorously defend the action against FT Global. RISKS AND UNCERTAINTIES Impact of COVID 19 In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China, which has and is continuing to spread throughout China and other parts of the world. Substantially all of our revenues are generated in China. The Company’s results of operations were affected by the outbreak of COVID-19 in China. In early 2020, Chinese government took emergency measures to combat the spread of the virus, including quarantines, travel restrictions, and the temporary closure of office buildings and facilities in China, which has adversely affected the Company’s business and services and results of operations. Our suppliers have negatively been affected, and could continue to be negatively affected in their ability to supply and ship products to our customers. Our customers that are negatively impacted by the outbreak of COVID-19 may reduce their budgets to purchase products and services from us, which may materially adversely impact our revenue. The business operations of the third parties’ stores on our platform have been and could continue to be negatively impacted by the outbreak, which may negatively impact their operations and business, which may in turn adversely affect the business of our platform as a whole as well as our financial condition and operating results. Some of our customers, contractors, suppliers and other business partners are small and medium-sized enterprises (SMEs), which may not have strong cash flows or be well capitalized, and may be vulnerable to an epidemic outbreak and slowing macroeconomic conditions, Further, as we do not have access to a revolving credit facility, there can be no assurance that we would be able to secure commercial debt financing in the future in the event that we require additional capital. The Company’s promotion strategy of the CCM Shopping Mall previously mainly relied on the training of members and distributors through meetings and conferences. Although China has already begun to recover from the outbreak of COVID-19, the Chinese government still put a restriction on large gatherings. These restrictions made the promotion strategy for CCM Shopping Mall difficult to implement. Consequently, our results of operations have been adversely, and may be materially, affected, to the extent that the COVID-19 harms the Chinese and global economy. Any potential impact to our results will depend on, to a large extent, future developments and new information that may |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 19. SUBSEQUENT EVENTS On January 11, 2021, the Company entered into a securities purchase agreement with certain purchasers identified on the signature page thereto, pursuant to which the Company sold to the Purchasers in a registered direct offering, an aggregate of 3,000,000 share of its common stock, par value $0.001 per share at a purchase price of $5.00 per share, for aggregate gross proceeds to the Company of $15,000,000, before deducting fees to the placement agent and other estimated offering expenses payable by the Company. As of this report day, the transaction has completed. On February 9, 2021, the Company entered into a securities purchase agreement with certain purchasers identified on the signature page thereto, pursuant to which the Company sold to the Purchasers in a registered direct offering, an aggregate of 2,000,000 shares of its common stock, par value $0.001 per share at a purchase price of $5.95 per share, for aggregate gross proceeds to the Company of $11,900,000, before deducting fees to the placement agent and other estimated offering expenses payable by the Company. As of this report day, the transaction has completed. On February 26, 2021, the Company terminated a Share Exchange Agreement, which was originally entered into by and among the Company, Future FinTech Limited, a wholly owned subsidiary of the Company and a limited company organized under the laws of Hong Kong, Asiasens Investment Holding Pte. Ltd., a company incorporated under the laws of Singapore and Asen Maneuvre Group Limited, a limited company organized under the laws of British Virgin Islands on December 18, 2020. As the closing conditions to the Agreement were not satisfied on January 31, 2021, and the parties were unable to agree on new terms to extend the closing period subsequent to February 1, 2021, the Company has notified Asen Maneuvre and Asiasens the termination of the Agreement on February 26, 2021. On February 26, 2021, the Company and Future Supply Chain Co., Ltd., a wholly owned subsidiary of the Company and a company incorporated under the laws of China entered into a Share Exchange Agreement with Sichuan Longma Electronic Technology Co. Ltd., a company incorporated under the laws of China (the “Seller”) and Sichuan Ticode Supply Chain Management Co., Ltd., a company incorporated under the laws of China (the “Ticode”). Pursuant to the Agreement, the Company, through the Buyer will acquire 60% of the equity interest of Ticode from the Seller in exchange for 7,789,882 shares of common stock of the Company. On March 18, 2021, the Company filed Articles of Amendment (the “Amendment”) with the Secretary of State for the State of Florida to amend its Second Amended and Restated Articles of Incorporation to increase the amount of authorized shares of its common stock, par value $0.001 per share, from 60,000,000 to 300,000,000. The Amendment was approved by the Company’s Board of Directors (the “Board”) on February 12, 2021 and by shareholders holding a majority of the Company’s issued and outstanding capital stock on February 12, 2021. The Amendment does not affect the rights of the Company’s shareholders and was effective immediately upon filing. On April 1, 2021, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers identified on the signature page thereto (the “Purchasers”), pursuant to which the Company sold to the Purchasers in a registered direct offering, an aggregate of 5,737,706 shares (the “Shares”) of its common stock, par value $0.001 per share (“Common Stock”) at a purchase price of $6.10 per share, for aggregate gross proceeds to the Company of approximately $35 million, before deducting fees to the placement agent and other estimated offering expenses payable by the Company. As of this report day, the transaction has completed. On April 9, 2021, the Company, Future FinTech (Hong Kong) Limited., a limited company organized under the laws of Hong Kong and a wholly owned subsidiary of the Company (“Buyer”), Nice Talent Asset Management Limited, a limited company organized under the laws of Hong Kong (“Nice”) and Joy Rich Enterprises Limited, a limited company organized under the laws of Hong Kong and 90% shareholder of Nice (“Joy Rich” or the “Seller”) entered into the First Amendment (the “Amendment”) to the Share Exchange Agreement (the “Agreement”), which was originally entered into by the parties on July 13, 2020. Pursuant to the Agreement, the Buyer agreed to acquire 90% of the issued and outstanding ordinary shares of Nice (the “Nice Shares”) from the Seller in exchange for the shares of common stock of the Company, as disclosed in the Form 8-K filed on July 16, 2020.Pursuant to the Amendment, the parties agree to amend the purchase price and certain earn-out terms as follows: (i) the aggregate purchase price for Nice Shares shall be HK$144,000,000 (the “Purchase Price”) and it shall be paid in the shares of common stock of the Company (the “Company Shares”); (ii) 60% of the Purchase Price or HK$86,400,000 shall be paid in the shares of common stock of the Company based on 95% of the closing price of the Company’s common stock listed on Nasdaq Stock Exchange on the date prior to the date of the Amendment and the foreign exchange rate between HK$ and US$ shall be 7.7:1; (iii) 20% of Purchase Price shall be paid in the shares of common stock of the Company if Nice achieves an Earnings Before Interest and Taxes (the “EBIT”) of HK$14,000,000 (the “2021 EBIT Goal”), as evidenced in its 2021 audited financial statements for fiscal year ended December 31, 2021 audited by the auditor of the Company (the “2021 Earn-Out Shares”); (iv) the final 20% of Purchase Price shall be paid in the shares of common stock of the Company if Nice achieves an EBIT of HK$20,000,000 (the “2022 EBIT Goal”), as evidenced in its 2022 audited financial statements for fiscal year ended December 31, 2022 audited by the auditor of the Company (the “2022 Earn-Out Shares”); (v) if Nice does not achieve the EBIT Goal for a given year, the shortfall between EBIT Goal and the actual EBIT for that year shall be the EBIT Shortfall (the “EBIT Shortfall”) and the amount of an EBIT Shortfall Fee that equals to 10 (ten) times of the EBIT Shortfall amount (the “EBIT Shortfall Fee”) shall be paid in cash by the Seller to the Buyer even though such year’s Earn-Out Shares shall still be issued in full to the Seller. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of preparation and principle of consolidation | Basis of preparation and principle of consolidation These consolidated financial statements (“financial statements”) have been prepared in conformity with accounting principles generally accepted in the United States of America, or US GAAP. The Company’s functional currency of subsidiaries and VIEs in China is the Chinese Renminbi (RMB). Other subsidiaries outside of China use U.S. Dollar as the functional currency; however, the accompanying consolidated financial statements have been translated and presented in USD. According to USGAAP Accounting Standard Codification (“ASC”) 810-10-15-8, for legal entities other than limited partnerships, the usual condition for a controlling financial interest is ownership of a majority voting interest, and, therefore, as a general rule ownership by one reporting entity, directly or indirectly, of more than 50 percent of the outstanding voting shares of another entity is a condition pointing toward consolidation. The power to control may also exist with a lesser percentage of ownership, for example, by contract, lease, agreement with other stockholders, or by court decree. The consolidated financial statements include the accounts of the Company and its subsidiaries. Our contractual arrangements with our VIE and their respective shareholders allow us to (i) exercise effective control over our VIE, (ii) receive substantially all of the economic benefits of our VIE, and (iii) have an exclusive option to purchase all or part of the equity interests in our VIE when and to the extent permitted by PRC law. As a result of our direct ownership in our wholly foreign-owned enterprise (“WFOE”) and the contractual arrangements with our VIE, we are regarded as the primary beneficiary of our VIE, and we treat it and its subsidiaries as our consolidated affiliated entities under U.S. GAAP. Certain amounts of prior years were reclassified to conform with current year presentation. |
Discontinued Operations | Discontinued Operations On February 27, 2020, SkyPeople BVI (the “Seller”) completed the transfer of its ownership of HeDeTang HK to New Continent International Co., Ltd. (the “Buyer”), an unrelated third party and a company incorporated in the British Virgin Islands for a total price of RMB 0.6 million (approximately $85,714), pursuant to a Share Transfer Agreement entered into by the Seller and the Buyer on September 18, 2019 and approved at the special shareholders meeting of the Company on February 26, 2020. As the Company believed that no continued cash flow would be generated by the sold component, in accordance with ASC 205-20, the Company presented the operating results from Hedetang as discontinued operations within the accompanying consolidated financial statements. In addition, The Company’s Huludao Wonder operation, a subsidiary which produces concentrated apple juice, suffered continued operating losses since 2014 and its cash flow was minimal for these three years. In December 2016, the Company established a winding-down plan to close this operation. Based on the restructuring plan and in accordance with ASC 205-20, the Company presented the operating results from Huludao Wonder as a discontinued operation. On March 11, 2020, the Company’s Board of Directors passed a resolution to sell the operation of Globalkey Supply Chain limited and Zhonglian Hengxin Assets Management Co., Ltd (“Zhonglian Hengxin”) and close the operation of Digital Online Marketing Limited, Future Digital Fintech (Xi’an) Co., Ltd., SkyPeople Foods Holding Ltd. and Chain Future Digital Tech (Beijing) Co., Ltd. On May 7, 2020, Future Business Management Co., Ltd. completed the transfer of its ownership of Zhonglian Hengxin Assets Management Co., Ltd to individual third party. On July 24, 2020, the Company’s Board of Directors passed a resolution to sell the operation of Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. and close the operation of Chain Cloud Mall Logistics Center (Shaanxi) Co., Ltd. As a result, Skypeople Foods Holdings Limited Company was deregistered on July 27, 2020; Digital online marketing Limited company was deregistered on July 28, 2020; On October 31, 2020, Chain Cloud Mall Network and Technology (Tianjin) Co., Limited and Chain Cloud Mall Logistics Center (Shanxi) Co., Ltd. completed the transfer of its ownership of Hedetang Farm Products Trading Markets (Mei county) Co., Ltd to third parties. Based on the disposal plan and in accordance with ASC 205-20, the Company presented the operating results from these operations as a discontinued operation. |
Segment Information Reclassification | Segment Information Reclassification Historically, the Company operated in five segments: concentrated apple juice and apple aroma, concentrated kiwifruit juice and kiwifruit puree, concentrated pear juice, fruit juice beverages, and others. As the Company classified the juice related operation into discontinued operation in the beginning of year 2019, and in accordance with the Company’s new business strategy, the Company classified business segment into CCM Shopping Mall Membership, sales of goods and others. |
Use of Estimates | Use of Estimates The Company’s consolidated financial statements have been prepared in accordance with US GAAP and this requires management 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 consolidated financial statements and reported amounts of revenue and expenses during the reporting period. The significant areas requiring the use of management estimates include, but not limited to, the allowance for doubtful accounts receivable, estimated useful life and residual value of property, plant and equipment, impairment of long-lived assets provision for staff benefit, recognition and measurement of deferred income taxes and valuation allowance for deferred tax assets. Although these estimates are based on management’s knowledge of current events and actions management may undertake in the future, actual results may ultimately differ from those estimates and such differences may be material to our consolidated financial statements. |
Going Concern | Going Concern The Company’s financial statements are prepared assuming that the Company will continue as a going concern. The Company incurred operating losses and had negative operating cash flows and may continue to incur operating losses and generate negative cash flows as the Company implements its future business plan. These factors raise substantial doubts about the Company’s ability to continue as a going concern. The Company has raised funds through issuance of convertible bonds and common stock. The ability of the Company to continue as a going concern is dependent upon its ability to successfully execute its new business strategy and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets In accordance with the ASC 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company has adopted FASB ASC Topic on Fair Value Measurements and Disclosures (“ASC 820”), which defines fair value, establishes a framework for measuring fair value in GAAP, and expands disclosures about fair value measurements. ASC 820 establishes a three-level valuation hierarchy of valuation techniques based on observable and unobservable input, which may be used to measure fair value and include the following: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Input other than Level 1 that is observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other input that is observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable input that is supported by little or no market activity and that is significant to the fair value of the assets or liabilities. Our cash and cash equivalents and restricted cash are classified within level 1 of the fair value hierarchy because they are value using quoted market price. |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Under ASC 260-10, Earnings Per Share Diluted EPS is calculated by using the treasury stock method, assuming conversion of all potentially dilutive securities, such as stock options and warrants. Under this method, (i) exercise of options and warrants is assumed at the beginning of the period and shares of Common Stock are assumed to be issued, (ii) the proceeds from exercise are assumed to be used to purchase Common Stock at the average market price during the period, and (iii) the incremental shares (the difference between the number of shares assumed issued and the number of shares assumed purchased) are included in the denominator of the diluted EPS computation. The numerators and denominators used in the computations of basic and diluted EPS are presented in the following table. For the year ended December 31, 2020: Income Share Pre-share Loss from continuing operations $ (30,019,941 ) 38,057,065 $ (0.79 ) Income from discontinuing operations $ 118,950,252 38,057,065 $ 3.13 Basic EPS: Loss available to common stockholders from continuing operations $ (30,019,941 ) 38,057,065 $ (0.79 ) Income available to common stockholders from discontinuing operations $ 118,950,252 38,057,065 $ 3.13 Dilutive EPS: Warrants - 5,090,579 - Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations $ (30,019,941 ) 43,147,644 $ (0.79 ) Diluted Earnings per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. $ 118,950,252 43,147,644 $ 2.76 For the year ended December 31, 2019: Income Share Pre-share Income(Loss) from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Income(Loss) from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) Basic EPS: Loss available to common stockholders from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Loss available to common stockholders from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) Diluted EPS: Loss available to common stockholders from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Loss available to common stockholders from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents included cash on hand and demand deposits placed with banks or other financial institutions, which are unrestricted as to withdrawal and use and with an original maturity of three months or less. Deposits in banks in the PRC are only insured by the government up to RMB500,000, and are consequently exposed to risk of loss. The Company believes the probability of a bank failure, causing loss to the Company, is remote. |
Receivable and Allowances | Receivable and Allowances Accounts receivable are recognized and carried at the original invoice amounts less an allowance for any uncollectible amount. We have a policy of reserving for uncollectible accounts based on our best estimate of the amount of probable credit losses in our existing accounts receivable. We extend credit to our customers based on an evaluation of their financial condition and other factors. We generally do not require collateral or other security to support accounts receivable. We perform ongoing credit evaluations of our customers and maintain an allowance for potential bad debts if required. Other receivables, and loan receivables are recognized and carried at the initial amount when occurred less an allowance for any uncollectible amount. We have a policy of reserving for uncollectible accounts based on our best estimate of the amount of probable impairment losses in our existing receivable. We determine whether an allowance for doubtful accounts is required by evaluating specific accounts where information indicates the customers may have an inability to meet financial obligations. In these cases, we use assumptions and judgment, based on the best available facts and circumstances, to record a specific allowance for those customers against amounts due to reduce the receivable to the amount expected to be collected. These specific allowances are re-evaluated and adjusted as additional information is received. The amounts calculated are analyzed to determine the total amount of the allowance. We may also record a general allowance as necessary. Direct write-offs are taken in the period when we have exhausted our efforts to collect overdue and unpaid receivable or otherwise evaluate other circumstances that indicate that we should abandon such efforts. The Company has assessed its accounts receivable including credit term and corresponding all its accounts receivables in December 2020. Upon such credit terms, bad debt expense was increased by $3.36 million and $5.16 million during the years ended December 31, 2020 and 2019, respectively. Accounts receivables of $0 and $4,954 have been outstanding for over 90 days as of December 31, 2020 and December 31, 2019, respectively. |
Inventories | Inventories Inventories consist of raw materials, packaging materials (which include ingredients and supplies) and finished goods (which) include finished juice in the bottling, canning operations and other. Inventories also consist of merchant gift package to be delivered with the new membership signed up in our e-commerce platform. Inventories are valued at the lower of cost or net realizable value. We determine cost on the basis of the weighted average method. The Company periodically reviews inventories for obsolescence and any inventories identified as obsolete are written off. |
Revenue Recognition | Revenue Recognition We apply the five steps defined under ASC 606: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. We assess its revenue arrangements against specific criteria in order to determine if it is acting as principal or agent. Revenue arrangements with multiple performance obligations are divided into separate distinct goods or services. We allocate the transaction price to each performance obligation based on the relative standalone selling price of the goods or services provided. Revenue is recognized upon the transfer of control of promised goods or services to a customer. We do not make any significant judgment in evaluating when control is transferred. Revenue is recorded net of value-added tax. Revenue recognitions are as follows: Sales of juice and other products (reported in loss from discontinued operations in 2019): We recognize revenue when the receipt of merchandise is confirmed by the customers, which is the point that the title of the goods is transferred to the customer. We recognize revenues when we satisfy a performance obligation by transferring a promised good or service (that is, an asset) to a customer. An asset is transferred when the customer obtains control of that asset. Customers have no contractual right to return products. Historically, the Company has not had any returned products. Accordingly, no provision has been made for returnable goods. The Company is not required to rebate or credit a portion of the original fee if it subsequently reduces the price of its product to its suppliers. The Company does not make any significant judgment in determination of the amount and timing of revenue from contracts with customers. Online sales and Membership fee: The Company recognizes the sale of goods 15 days after the products are shipped (after the 15 days return policy). The revenue from the membership fee is amortized over the lifetime of the membership, which is one year. For the merchandise gift package, revenue is recognized when the receipt of the gift package is confirmed by the members. Other revenues include revenues earned on net basis from sales of certain products on our platform. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation and any impairment losses. Depreciation is computed using the straight-line method over the useful lives of the assets. Major renewals and betterments are capitalized and depreciated; maintenance and repairs that do not extend the life of the respective assets are expensed as incurred. Upon disposal of assets, the cost and related accumulated depreciation are removed from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Depreciation related to property, plant and equipment used in production is reported in cost of sales, and includes amortized amounts related to capital leases. We estimated that the residual value of the Company’s property and equipment ranges from 3% to 5%. Property, plant and equipment are depreciated over their estimated useful lives as follows: Machinery and equipment 5-10 years Furniture and office equipment 3-5 years Motor vehicles 5 years Depreciation expense included in general and administration expenses for the years ended December 31, 2020 and 2019 was $5,217 and $2,886 respectively. Depreciation expense included in cost of sales for the year ended December 31, 2020 and 2019 was $0 and $0 and respectively. |
Intangible Assets | Intangible Assets Acquired intangible assets are recognized based on their cost to the Company, which generally includes the transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets’ carrying amounts on the Company’s book. These assets are amortized over their useful lives if the assets are deemed to have a finite life and they are reviewed for impairment by testing for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. The fair value of an intangible asset is the amount that would be determined if the entity used the assumptions that market participants would use if they were pricing the intangible asset. The useful life of the Company’s intangible assets is ten year, which is determined by using the time period that an intangible is estimated to contribute directly or indirectly to a Company’s future cash flows. |
Foreign Currency and Other Comprehensive Income (Loss) | Foreign Currency and Other Comprehensive Income (Loss) The financial statements of the Company’s foreign subsidiaries are measured using the local currency as the functional currency; however, the reporting currency of the Company is the USD. Assets and liabilities of the Company’s foreign subsidiaries have been translated into USD using the exchange rate at the balance sheet dates, while equity accounts are translated using historical exchange rate. The exchange rate we used to convert RMB to USD was 6.52 and 6.98 at the balance sheet dates of December 31, 2020 and December 31, 2019, respectively. The average exchange rate for the period has been used to translate revenues and expenses. The average exchange rates we used to convert RMB to USD were 6.90 and 6.90 for fiscal year 2020 and fiscal year 2019, respectively. Translation adjustments are reported separately and accumulated in a separate component of equity (cumulative translation adjustment). |
Income Taxes | Income Taxes We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized. ASC Topic 740-10-30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740-10-25 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented. |
Lease | Lease After adoption of ASC 842 and related standards, which introduced a lessee model that requires entities to recognize assets and liabilities for most leases, but recognize expenses on their income statements in a manner similar to current accounting, thus operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. For short-term leases with an initial lease term of 12 months or less and with purchase options we are reasonably certain will not be exercised. As a lessee, the Company leases equipment, land and office building. Lease expense is recognized on a straight-line basis over the lease term. |
Convertible notes | Convertible notes The Company accounts for its convertible notes at issuance by allocating the proceeds received from a convertible note among freestanding instruments according to ASC 470, Debt, based upon their relative fair values. The fair value of debt and common stock is determined based on the closing price of the common stock on the date of the transaction. Convertible notes are subsequently carried at amortized cost. Each convertible note is analyzed for the existence of a beneficial conversion feature (“BCF”), defined as the fair value of the common stock at the commitment date for the convertible note, less the effective conversion price. No BCF was recognized for the convertible notes issued during 2020 and 2019. |
Share-based compensation | Share-based compensation The Company awards share options and other equity-based instruments to its employees, directors and consultants (collectively “share-based payments”). Compensation cost related to such awards is measured based on the fair value of the instrument on the grant date. The Company recognizes the compensation cost over the period the employee is required to provide service in exchange for the award, which generally is the vesting period. The amount of cost recognized is adjusted to reflect the expected forfeiture prior to vesting. When no future services are required to be performed by the employee in exchange for an award of equity instruments, and if such award does not contain a performance or market condition, the cost of the award is expensed on the grant date. The Company recognizes compensation cost for an award with only service conditions that has a graded vesting schedule on a straight-line basis over the requisite service period for the entire award, provided that the cumulative amount of compensation cost recognized at any date at least equals the portion of the grant-date value of such award that is vested at that date. |
Variable interest entities | Variable interest entities On July 31, 2019, CCM Tianjin, E-commerce Tianjin, and Mr. Zeyao Xue and Mr. Kai Xu, citizens of China and shareholders of E-commerce Tianjin, entered into the following agreements, or collectively, the “Variable Interest Entity Agreements” or “VIE Agreements,” pursuant to which CCM Tianjin has contractual rights to control and operate the business of E-commerce Tianjin (the “VIE”). Therefore, pursuant to ASC 810, E-Commerce Tianjin is included in the Company’s consolidated financial statements since then. Pursuant to Chinese law and regulations, a foreign owned enterprise cannot apply for and hold a license for operation of certain e-commerce businesses, the category of business which the Company is expanding in China. CCM Tianjin is an indirectly wholly foreign owned enterprise of the Company. In order to comply with Chinese law and regulations, CCM Tianjin agreed to provide E-commerce Tianjin an Exclusive Operation and Use Rights Authorization to operate and use the Chain Cloud Mall System owned by CCM Tianjin. E-commerce Tianjin was incorporated by Mr. Zeyao Xue and Mr. Kai Xu solely for the purpose of holding the operation license of the Chain Cloud Mall System. Mr. Zeyao Xue is a major shareholder of the Company and the son of Mr. Yongke Xue, our Chairman of the Board. Mr. Kai Xu was the Chief Operating Officer of the Company and currently is the Deputy General Manager of FT Commercial Group Ltd., a wholly owned subsidiary of the Company. The VIE Agreements are as follows: 1) Exclusive Technology Consulting and Service Agreement by and between CCM Tianjin and E-commerce Tianjin. Pursuant to the Exclusive Technology Consulting and Service Agreement, CCM Tianjin agreed to act as the exclusive consultant of E-commerce Tianjin and provide technology consulting and services to E-commerce Tianjin. In exchange, E-commerce Tianjin agreed to pay CCM Tianjin a technology consulting and service fee, the amount of which is to be equivalent to the amount of net profit before tax of E-commerce Tianjin, payable on a quarterly basis after making up losses of previous years (if necessary) and deducting necessary costs, expenses and taxes related to the business operations of E-commerce Tianjin. Without the prior written consent of CCM Tianjin, E-commerce Tianjin may not accept the same or similar technology consulting and services provided by any third party during the term of the agreement. All the benefits and interests generated from the agreement, including but not limited to intellectual property rights, know-how and trade secrets, will be CCM Tianjin’s sole and exclusive property. This agreement has a term of 10 years and may be extended unilaterally by CCM Tianjin with CCM Tianjin’s written confirmation prior to the expiration date. E-commerce Tianjin cannot terminate the agreement early unless CCM Tianjin commits fraud, gross negligence or illegal acts, or becomes bankrupt or winds up. 2) Exclusive Purchase Option Agreement by and among CCM Tianjin, E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu. Pursuant to the Exclusive Purchase Option Agreement, Mr. Zeyao Xue and Mr. Kai Xu granted to CCM Tianjin and any party designated by CCM Tianjin the exclusive right to purchase, at any time during the term of this agreement, all or part of the equity interests in E-commerce Tianjin, or the “Equity Interests,” at a purchase price equal to the registered capital paid by Mr. Zeyao Xue and Mr. Kai Xu for the Equity Interests, or, in the event that applicable law requires an appraisal of the Equity Interests, the lowest price permitted under applicable law. Pursuant to powers of attorney executed by Mr. Zeyao Xue and Mr. Kai Xu, they irrevocably authorized any person appointed by CCM Tianjin to exercise all shareholder rights, including but not limited to voting on their behalf on all matters requiring approval of E-commerce Tianjin’s shareholder, disposing of all or part of the shareholder’s equity interest in E-commerce Tianjin, and electing, appointing or removing directors and executive officers. The person designated by CCM Tianjin is entitled to dispose of dividends and profits on the equity interest without reliance on any oral or written instructions of Mr. Zeyao Xue and Mr. Kai Xu. The powers of attorney will remain in force for so long as Mr. Zeyao Xue and Mr. Kai Xu remain the shareholders of E-commerce Tianjin. Mr. Zeyao Xue and Mr. Kai Xu have waived all the rights which have been authorized to CCM Tianjin’s designated person under the powers of attorney. 3) Equity Pledge Agreements by and among CCM Tianjin, E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu. Pursuant to the Equity Pledge Agreements, Mr. Zeyao Xue and Mr. Kai Xu pledged all of the Equity Interests to CCM Tianjin to secure the full and complete performance of the obligations and liabilities on the part of E-commerce Tianjin and them under this and the above contractual arrangements. If E-commerce Tianjin, Mr. Zeyao Xue, or Mr. Kai Xu breaches their contractual obligations under these agreements, then CCM Tianjin, as pledgee, will have the right to dispose of the pledged equity interests. Mr. Zeyao Xue and Mr. Kai Xu agree that, during the term of the Equity Pledge Agreements, they will not dispose of the pledged equity interests or create or allow any encumbrance on the pledged equity interests, and they also agree that CCM Tianjin’s rights relating to the equity pledge should not be interfered with or impaired by the legal actions of the shareholders of E-commerce Tianjin, their successors or designees. During the term of the equity pledge, CCM Tianjin has the right to receive all of the dividends and profits distributed on the pledged equity. The Equity Pledge Agreements will terminate on the second anniversary of the date when E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu have completed all their obligations under the contractual agreements described above. 4) Exclusive Operation and Use Rights Authorization letter which authorizes Chain Cloud Mall E-commerce (Tianjin) Co., Ltd, to exclusively operate and use the Chain Cloud Mall System and the authorization period is the same as the term of the EXCLUSIVE THEHNOLOGY CONSULTING AND SERVICE AGREEMENT entered into by and between Chain Cloud Mall Network and Technology (Tianjian) Co., Ltd. and Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. dated July 31, 2019. 5) GlobalKey Shared Mall Shopping Platform Software and System Transfer Agreement by and between GlobalKey Supply Chain Co., Ltd. and Chain Cloud Mall Network and Technology (Tianjian) Co., Ltd., pursuant to which the GlobalKey Shared Mall Shopping Platform Software and System was transferred from GlobalKey Supply China Co., Ltd. to CCM Network and that both parties were wholly owned subsidiaries of the Company and transfer price is $0. |
New Accounting Pronouncements | New Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13 (“ASU 2016-13”) “Financial Instruments - Credit Losses” (“ASC 326”): Measurement of Credit Losses on Financial Instruments” which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss model which requires the use of forward-looking information to calculate credit loss estimates. It also eliminates the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. These changes will result in earlier recognition of credit losses. In November 2019, the FASB issued ASU 2019-10 “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842)” (“ASC 2019-10”), which defers the effective date of ASU 2016-13 to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, for public entities which meet the definition of a smaller reporting company. The Company will adopt ASU 2016-13 effective January 1, 2023. Management is currently evaluating the effect of the adoption of ASU 2016-13 on the consolidated financial statements. The effect will largely depend on the composition and credit quality of our investment portfolio and the economic conditions at the time of adoption. In August 2020, the FASB issued Accounting Standards Update No. 2020-06 (ASU 2020-06) “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. For public business entities that are not smaller reporting companies, ASU 2020-6 effective fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material impact on the accompanying consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of numerators and denominators used in the computations of basic and diluted EPS | For the year ended December 31, 2020: Income Share Pre-share Loss from continuing operations $ (30,019,941 ) 38,057,065 $ (0.79 ) Income from discontinuing operations $ 118,950,252 38,057,065 $ 3.13 Basic EPS: Loss available to common stockholders from continuing operations $ (30,019,941 ) 38,057,065 $ (0.79 ) Income available to common stockholders from discontinuing operations $ 118,950,252 38,057,065 $ 3.13 Dilutive EPS: Warrants - 5,090,579 - Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations $ (30,019,941 ) 43,147,644 $ (0.79 ) Diluted Earnings per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. $ 118,950,252 43,147,644 $ 2.76 For the year ended December 31, 2019: Income Share Pre-share Income(Loss) from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Income(Loss) from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) Basic EPS: Loss available to common stockholders from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Loss available to common stockholders from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) Diluted EPS: Loss available to common stockholders from continuing operations $ (11,109,721 ) 31,996,279 $ (0.35 ) Loss available to common stockholders from discontinuing operations $ (15,964,524 ) 31,996,279 $ (0.45 ) |
Schedule of property, plant and equipment are depreciated estimated useful lives | Machinery and equipment 5-10 years Furniture and office equipment 3-5 years Motor vehicles 5 years |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | December 31, 2020 2019 Cost $ 48,246 $ 43,003 Less: Accumulated amortization (7,032 ) (2,150 ) $ 41,214 $ 40,853 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases Disclosure [Abstract] | |
Schedule of maturities of lease liabilities | Operating Year ending December 31, Lease 2021 $ 193,368 2022 112,798 Total $ 306,166 Less: amounts representing interest $ 14,787 Present Value of future minimum lease payments 291,379 Less: Current obligations 180,803 Long term obligations $ 110,576 |
Accrued Expenses and Other Pa_2
Accrued Expenses and Other Payables (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expense | December 31, December 31, 2020 2019 Acquisition of Intangibles $ - $ 15,374 Legal fee and other professionals 457,276 360,132 Wages and employee reimbursement 290,079 412,824 Suppliers 1,379,971 195,655 Accruals 173,086 145,908 Total $ 2,300,412 $ 1,129,893 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Convertible Notes Payable [Abstract] | |
Schedule of convertible debt | December 31, December 31, 2020 2019 Beginning $ 957,990 $ - Addition 905,392 2,077,990 Conversion (700,236 ) (1,120,000 ) Balance $ 1,163,146 $ 957,990 |
Related Party Transaction (Tabl
Related Party Transaction (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of due to related parties | Name Amount (US$) Relationship Note Yongke Xue $ 496,123 Chairman of the Company Loan payable Wei Cheng Pan 375,485 Legal representative of Guangchengji CEO of the Company Loan payable Ming Yi 878 Chief Financial Officer of the Company Accrued expenses Zhi Yan 72,390 General Manager of a subsidiary of the Company Accrued expenses Jing chen 408 Vice president of the Company Accrued expenses Johnson Lau 12,500 Director of the Company Other payables Fuyou Li 4,425 Director of the Company Other payables Mingjie Zhao 11,458 Director of the Company Other payables InUnion Chain Ltd. (“INU”) 165,084 The Company is a 10% shareholder of INU Service fee Shenzhen TianShunDa Equity Investment Fund Management Co., Ltd. (“TianShunDa”) 337,170 Shaanxi Fu Chen holds 70% interest of TianShunDa Other payables Reits (Beijing) Technology Co., Ltd 335,186 Zhi Yan is the legal representative of this company Acquisition of intangibles upon the full completion of the online platform pursuant to an agreement originally entered between parties before Zhi Yan was the general manager of our subsidiary. Shaanxi Fuju Mining Co., Ltd 3,217 Shaanxi Fu Chen holds 80% interest of the company Other payables Shaanxi Fu Chen Venture Capital Management Co. Ltd. (“Shaanxi Fu Chen”) 91,569 Two outside shareholders of the Company are shareholders of Shaanxi Fu Chen Other payables Total $ 1,905,893 Name Amount Relationship Note Yongke Xue $ 36,915 Chairman of the Company Loan payable Shenzhen TianShunDa Equity 315,358 Holds 26.36% of equity shares of SkyPeople China Interest free loan* InUnion Chain Ltd. (“INU”) 180,206 The Company is the 10% equity shareholder of INU Accounts payable Zhi Yan 5,734 Chief Technology Officer of the Company Loan payable Jing chen 231 Chief Financial Officer of the Company Accrued expenses Zeyao Xue 313,613 Son of the Chairman of the Company and a shareholder of the Company Chief Operating Officer of the Company Loan payable Total $ 852,057 |
Schedule of due from related parties | Name Amount (US$) Relationship Note Wealth Index (Beijing) Fund Management Co.Ltd $ 12,136 The Company’s CEO is the legal representative of this Company Interest free loan* Shanchun Huang 4,491 Chief Executive Officer of the Company Interest free loan* Kai Xu 12,395 Deputy General Manager of a subsidiary of the Company Interest free loan* Zeyao Xue 33,305 Son of the Chairman of the Company and a major shareholder of the Company Interest free loan* Shaanxi Chunlv Ecological Agriculture Co. Ltd. 195 Shaanxi Fu Chen Venture Capital Management Co. Ltd. holds 80% interest of the company Interest free loan* Total $ 62,522 Name Amount Relationship Note Shaanxi Chunlv Ecological Agriculture Co. Ltd. $ 3,258,643 Holds 20.0% interest in CCM logistics Interest free loan* Quangoutong Commercial Holdings (Xi’an) Co., Ltd 22,935 Shaanxi Fullmart Convenient Chain Supermarket Co., Ltd. (“Fullmart”) holds 16.67% equity of its subsidiary. The subsidiary is 83.33% owned by Quangoutong Service fee* Shaanxi Quangou Convenient Island Co. Ltd. 23,817 Fullmart holds 33.33% its equity Interest free loan* Kai Xu 13,428 Shareholder of Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. Interest free loan* Yongke Xue 15,754 Chairman of the Company Interest free loan* Zeyao Xue 2,867 Son of the chairman of the Company and a shareholder of the Company Interest free loan* Total $ 3,337,445 ● The interest free loans have been approved by the Company’s Audit Committee. |
Schedule of transactions with related parties | Name Amount (US$) Relationship Note Shaanxi Fu Chen Venture Capital Management Co. Ltd. $ 296,015 The Company’s CEO is the legal representative of this Company Service fee Total $ 296,015 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of loss from discontinued operations | December 31, December 31, 2020 2019 REVENUES $ - $ 344,250 COST OF SALES - 316,162 GROSS PROFIT - 28,088 OPERATING EXPENSES: General and administrative 274,370 5,476,173 Selling expenses - 231,519 Bad debt expenses 202,679 3,101,859 Total 477,049 8,809,551 OTHER INCOME (EXPENSE) Interest income 189 209 Interest expense - (7,300,188 ) other income (expenses) (1,197 ) 116,917 Total (1,008 ) (7,183,062 ) Loss from discontinued operations before income tax (478,057 ) (15,964,525 ) Income tax provision - - Loss from discontinued operation before noncontrolling interest $ (478,057 ) (15,964,525 ) Gain on disposal of discontinued operations 145 Less: Net loss attributable to non-controlling interests (1,681,739 ) LOSS FROM DISCONTINUED OPERATION $ (477,912 ) $ (14,282,786 ) |
Schedule of assets and liabilities related to discontinued operations | December 31, December 31, Cash $ 2,985 $ 471,536 Accounts receivable - 11,720 Other receivables - 1,861 Inventory - 454,269 Advances to suppliers and other current assets - 167,831 Property and equipment, net - 1,176,163 Right of use assets - 57,571,254 Intangible assets, net - 20,619,588 Amount due from related parties 32,097 18,054,736 Total assets related to discontinued operations $ 35,082 98,528,958 Accounts payable $ - $ 2,156,219 Accrued expenses 431,011 84,567,693 Advances from customers - 983,472 Short-term bank loans - 37,245,139 Lease liabilities - 60,613,970 Amount due from related parties 434,557 14,768,360 Total liabilities related to discontinued operations $ 865,568 $ 200,334,853 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of segment gross profit reportable segment | CCM Shopping Sales of Goods Others Total Reportable segment revenue $ 338,288 $ 9,991 $ 23,210 $ 371,489 Inter-segment loss - 833 - 833 Revenue from external customers $ 338,288 9,159 23,210 370,656 Segment gross profit $ 333,971 $ 1,668 $ (269 ) $ 335,370 CCM Shopping Sales of Goods Others Total Reportable segment revenue $ 541,740 $ 371,623 $ 404,344 $ 1,317,707 Inter-segment loss - - 376,591 376,591 Revenue from external customers 541,740 371,623 27,754 941,117 Segment gross profit $ 400,282 $ 48,243 $ 1,465 $ 449,989 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 1 Months Ended | 12 Months Ended | ||||
Feb. 27, 2020USD ($) | Feb. 27, 2020CNY (¥) | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2020CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2020¥ / shares | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Total price | $ 85,714 | ¥ 600,000 | ||||
Number of operating segments | 5 | 5 | ||||
Increase in bad debt expense | $ 3,360,000 | $ 5,160,000 | ||||
Accounts receivables | 0 | 4,954 | ||||
General and administration expenses | 5,217 | 2,886 | ||||
Depreciation expense | $ 0 | $ 0 | ||||
Exchange rate per share | (per share) | $ 6.98 | ¥ 6.52 | ||||
Average exchange rates per share | (per share) | $ 6.90 | ¥ 6.90 | ||||
Variable interest entities agreement, term | 10 years | 10 years | ||||
Minimum [Member] | ||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Property and equipment ranges | 3.00% | |||||
Maximum [Member] | ||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Property and equipment ranges | 5.00% | |||||
GlobalKey Supply Chain Co [Member] | ||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Transfer price (in Dollars per share) | $ / shares | $ 0 | |||||
RMB [Member] | ||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Government subsidies recognized (in Yuan Renminbi) | ¥ | ¥ 500,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of numerators and denominators used in the computations of basic and diluted EPS - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of numerators and denominators used in the computations of basic and diluted EPS [Abstract] | ||
Income(Loss) from continuing operations | $ (30,019,941) | $ (11,109,721) |
Income(Loss) from continuing operations | 38,057,065 | 31,996,279 |
Income(Loss) from continuing operations | $ (0.79) | $ (0.35) |
Income(Loss) from discontinuing operations | $ 118,950,252 | $ (15,964,524) |
Income(Loss) from discontinuing operations | 38,057,065 | 31,996,279 |
Income(Loss) from discontinuing operations | $ 3.13 | $ (0.45) |
Basic EPS: | ||
Loss available to common stockholders from continuing operations | $ (30,019,941) | $ (11,109,721) |
Loss available to common stockholders from continuing operations | 38,057,065 | 31,996,279 |
Loss available to common stockholders from continuing operations | $ (0.79) | $ (0.35) |
Income available to common stockholders from discontinuing operations | $ 118,950,252 | $ (15,964,524) |
Income available to common stockholders from discontinuing operations | 38,057,065 | 31,996,279 |
Income available to common stockholders from discontinuing operations | $ 3.13 | $ (0.45) |
Warrants | ||
Warrants | 5,090,579 | |
Warrants | ||
Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations | $ (30,019,941) | |
Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations | 43,147,644 | |
Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations | $ (0.79) | |
Diluted Earnings per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. | $ 118,950,252 | |
Diluted Earnings per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. | 43,147,644 | |
Diluted Earnings per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. | $ 2.76 | |
Diluted EPS: | ||
Loss available to common stockholders from continuing operations | $ (11,109,721) | |
Loss available to common stockholders from continuing operations | 31,996,279 | |
Loss available to common stockholders from continuing operations | $ (0.35) | |
Loss available to common stockholders from discontinuing operations | $ (15,964,524) | |
Loss available to common stockholders from discontinuing operations | 31,996,279 | |
Loss available to common stockholders from discontinuing operations | $ (0.45) |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of property, plant and equipment are depreciated estimated useful lives | 12 Months Ended |
Dec. 31, 2020 | |
Machinery and equipment [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property, plant and equipment are depreciated estimated useful lives [Line Items] | |
Estimated useful lives | 5 years |
Machinery and equipment [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property, plant and equipment are depreciated estimated useful lives [Line Items] | |
Estimated useful lives | 10 years |
Furniture and office equipment [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property, plant and equipment are depreciated estimated useful lives [Line Items] | |
Estimated useful lives | 3 years |
Furniture and office equipment [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property, plant and equipment are depreciated estimated useful lives [Line Items] | |
Estimated useful lives | 5 years |
Motor vehicles [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property, plant and equipment are depreciated estimated useful lives [Line Items] | |
Estimated useful lives | 5 years |
Loan Receivables (Details)
Loan Receivables (Details) - Shenzhen Tiantian Haodian Technology [Member] - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 31, 2020 |
Loan Receivables (Details) [Line Items] | ||
Financing Receivable, after Allowance for Credit Loss, Current | $ 5,360 | |
Loan agreement, description | Guangchengji, a wholly owned subsidiary of Future FinTech (Hong Kong) Limited, entered into a “Loan Agreement” with Tiantian Haodian. Pursuant to the Loan Agreement, Guangchengji has lent cash up to but not greater than RMB35 million (approximately $5.36 million) with Tiantian Haodian at the annual interest rate of 10% from June 28, 2020 to June 27, 2021. | |
Annual interest rate | 10.00% |
Intangible Assets (Details)
Intangible Assets (Details) | Dec. 31, 2020USD ($) |
Patent rights [Member] | |
Intangible Assets (Details) [Line Items] | |
Intangible asset | $ 1,860,000 |
Software [Member] | |
Intangible Assets (Details) [Line Items] | |
Intangible asset | 1.86 |
e-platform [Member] | |
Intangible Assets (Details) [Line Items] | |
Intangible asset | $ 1.86 |
Intangible Assets (Details) - S
Intangible Assets (Details) - Schedule of intangible assets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of intangible assets [Abstract] | ||
Cost | $ 48,246 | $ 43,003 |
Less: Accumulated amortization | (7,032) | (2,150) |
Intangible assets, net | $ 41,214 | $ 40,853 |
Leases (Details)
Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Leases (Details) [Line Items] | |
Operating lease cost (in Dollars) | $ 290 |
Weighted average remaining lease term | 1 year 244 days |
Weighted average discount rate | 6.00% |
Minimum [Member] | |
Leases (Details) [Line Items] | |
Operating leases remaining lease terms | 1 year |
Maximum [Member] | |
Leases (Details) [Line Items] | |
Operating leases remaining lease terms | 4 years |
Leases (Details) - Schedule of
Leases (Details) - Schedule of maturities of lease liabilities | Dec. 31, 2020USD ($) |
Schedule of maturities of lease liabilities [Abstract] | |
2021 | $ 193,368 |
2022 | 112,798 |
Total | 306,166 |
Less: amounts representing interest | 14,787 |
Present Value of future minimum lease payments | 291,379 |
Less: Current obligations | 180,803 |
Long term obligations | $ 110,576 |
Loan Payables (Details)
Loan Payables (Details) - USD ($) | Jul. 06, 2020 | Dec. 31, 2020 | Jul. 31, 2020 | Jun. 15, 2020 | Dec. 31, 2019 |
Loan Payables (Details) [Line Items] | |||||
Loan payable | $ 390,000 | ||||
Loan from related party | 62,522 | $ 3,337,445 | |||
Borrowed amount | $ 4,960,000 | ||||
Working capital loan | 360,000 | ||||
Seven Individuals [Member] | |||||
Loan Payables (Details) [Line Items] | |||||
Loan payable | 360,000 | ||||
Shaanxi Entai Bio-Technology Co. Ltd. [Member] | |||||
Loan Payables (Details) [Line Items] | |||||
Loan payable | 20,000 | ||||
Loan from related party | 20,000 | ||||
Shenzhen Wangjv Trading Co., Ltd. [Member] | |||||
Loan Payables (Details) [Line Items] | |||||
Loan payable | $ 10,000 | ||||
Borrowed amount | $ 230,000 | ||||
Annual interest rate | 8.00% | ||||
Returned amount | $ 220,000 |
Accrued Expenses and Other Pa_3
Accrued Expenses and Other Payables (Details) - Schedule of accrued expense - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of accrued expense [Abstract] | ||
Acquisition of Intangibles | $ 15,374 | |
Legal fee and other professionals | 457,276 | 360,132 |
Wages and employee reimbursement | 290,079 | 412,824 |
Suppliers | 1,379,971 | 195,655 |
Accruals | 173,086 | 145,908 |
Total | $ 2,300,412 | $ 1,129,893 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Oct. 27, 2020 | Aug. 04, 2020 | |
Convertible Notes Payable (Details) [Line Items] | |||
conversional price | $ 2 | $ 1.81 | |
Exchange share payment | $ 620 | ||
ILIAD Research and Trading L.P. [Member] | Note Purchase Agreement [Member] | |||
Convertible Notes Payable (Details) [Line Items] | |||
Interest rate | 8.00% | ||
conversional price | $ 3 | ||
Shares, issued | 2,426,980 |
Convertible Notes Payable (De_2
Convertible Notes Payable (Details) - Schedule of convertible debt - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of convertible debt [Abstract] | ||
Beginning | $ 957,990 | |
Addition | 905,392 | 2,077,990 |
Conversion | (700,236) | (1,120,000) |
Balance | $ 1,163,146 | $ 957,990 |
Related Party Transaction (Deta
Related Party Transaction (Details) - Schedule of due to related parties - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 1,905,893 | $ 852,057 |
Yongke Xue [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 496,123 | $ 36,915 |
Relationship | Chairman of the Company | Chairman of the Company |
Note | Loan payable | Loan payable |
Wei Cheng Pan [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 375,485 | |
Relationship | Legal representative of Guangchengji CEO of the Company | |
Note | Loan payable | |
Ming Yi [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 878 | |
Relationship | Chief Financial Officer of the Company | |
Note | Accrued expenses | |
Zhi Yan [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 72,390 | $ 5,734 |
Relationship | General Manager of a subsidiary of the Company | Chief Technology Officer of the Company |
Note | Accrued expenses | Loan payable |
Jing chen [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 408 | $ 231 |
Relationship | Vice president of the Company | Chief Financial Officer of the Company |
Note | Accrued expenses | Accrued expenses |
Johnson Lau [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 12,500 | |
Relationship | Director of the Company | |
Note | Other payables | |
Fuyou Li [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 4,425 | |
Relationship | Director of the Company | |
Note | Other payables | |
Mingjie Zhao [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 11,458 | |
Relationship | Director of the Company | |
Note | Other payables | |
InUnion Chain Ltd. (“INU”) [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 165,084 | $ 180,206 |
Relationship | The Company is a 10% shareholder of INU | The Company is the 10% equity shareholder of INU |
Note | Service fee | Accounts payable |
Shenzhen TianShunDa Equity Investment Fund Management Co., Ltd. [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 337,170 | $ 315,358 |
Relationship | Shaanxi Fu Chen holds 70% interest of TianShunDa | Holds 26.36% of equity shares of SkyPeople China |
Note | Other payables | Interest free loan* |
Reits (Beijing) Technology Co., Ltd [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 335,186 | |
Relationship | Zhi Yan is the legal representative of this company | |
Note | Acquisition of intangibles upon the full completion of the online platform pursuant to an agreement originally entered between parties before Zhi Yan was the general manager of our subsidiary. | |
Shaanxi Fuju Mining Co., Ltd [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 3,217 | |
Relationship | Shaanxi Fu Chen holds 80% interest of the company | |
Note | Other payables | |
Shaanxi Fu Chen Venture Capital Management Co. Ltd. (“Shaanxi Fu Chen”) [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 91,569 | |
Relationship | Two outside shareholders of the Company are shareholders of Shaanxi Fu Chen | |
Note | Other payables | |
Zeyao Xue [Member] | ||
Related Party Transaction (Details) - Schedule of due to related parties [Line Items] | ||
Loan amount | $ 313,613 | |
Relationship | Son of the Chairman of the Company and a shareholder of the Company Chief Operating Officer of the Company | |
Note | Loan payable |
Related Party Transaction (De_2
Related Party Transaction (Details) - Schedule of due from related parties - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 62,522 | $ 3,337,445 | |
Wealth Index (Beijing) Fund Management Co.Ltd [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 12,136 | ||
Relationship | The Company's CEO is the legal representative of this Company | ||
Note | [1] | Interest free loan* | |
Shanchun Huang [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 4,491 | ||
Relationship | Chief Executive Officer of the Company | ||
Note | [1] | Interest free loan* | |
Kai Xu [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 12,395 | $ 13,428 | |
Relationship | Deputy General Manager of a subsidiary of the Company | Shareholder of Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. | |
Note | [1] | Interest free loan* | Interest free loan* |
Zeyao Xue [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 33,305 | $ 2,867 | |
Relationship | Son of the Chairman of the Company and a major shareholder of the Company | Son of the chairman of the Company and a shareholder of the Company | |
Note | [1] | Interest free loan* | Interest free loan* |
Shaanxi Chunlv Ecological Agriculture Co. Ltd. [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 195 | $ 3,258,643 | |
Relationship | Shaanxi Fu Chen Venture Capital Management Co. Ltd. holds 80% interest of the company | Holds 20.0% interest in CCM logistics | |
Note | [1] | Interest free loan* | Interest free loan* |
Quangoutong Commercial Holdings (Xi’an) Co., Ltd [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 22,935 | ||
Relationship | Shaanxi Fullmart Convenient Chain Supermarket Co., Ltd. ("Fullmart") holds 16.67% equity of its subsidiary. The subsidiary is 83.33% owned by Quangoutong | ||
Note | [1] | Service fee* | |
Shaanxi Quangou Convenient Island Co. Ltd. [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 23,817 | ||
Relationship | Fullmart holds 33.33% its equity | ||
Note | [1] | Interest free loan* | |
Yongke Xue [Member] | |||
Related Party Transaction (Details) - Schedule of due from related parties [Line Items] | |||
Loan amount | $ 15,754 | ||
Relationship | Chairman of the Company | ||
Note | [1] | Interest free loan* | |
[1] | The interest free loans have been approved by the Company’s Audit Committee. |
Related Party Transaction (De_3
Related Party Transaction (Details) - Schedule of transactions with related parties | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Related Party Transaction [Line Items] | |
Loan amount | $ 296,015 |
Shaanxi Fu Chen Venture Capital Management Co. Ltd. [Member] | |
Related Party Transaction [Line Items] | |
Loan amount | $ 296,015 |
Relationship | The Company's CEO is the legal representative of this Company |
Note | Service fee |
Income Tax (Details)
Income Tax (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 0 | 0 |
Income tax, description | Effective on January 1, 2008, the PRC Enterprise Income Tax Law, EIT Law, and Implementing Rules imposed a unified enterprise income tax rate of 25% on all domestic-invested enterprises and foreign-invested enterprises in the PRC, unless they qualify under certain limited exceptions. All of the Companies’ Chinese subsidiaries were subject to an enterprise income tax rate of 25%. |
Long-Term Investment (Details)
Long-Term Investment (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2020 | Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |||
Impairment loss | $ 2.75 | ||
Percentage of equity investment | 10.00% | ||
Write down the remaining carrying value | $ 12.25 |
Share Based Compensation (Detai
Share Based Compensation (Details) - USD ($) | Dec. 28, 2020 | Jan. 25, 2021 | Feb. 23, 2020 | Jan. 25, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 02, 2020 | Nov. 02, 2020 | Oct. 27, 2020 | Feb. 26, 2020 |
Share Based Compensation (Details) [Line Items] | ||||||||||
Recorded expense (in Dollars) | $ 5,940,000 | |||||||||
Consulting fee (in Dollars) | $ 3,000,000 | |||||||||
Restricted shares | 3,750,000 | |||||||||
Common stock price per share (in Dollars per share) | $ 0.794 | $ 1.84 | $ 1.87 | |||||||
Consulting service agreement, description | On February 23, 2020, the Company issued the Consultant Shares pursuant to the Agreement, of which 1,500,000 shares were released to the Consultant immediately, 1,125,000 and 1,125,000 shares, respectively, will be held by the Company and released to the Consultant on January 25, 2021 and January 25, 2022 if this Agreement has not been terminated and there has been no breach of the Agreement by the Consultant at such time. | |||||||||
Stock related compensation expenses (in Dollars) | $ 1,190,000 | |||||||||
Issued upon shares related to consultant | 1,500,000 | |||||||||
Stock related compensation (in Dollars) | $ 7,131,000 | $ 703,300 | ||||||||
Subsequent Event [Member] | ||||||||||
Share Based Compensation (Details) [Line Items] | ||||||||||
Consultant shares | 1,125,000 | |||||||||
2019 Omnibus Equity Plan [Member] | ||||||||||
Share Based Compensation (Details) [Line Items] | ||||||||||
Employees shares of common stock | 3,000,000 | |||||||||
issuance of shares of common stock | 3,000,000 | |||||||||
Closing price of stock | $1.98 | |||||||||
2020 Omnibus Equity Plan [Member] | ||||||||||
Share Based Compensation (Details) [Line Items] | ||||||||||
Employees shares of common stock | 5,000,000 | |||||||||
Consulting Service Agreement [Member] | ||||||||||
Share Based Compensation (Details) [Line Items] | ||||||||||
Stock closing price (in Dollars per share) | $ 0.794 | |||||||||
Stock related compensation (in Dollars) | $ 1,790,000 | |||||||||
Stock related compensation shares | 2,250,000 |
Common Stock (Details)
Common Stock (Details) - USD ($) | Aug. 07, 2020 | Aug. 04, 2020 | Jun. 10, 2020 | Mar. 11, 2020 | Jan. 15, 2020 | Jan. 06, 2020 | Dec. 24, 2020 | Dec. 02, 2020 | Nov. 02, 2020 | Oct. 27, 2020 | Sep. 24, 2020 | Sep. 16, 2020 | Jul. 28, 2020 | Jun. 30, 2020 | Jun. 16, 2020 | Apr. 17, 2020 | Jan. 31, 2020 | Dec. 31, 2020 | Jul. 31, 2020 | Mar. 26, 2019 |
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Convertible promissory note | $ 1,070,000 | |||||||||||||||||||
Common stock shares, issued (in Shares) | 2,740,883 | |||||||||||||||||||
Shares issued (in Shares) | 556,497 | 167,034 | ||||||||||||||||||
Original principal amount | $ 4,960,000 | |||||||||||||||||||
Total loss | $ 616,476 | |||||||||||||||||||
Debt owed amount | $ 4,960,000 | $ 320,000 | ||||||||||||||||||
Aggregate of shares issued (in Shares) | 2,740,883 | 160,000 | 4,210,530 | |||||||||||||||||
Shares price (in Dollars per share) | $ 1.81 | $ 2 | ||||||||||||||||||
Closing price of stock (in Dollars per share) | $ 2.52 | $ 2.23 | ||||||||||||||||||
Other expenses | $ 1,950,000 | $ 36,800 | ||||||||||||||||||
Purchase price of per share (in Dollars per share) | $ 1.84 | $ 1.87 | $ 0.794 | |||||||||||||||||
Aggregate offering price | $ 1,023,950 | $ 312,352 | ||||||||||||||||||
Underwriting discounts and commissions | $ 7,338,499 | |||||||||||||||||||
Placement Agent Warrant [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Exercise price (in Dollars per share) | $ 2.375 | |||||||||||||||||||
Number of common stock purchase by warrant (in Shares) | 210,526 | |||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Number of shares added to total (in Shares) | 700,235 | |||||||||||||||||||
Exchange Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Common stock shares, issued (in Shares) | 933,647 | |||||||||||||||||||
Eighth Exchange Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Secured Convertible Promissory Note | $ 145,000 | |||||||||||||||||||
Shares issued (in Shares) | 193,333 | |||||||||||||||||||
Ninth Exchange Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Common stock shares, issued (in Shares) | 186,666 | |||||||||||||||||||
Original principal amount | $ 140,000 | |||||||||||||||||||
Tenth Exchange Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Common stock shares, issued (in Shares) | 200,000 | |||||||||||||||||||
Original principal amount | $ 150,000 | |||||||||||||||||||
Eleventh Exchange Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Common stock shares, issued (in Shares) | 205,000 | |||||||||||||||||||
Original principal amount | $ 153,750 | |||||||||||||||||||
Twelfth Exchange Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Common stock shares, issued (in Shares) | 148,648 | |||||||||||||||||||
Original principal amount | $ 111,486 | |||||||||||||||||||
Standstill Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Original principal amount | $ 1,060,000 | |||||||||||||||||||
Outstanding balance | $ 1,209,636 | |||||||||||||||||||
Securities Purchase Agreement [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Common stock shares, issued (in Shares) | 4,210,530 | |||||||||||||||||||
Purchase price of per share (in Dollars per share) | $ 1.90 | |||||||||||||||||||
Aggregate units (in Shares) | 4,210,530 | |||||||||||||||||||
Aggregate gross proceeds | $ 8,000,007 | |||||||||||||||||||
Aggregate of common stock | $ 4,210,530 | |||||||||||||||||||
Exercise price (in Dollars per share) | $ 2.15 | |||||||||||||||||||
Warrant term | 5 years | |||||||||||||||||||
Securities Purchase Agreement [Member] | Qun Xie [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Shares issued (in Shares) | 500,000 | 500,000 | ||||||||||||||||||
Purchase price of per share (in Dollars per share) | $ 1 | |||||||||||||||||||
Aggregate offering price | $ 500,000 | $ 500,000 | ||||||||||||||||||
Securities Purchase Agreement [Member] | Houwu Huang [Member] | ||||||||||||||||||||
Common Stock (Details) [Line Items] | ||||||||||||||||||||
Shares issued (in Shares) | 224,599 | 224,599 | ||||||||||||||||||
Purchase price of per share (in Dollars per share) | $ 1.87 | |||||||||||||||||||
Aggregate offering price | $ 420,000 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) | 1 Months Ended | |
Sep. 18, 2019 | Oct. 31, 2020 | |
Discontinued Operations (Textual) | ||
Discontinued operation, description | Pursuant to the terms of the Agreement, the Buyer purchased 100% ownership of HeDeTang Holdings (HK) Ltd. (“HeDeTang HK”) from SkyPeople Foods, which value is primarily derived from HeDeTang HK’s wholly-owned subsidiary HeDeJiaChuan Holdings Co., Ltd. and 73.41% owned subsidiary SkyPeople Juice Group Co., Ltd., for a total price of RMB 600,000 (approximately $85,714) (the “Sale Transaction”). The Sale Transaction was closed on February 27, 2020. In accordance with ASC Topic 205, Presentation of Financial Statement Discontinued Operations (“ASC Topic 205”), the Company presented the operation results from HeDeTang HK’s and subsidiaries as a discontinued operation, as the Company believed that no continued cash flow would be generated by the discontinued component and that the Company would have no significant continuing involvement in the operations of the discontinued component. The total assets of HeDeTang HK were $106.85 million as of February 27, 2020 and the total liabilities of HeDeTang HK were $231.21 million as of February 27, 2020, resulting in a gain on disposal of $99.87 million. There was no income or loss from HeDeTang HK from January 1, 2020 to the sale. | |
Board of directors [Member] | ||
Discontinued Operations (Textual) | ||
Disposal gain | $ 181,741 | |
Board of Directors One [Member] | ||
Discontinued Operations (Textual) | ||
Disposal gain | $ 18,191,960 |
Discontinued Operations (Deta_2
Discontinued Operations (Details) - Schedule of loss from discontinued operations - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of loss from discontinued operations [Abstract] | ||
REVENUES | $ 344,250 | |
COST OF SALES | 316,162 | |
GROSS PROFIT | 28,088 | |
OPERATING EXPENSES: | ||
General and administrative | 274,370 | 5,476,173 |
Selling expenses | 231,519 | |
Bad debt expenses | 202,679 | 3,101,859 |
Total | 477,049 | 8,809,551 |
OTHER INCOME (EXPENSE) | ||
Interest income | 189 | 209 |
Interest expense | (7,300,188) | |
other income (expenses) | (1,197) | 116,917 |
Total | (1,008) | (7,183,062) |
Loss from discontinued operations before income tax | (478,057) | (15,964,525) |
Income tax provision | ||
Loss from discontinued operation before noncontrolling interest | (478,057) | (15,964,525) |
Gain on disposal of discontinued operations | 145 | |
Less: Net loss attributable to non-controlling interests | (1,681,739) | |
LOSS FROM DISCONTINUED OPERATION | $ (477,912) | $ (14,282,786) |
Discontinued Operations (Deta_3
Discontinued Operations (Details) - Schedule of assets and liabilities related to discontinued operations - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of assets and liabilities related to discontinued operations [Abstract] | ||
Cash | $ 2,985 | $ 471,536 |
Accounts receivable | 11,720 | |
Other receivables | 1,861 | |
Inventory | 454,269 | |
Advances to suppliers and other current assets | 167,831 | |
Property and equipment, net | 1,176,163 | |
Right of use assets | 57,571,254 | |
Intangible assets, net | 20,619,588 | |
Amount due from related parties | 32,097 | 18,054,736 |
Total assets related to discontinued operations | 35,082 | 98,528,958 |
Accounts payable | 2,156,219 | |
Accrued expenses | 431,011 | 84,567,693 |
Advances from customers | 983,472 | |
Short-term bank loans | 37,245,139 | |
Lease liabilities | 60,613,970 | |
Amount due from related parties | 434,557 | 14,768,360 |
Total liabilities related to discontinued operations | $ 865,568 | $ 200,334,853 |
Segment Reporting (Details)
Segment Reporting (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Number of segments | 4 |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of segment gross profit reportable segment - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Reportable segment revenue | $ 371,489 | $ 1,317,707 |
Inter-segment loss | 833 | 376,591 |
Revenue from external customers | 370,656 | 941,117 |
Segment gross profit | 335,370 | 449,989 |
CCM Shopping Mall Membership [Member] | ||
Segment Reporting Information [Line Items] | ||
Reportable segment revenue | 338,288 | 541,740 |
Inter-segment loss | ||
Revenue from external customers | 338,288 | 541,740 |
Segment gross profit | 333,971 | 400,282 |
Sales of Goods [Member] | ||
Segment Reporting Information [Line Items] | ||
Reportable segment revenue | 9,991 | 371,623 |
Inter-segment loss | 833 | |
Revenue from external customers | 9,159 | 371,623 |
Segment gross profit | 1,668 | 48,243 |
Others [Member] | ||
Segment Reporting Information [Line Items] | ||
Reportable segment revenue | 23,210 | 404,344 |
Inter-segment loss | 376,591 | |
Revenue from external customers | 23,210 | 27,754 |
Segment gross profit | $ (269) | $ 1,465 |
Commitments and Contingencies (
Commitments and Contingencies (Details) ¥ in Thousands, $ in Thousands | Apr. 11, 2019CNY (¥) | Oct. 08, 2018USD ($) | Oct. 08, 2018CNY (¥) | Sep. 05, 2018 | Aug. 10, 2017USD ($) | Aug. 10, 2017CNY (¥) | May 04, 2015USD ($) | May 04, 2015CNY (¥) | Dec. 26, 2019 | Mar. 21, 2018USD ($) | Mar. 21, 2018CNY (¥) | Dec. 31, 2017 | Oct. 31, 2017 | Aug. 31, 2017USD ($) | Aug. 31, 2017CNY (¥) | Jul. 31, 2017 | Dec. 19, 2016 | Mar. 31, 2016 | Jan. 31, 2016 | Dec. 23, 2015USD ($) | Dec. 23, 2015CNY (¥) | Apr. 30, 2015USD ($) | Apr. 30, 2015CNY (¥) | Jul. 31, 2014 | Sep. 30, 2018USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019 | Jun. 30, 2018USD ($) | Jun. 30, 2018CNY (¥) | Mar. 02, 2018USD ($) | Mar. 02, 2018CNY (¥) | Aug. 31, 2017CNY (¥) | May 09, 2016USD ($) | May 09, 2016CNY (¥) | Jun. 29, 2015USD ($) | Jun. 29, 2015CNY (¥) | Apr. 30, 2015CNY (¥) |
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Action taken by court under litigation, description | On December 26, 2019, Yanta District Court of Xi’an City (the “Court”) ordered SkyPeople China to pay Shaanxi Overseas Investment the preferred share redemption amount of RMB 5 million plus penalty which is calculated based upon the RMB 5 million at a rate of 24% a year. The Court also ruled that Shaanxi Overseas Investment may sell the pledged shares owned by Shenzhen Tianshun Da as the repayment for SkyPeople China and Hongkong Xue shall also assume the repayment obligation as guarantor. | the Huludao Court accepted the case. The Company has been disputing the interest rate of the loan with Suizhong Branch, and has not repaid the loan to date. Wonder Fruit believes that the interest charged by Suizhong Branch is 100.00% higher than the base rate set by People’s Bank of China and is not consistent with the China People’s Bank’s base interest and floating rate. The Huludao Court has seized land use rights, buildings and equipment of Wonder Fruit that were pledged as guarantee for the loan and organized two auction sales for these assets in January and February of 2018, but both auction sales were unsuccessful in finding a buyer. On July 19, 2018, the Court issued a verdict ordering Huludao Wonder to transfer its land use rights, building, equipment, electronic and transportation assets to Zuizhong Branch as payment of the outstanding principal, auction and evaluation fees and some interest of the loan for RMB 42.64 million (approximately $6.22 million). As of February 27, 2020, there was RMB 11.95 million (approximately $1.74 million) in interest on the loan unpaid. | |||||||||||||||||||||||||||||||||||
Lessees repayment | $ 7,270 | ¥ 50,000 | |||||||||||||||||||||||||||||||||||
Property compensate for debt | $ 1,780 | ¥ 12,210 | |||||||||||||||||||||||||||||||||||
Payments to Suppliers | $ 5,800 | ¥ 39,600 | |||||||||||||||||||||||||||||||||||
Lawsuit expenses and liability (in Dollars) | $ | $ 5,800 | $ 5,800 | |||||||||||||||||||||||||||||||||||
Construction and decoration fee, description | Shaanxi Guoweimei Kiwi Deep Processing Co. Ltd (“Guoweimei”), entered into a construction agreement with Shaanxi Fangyuan construction co., Ltd. (“Fangyuan”) in July 2013. On October 8, 2018, Fangyuan filed a lawsuit and requested that Guoweimei pay a project construction fee plus penalty of RMB 56.32 million (approximately $8.22 million). On June 10, 2019, Baoji Intermediate People’s Court issued a verdict that Guoweimei just pay RMB 41.58 million (approximately $6.07 million) plus penalty to Fangyuan, and Fangyuan will enjoy preferential right for the projects in processing zone of National Wholesale and Trading Center in Mei County for Kiwi Fruits developed by Guoweimei. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Zhongkun Construction Co., Ltd. In May 2015, Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. (“Hedetang”) and Shaanxi Zhongkun Construction Co., Ltd. (“Zhongkun”) entered into a construction and decoration agreement. On September 5, 2018, Zhongkun filed the lawsuit with Mei County People’s Court (the “Court”) for repayment of construction and decoration fees. The Court issued a civil judgement in November 2018, ordering Hedetang to pay project funds of RMB 1.65 million (approximately $0.24 million) to Zhongkun, plus interest. On April 19, 2020, the Court issued a verdict to terminate the enforcement because assets of Hedetang had already been seized by Xi’an Yanta District People’s Court and Baoji Intermediate People’s Court, and there were no other assets for enforcement. Currently the Company is still liable for the unpaid amount and the interest. Legal case with Xi’an Shanmei Food Co. Ltd. On October 31, 2017, Xi’an Shanmei Food Co. Ltd. filed a lawsuit against Shaanxi Qiyiwangguo, a majority-owned subsidiary of the Company, with Zhouzhi County People’s Court in connection with a Land Lease Agreement entered into by the parties on October 1, 2013. On March 2, 2018, Zhouzhi County People’s Court issued a verdict that: (i) the Land Lease Agreement was thereby terminated; (ii) Shaanxi Qiyiwangguo shall pay Xi’an Shanmei the outstanding leasing fee RMB 0.21 million (approximately $0.03 million) and (iii) Shaanxi Qiyiwangguo shall return the 29.30 mu industrial use land to Xi’an Shanmei. Shaanxi Qiyiwangguo appealed the decision to the Xi’an Intermediate People’s Court on the basis that: (x) the land use right was a capital contribution by Xi’an Shanmei for a shareholder of Shaanxi Qiyiwangguo who is also the sole shareholder of Xi’an Shanmei and the Land Lease Agreement was invalid and has no legal effect; (y) Zhouzhi Court did not schedule the hearing for the count claims filed by Shaanxi Qiyiwangguo; and (z) Zhouzhi Court violated certain civil procedures during the trial of the case. Due to the late notice to Zhouzhi Court, the case file was not timely transferred to Xi’an Intermediate Court and no appeal hearing was scheduled. Zhouzhi Court has issued verdict for enforcement procedure and Qiyiwangguo has filed petition of disagreement for the enforcement which is still under Zhouzhi Court’s review. On January 23, 2019, the Court rejected the petition of disagreement and the case has been under enforcement procedure. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Nanjing Bailuotong Logistics Services Co., Ltd. In January 2016 Shaanxi Qiyiwangguo Modern Organic Agriculture Co., Ltd (“Shaanxi Qiyiwangguo”) and Nanjing Bailuotong Logistics Services Co., Ltd (“Bailutong”) entered into a transportation agreement to ship fruit juices. Bailutong failed to deliver the juice products and held them after their expiration date. Shaanxi Qiyiwangguo filed a lawsuit against Bailutong with Zhouzhi county People’s Court, and the Court issue the verdict in February 2018 that: (1) the transportation contract between Shaanxi Qiyiwangguo and Bailutong was terminated; and (2) Bailutong owed RMB 0.20 million (approximately $0.03 million) to Qiyiwangguo for the loss of Shaanxi Qiyiwangguo. Bailutong appealed the case to Xi’an Intermediate People’s Court. Xi’an Intermediate People’s Court rejected the appeal and upheld the original verdict. As of the date of this report, Shaanxi Qiyiwangguo has not received the payment of RMB0.20 million from Bailutong. Legal case with Henan Huaxing Glass Co., Ltd. Qiyiwangguo entered into an agreement with Henan Huaxing Glass Co., Ltd. (“Huaxing”) in May 2014 for Huaxing to supply glass bottles to Qiyiwangguo. However, due to the disputes regarding the quality of products supplied by Huaxing, Qiyiwangguo did not pay the prices for certain glass bottles. In August 2017, Huaxing filed a lawsuit and the court ruled Shaanxi Qiyiwangguo was required to pay Huaxing RMB 203,742 (approximately $29,743) in July 2018. During the enforcement process, the parties reached a settlement agreement but Shaanxi Qiyiwangguo failed to pay the amount due and now the case is still in the court enforcement process. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Huludao Banking Co. Ltd. In September 2016, the Suizhong Branch of Huludao Banking Co. Ltd. (“Suizhong Branch”) filed a lawsuit with Huludao Intermediate People’s Court (the “Huludao Court”) against the Company’s indirectly wholly-owned subsidiary Huludao Wonder Fruit Co., Ltd. (“Wonder Fruit”) and requested that Wonder Fruit repay a RMB 40 million (approximately $5.81 million) bank loan, plus interest. The loan became due on its maturity date of December 9, 2016. On December 19, 2016, the Huludao Court accepted the case. The Company has been disputing the interest rate of the loan with Suizhong Branch, and has not repaid the loan to date. Wonder Fruit believes that the interest charged by Suizhong Branch is 100.00% higher than the base rate set by People’s Bank of China and is not consistent with the China People’s Bank’s base interest and floating rate. The Huludao Court has seized land use rights, buildings and equipment of Wonder Fruit that were pledged as guarantee for the loan and organized two auction sales for these assets in January and February of 2018, but both auction sales were unsuccessful in finding a buyer. On July 19, 2018, the Court issued a verdict ordering Huludao Wonder to transfer its land use rights, building, equipment, electronic and transportation assets to Zuizhong Branch as payment of the outstanding principal, auction and evaluation fees and some interest of the loan for RMB 42.64 million (approximately $6.22 million). As of February 27, 2020, there was RMB 11.95 million (approximately $1.74 million) in interest on the loan unpaid. Huludao Wonder was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Andrew Chien In September 2017, Andrew Chien, a former consultant of SkyPeople China, brought a lawsuit against the Company and Mr. Hongke Xue in the District Court of Connecticut (the “Court”). The complaint was not properly served and the Company learned of the litigation in December 2017. In the complaint, Mr. Chien made several claims, most of which attempt to hold the Company liable under novel legal theories that relate back to an alleged breach of a consulting agreement between SkyPeople China and Chien from August 2006. Mr. Chien claimed approximately $257,000 damages and interest plus 2.00% of the Company’s then-outstanding shares. Mr. Chien has as-yet unsuccessfully attempted to sue the Company on the breach of the same consulting agreement several times in the courts of Connecticut and New York, and these cases have been dismissed. The Company has filed a motion to dismiss (“MTD”) and all proceedings are stayed pending determination of the MTD. On August 31, 2018, the Court granted our MTD. On September 10, 2018, Mr. Chien filed a motion for reconsideration. On September 28, 2018, the Court denied Mr. Chien’s motion for reconsideration. On October 26, 2018, Mr. Chien appealed the case to the United States Court of Appeals for the Second Circuit. The Court of Appeals affirmed the trial court’s dismissal of the action on January 22, 2020, and denied Mr. Chien’s petition for en banc rehearing on March 27, 2020. Mr. Chien’s time to pursue a discretionary appeal to the Supreme Court of the United States has lapsed and the case is closed. Legal case with Luwei In 2018, Mr. Luwei, an individual, filed a claim for arbitration against SkyPeople China in Xi’an Arbitration Commission for breach of contract pursuant to a new share purchase agreement and a share redemption agreement. On April, 11, 2019, Xi’an Arbitration Commission made its decision and ordered SkyPeople China to repay RMB 3 million investment to Luwei. Mr. Luwei applied with Intermediate Court of Xi’an (the “Court”) for enforcement of the arbitration award which process was terminated by the Court due to no assets for enforcement. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Overseas Investment Development Corp. In November 2019, Shaanxi Overseas Investment Development Corp (“Shaanxi Overseas Investment”) filed a lawsuit against SkyPeople China, Hongke Xue and Shenzhen Tian Shun Da Equity Investment Fund Management Co., Ltd. (“Shenzhen Tian Shun Da”) pursuant to an investment agreement entered in March, 2016. According to the agreement, Shaanxi Overseas Investment agreed to invest RMB 5 million for the preferred shares of SkyPeople China with an annual interest rate of 2.38%. Shenzhen Tian Shun Da pledged 1.17% of the shares SkyPeople China that it owned and Hongke Xue provided guarantee for the performance of agreement by SkyPeople China. SkyPeople China failed to make the interests payment and Shaanxi Overseas Investment filed the lawsuit for breach of agreement. On December 26, 2019, Yanta District Court of Xi’an City (the “Court”) ordered SkyPeople China to pay Shaanxi Overseas Investment the preferred share redemption amount of RMB 5 million plus penalty which is calculated based upon the RMB 5 million at a rate of 24% a year. The Court also ruled that Shaanxi Overseas Investment may sell the pledged shares owned by Shenzhen Tianshun Da as the repayment for SkyPeople China and Hongkong Xue shall also assume the repayment obligation as guarantor. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Wanyuan Construction Co., Ltd. On July 2017, Shaanxi Wanyuan Construction Co., Ltd. (“Wanyuan”) filed a lawsuit with Shaanxi Baoji Municipal Intermediate People’s Court (the “Baoji Court”) against Guoweimei for repayment of construction and decoration costs of RMB 55.07 million pursuant to a Construction and Decoration Agreement entered by the parties in May 2017. In July, 2019, the Baoji Court ordered Guoweimei to pay construction and decoration costs of RMB 55.07 million (approximately $7.98 million) to Wanyuan, plus interest. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. | ||||||||||||||||||||||||||||||||||||
Lessee, Operating Lease, Liability, to be Paid, Year One | $ 30 | ¥ 210 | |||||||||||||||||||||||||||||||||||
Litigation, description | In August 2017, Huaxing filed a lawsuit and the court ruled Shaanxi Qiyiwangguo was required to pay Huaxing RMB 203,742 (approximately $29,743) in July 2018. | In August 2017, Huaxing filed a lawsuit and the court ruled Shaanxi Qiyiwangguo was required to pay Huaxing RMB 203,742 (approximately $29,743) in July 2018. | Shaanxi Qiyiwangguo filed a lawsuit against Bailutong with Zhouzhi county People’s Court, and the Court issue the verdict in February 2018 that: (1) the transportation contract between Shaanxi Qiyiwangguo and Bailutong was terminated; and (2) Bailutong owed RMB 0.20 million (approximately $0.03 million) to Qiyiwangguo for the loss of Shaanxi Qiyiwangguo. Bailutong appealed the case to Xi’an Intermediate People’s Court. Xi’an Intermediate People’s Court rejected the appeal and upheld the original verdict. As of the date of this report, Shaanxi Qiyiwangguo has not received the payment of RMB0.20 million from Bailutong. | ||||||||||||||||||||||||||||||||||
Repay the loan | ¥ 3,000 | ||||||||||||||||||||||||||||||||||||
Investment Development, description | According to the agreement, Shaanxi Overseas Investment agreed to invest RMB 5 million for the preferred shares of SkyPeople China with an annual interest rate of 2.38%. Shenzhen Tian Shun Da pledged 1.17% of the shares SkyPeople China that it owned and Hongke Xue provided guarantee for the performance of agreement by SkyPeople China. SkyPeople China failed to make the interests payment and Shaanxi Overseas Investment filed the lawsuit for breach of agreement. | ||||||||||||||||||||||||||||||||||||
Purchase suppliers percentage | 10.00% | ||||||||||||||||||||||||||||||||||||
Sales [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Concentration rish, percentage | 10.00% | 10.00% | |||||||||||||||||||||||||||||||||||
China Construction Bank [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Loan borrowed | $ 3,500 | ¥ 22,900 | |||||||||||||||||||||||||||||||||||
Repayments of debt | $ 4,590 | ¥ 30,000 | |||||||||||||||||||||||||||||||||||
Action taken by court under litigation, description | The Court has seized certain parking space and land use rights pledged by Xiujun Wang and Boai and sold the land use right pledged by Boai in auction for approximately RMB 24,835,790 as repayment to China Construction Bank. The Court also seized certain land use rights pledged by Yingkou Trusty Fruits Co., Ltd., but the auction sale for those rights was not successful. As of December 31, 2020, SkyPeople China still owe the unpaid amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. On May 9, 2016, SkyPeople China entered into loan agreements with China Construction Bank. Pursuant to the loan agreements, SkyPeople China borrowed RMB 22.9 million (approximately $3.50 million) from China Construction Bank. Shaanxi Province Credit Reassurance Company (“Credit Reassurance Company”) provided a guarantee to China Construction Bank for the loan, Hongke Xue and Yongke Xue provided their guarantees, and SkyPeople China provided an office space that it owned to Credit Reassurance Company as a pledge. SkyPeople China has not repaid the loan and Credit Reassurance Company repaid the loan for SkyPeople China. In June 2017, Credit Reassurance filed an enforcement action request with Xi’an Intermediate People’s Court (the “Court”) in June 2017. In December 2017, SkyPeople China received the enforcement notice from the Court. The Court issued a verdict to seize the office space of SkyPeople China for auction sale on December 26, 2017. In February 2018, the auction sale was conducted but not successful. In June 2018, the Court decided to use the pledge property as the repayment for the outstanding loan of RMB 12.21 million (approximately $1.78 million). The Company has transferred the ownership of the pledge property to China Construction Bank and the assets were written off. Legal case with China Cinda Asset Management Co., Ltd In April 2015, China Cinda Asset Management Co., Ltd. Shaanxi Branch (“Cinda Shaanxi Branch”) filed two enforcement proceedings with Xi’an Intermediate People’s Court (the “Court”) against SkyPeople China for alleged defaults pursuant to guarantees by the SkyPeople China to its suppliers for a total amount of RMB 39.60 million or approximately $5.80 million. In September 2014, two long term suppliers of pear, mulberry, and kiwi fruits to the SkyPeople China requested that SkyPeople China provide guarantees for their loans with Cinda Shaanxi Branch. Considering the long term business relationship and to ensure the timely supply of raw materials, the SkyPeople China agreed to provide guarantees on the value of the raw materials supplied to the SkyPeople China. Because Cinda Shaanxi Branch is not a bank authorized to provide loans, it eventually provided financing to the two suppliers through the purchase of accounts receivables of the two suppliers with the SkyPeople China. In July 2014, the parties entered into two agreements – an Accounts Receivables Purchase and Debt Restructure Agreement, and Guarantee Agreements for Accounts Receivables Purchase and Debt Restructure. Pursuant to the agreements, Cinda Shaanxi Branch agreed to provide a RMB 100 million credit line on a rolling basis to the two suppliers and SkyPeople China agreed to pay its accounts payables to the two suppliers directly to Cinda Shaanxi Branch and provided guarantees for the two suppliers. In April 2015, Cinda Shaanxi Branch stopped providing financing to the two suppliers and the two suppliers were unable to continue the supply of raw materials to the SkyPeople China. Consequently, the SkyPeople China stopped making any payment to Cinda Shaanxi Branch. The SkyPeople China has responded to the Court and taken the position that the financings under the agreements are essentially the loans from Cinda Shaanxi Branch to the two suppliers, and because Cinda Shaanxi Branch does not have permits to make loans in China, the agreements are invalid, void and had no legal effect from the beginning. Therefore, SkyPeople China has no obligation to repay the debts owed by the two suppliers to Cinda Shaanxi Branch. Upon the Court’s suggestion, the parties agreed to a settlement discussion in April 2017. As a part of the settlement discussion, on April 18, 2017, SkyPeople China withdrew its non-enforcement request from the Court without prejudice. As SkyPeople China may is liable for this loan, SkyPeople China recorded expenses of $5.80 million in the third quarter of 2018 as the result of these two enforcement proceedings. As of February 27, 2020, SkyPeople China still have liability of $5.8 million related with these two enforcement proceedings. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. Legal case with Cinda Capital Financing Co. Ltd In August 2017, Cinda Capital Financing Co. Ltd. (“Cinda”) filed a lawsuit with Beijing 2nd Intermediate People’s Court (the “Beijing Intermediate Court”) against the Company’s indirectly wholly-owned subsidiaries Shaanxi Guoweimei Kiwi Deep Processing Company, Ltd. (“Guoweimei”) and Hedetang Farm Products Trading Market (Mei County) Co., Ltd. (“Trading Market Mei County Co”, and together with Guoweimei, “Lessees”) requested that Lessees repay RMB 50 million (approximately $7.27 million) in capital lease fees, plus interest. Cinda has purchased or paid for refrigerant warehouse and trading hall to the suppliers and vendors and agreed to lease them to the Lessees for a leasing fee of RMB 50 million in December 2016. The capital leasing fee became due on its maturity date of June 2017, with certain land use rights of Lessees in Mei County and equity of Guoweimei as a pledge. The Company has disputed that the land use rights for the refrigerant warehouse and trading hall were never sold to or transferred to Cinda, therefore it is loan agreement and not capital lease agreement among the parties. Lessees have taken the position that Cinda is not a bank and does not have government permits required to make loans in China, and the agreements including pledge agreement were invalid, void and without legal effect from the beginning. Therefore, the lessees only has the obligations to repay principal but not the interest. In November 2017, Beijing Intermediate Court ruled in favor of Cinda and the Lessees appealed the case to the Beijing Supreme Court. The Beijing Supreme Court held a hearing at the end of July 2018. On December 4, 2018, the Beijing Supreme Court upheld the lower court’s decision. On April 8, 2019, Beijing Intermediate Court issued the verdict for enforcement of the judgment and the plaintiff has the priority rights for the repayment for the pledged land use rights of Lessees in Mei County and equity of Guoweimei. The case is under enforcement procedure and Cinda is in the process of sale the land use rights. Before the land use right is sold, the subsidiaries of SkyPeople China still owns the seized properties and the liabilities to Cinda. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. In August 2017, Cinda filed another lawsuit with Beijing Intermediate Court against the Company’s indirectly wholly-owned subsidiaries Guoweimei and SkyPeople China for repayment of leasing fee of RMB 84.97 million (approximately $12.35 million) plus interest. In January 2014, Guoweimei and SkyPeople China (the “Equipment Lessees”) signed an Equipment Financial Lease Purchase Agreement with Cinda and an equipment supplier pursuant to which Cinda would provide funds to purchase equipment and the Equipment Lessees would lease the equipment from Cinda. Guoweimei pledged certain land use rights in Mei County to Cinda and Xi’an Hedetang and Hedetang Holding pledged their equities in Guoweimei to Cinda to secure the repayment. Mr. Hongke Xue also provided a personal guarantee for the payment of the leasing fee. Beijing Intermediate Court had two hearings of the case and on March 21, 2018 it ruled in favor of Cinda to the effect that SkyPeople China and Guoweimei shall pay leasing fees due in the amount of RMB 21.00 million (approximately $3.05 million), as well as leasing fees not yet due in the amount of RMB 63.98 million (approximately $9.30 million), plus attorney’s fees and expenses. Beijing Intermediate Court also ruled that Mr. Hongke Xue is jointly liable for the debt as the guarantor, and that Cinda has priority rights to the pledged land use rights in Mei County and the pledged equities of Guoweimei as well as the ownership of the leasing properties until the leasing fees are paid. SkyPeople China appealed the decision to the Beijing Supreme Court. The Beijing Supreme Court rejected the appeal and upheld the original verdict on September 7, 2018. The case is under enforcement procedure and Cinda is in the process of sale the seized properties. Before they are sold, the subsidiaries of SkyPeople China still owns the seized properties and the liabilities to Cinda. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020 Legal case with Shaanxi Fangtian Decoration Co. Ltd In April 2015, SkyPeople China entered into a loan agreement with (“Fangtian”). Pursuant to the loan agreement, SkyPeople China borrowed RMB 3.50 million (approximately $0.51 million) from Fangtian. SkyPeople China has not repaid the loan and Fangtian filed a lawsuit with Xi’an Yanta District People’s Court (“Yanta District Court”). On August 10, 2017, Yanta District Court ruled against SkyPeople China and determined that SkyPeople China must repay the loan of RMB 3.50 million plus interest RMB of 0.40 million (approximately $0.59 million) Fangtian has requested that the Yanta District Court enter into enforcement procedures for the case. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. The creditors have no recourse to the current Company. Legal case with Shanghai Pudong Development Bank On May 4, 2015, SkyPeople China and Xi’an Branch of Shanghai Pudong Development Bank (SPD Bank Xi’an Branch) renewed a Working Capital Loan Contract and Repayment Schedule, according to which both parties agreed that SPD Bank Xi’an Branch loaned RMB 26.90 million (approximately $3.92 million) to SkyPeople China with a term of one year. On the signing date of the Loan Contract, Hongke Xue, Yongke Xue, Xiujun Wang and SPD Bank Xi’an Branch signed a Contract of Guaranty, guaranteeing the repayment of loan and undertaking joint liability. According to a Mortgage Contract of Maximum Amount signed between SkyPeople China and SPD Bank Xi’an Branch on April 2, 2013, SkyPeople China provided the property and land use rights of Jingyang factory as the pledge. In October 2015, SPD Bank Xi’an Branch filed an enforcement request with the Intermediate Court of Xi’an and the Court seized the property and the land use rights of Jingyang factory. During the enforcement procedure, SPD Bank Xi’an Branch transferred its creditor’s rights to China Huarong Asset Management Co., Ltd. (“China Huarong”). The Court changed the execution applicant to China Huarong. In March 2019, the Intermediate Court of Xi’an issued a verdict for the transfer of the pledged property and land use rights of Jingyang factory to China Huarong as the repayment of the loan. Legal case with Shaanxi Fangyuan Construction Co., Ltd. Shaanxi Guoweimei Kiwi Deep Processing Co. Ltd (“Guoweimei”), entered into a construction agreement with Shaanxi Fangyuan construction co., Ltd. (“Fangyuan”) in July 2013. On October 8, 2018, Fangyuan filed a lawsuit and requested that Guoweimei pay a project construction fee plus penalty of RMB 56.32 million (approximately $8.22 million). On June 10, 2019, Baoji Intermediate People’s Court issued a verdict that Guoweimei just pay RMB 41.58 million (approximately $6.07 million) plus penalty to Fangyuan, and Fangyuan will enjoy preferential right for the projects in processing zone of National Wholesale and Trading Center in Mei County for Kiwi Fruits developed by Guoweimei. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Zhongkun Construction Co., Ltd. In May 2015, Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. (“Hedetang”) and Shaanxi Zhongkun Construction Co., Ltd. (“Zhongkun”) entered into a construction and decoration agreement. On September 5, 2018, Zhongkun filed the lawsuit with Mei County People’s Court (the “Court”) for repayment of construction and decoration fees. The Court issued a civil judgement in November 2018, ordering Hedetang to pay project funds of RMB 1.65 million (approximately $0.24 million) to Zhongkun, plus interest. On April 19, 2020, the Court issued a verdict to terminate the enforcement because assets of Hedetang had already been seized by Xi’an Yanta District People’s Court and Baoji Intermediate People’s Court, and there were no other assets for enforcement. Currently the Company is still liable for the unpaid amount and the interest. Legal case with Xi’an Shanmei Food Co. Ltd. On October 31, 2017, Xi’an Shanmei Food Co. Ltd. filed a lawsuit against Shaanxi Qiyiwangguo, a majority-owned subsidiary of the Company, with Zhouzhi County People’s Court in connection with a Land Lease Agreement entered into by the parties on October 1, 2013. On March 2, 2018, Zhouzhi County People’s Court issued a verdict that: (i) the Land Lease Agreement was thereby terminated; (ii) Shaanxi Qiyiwangguo shall pay Xi’an Shanmei the outstanding leasing fee RMB 0.21 million (approximately $0.03 million) and (iii) Shaanxi Qiyiwangguo shall return the 29.30 mu industrial use land to Xi’an Shanmei. Shaanxi Qiyiwangguo appealed the decision to the Xi’an Intermediate People’s Court on the basis that: (x) the land use right was a capital contribution by Xi’an Shanmei for a shareholder of Shaanxi Qiyiwangguo who is also the sole shareholder of Xi’an Shanmei and the Land Lease Agreement was invalid and has no legal effect; (y) Zhouzhi Court did not schedule the hearing for the count claims filed by Shaanxi Qiyiwangguo; and (z) Zhouzhi Court violated certain civil procedures during the trial of the case. Due to the late notice to Zhouzhi Court, the case file was not timely transferred to Xi’an Intermediate Court and no appeal hearing was scheduled. Zhouzhi Court has issued verdict for enforcement procedure and Qiyiwangguo has filed petition of disagreement for the enforcement which is still under Zhouzhi Court’s review. On January 23, 2019, the Court rejected the petition of disagreement and the case has been under enforcement procedure. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Nanjing Bailuotong Logistics Services Co., Ltd. In January 2016 Shaanxi Qiyiwangguo Modern Organic Agriculture Co., Ltd (“Shaanxi Qiyiwangguo”) and Nanjing Bailuotong Logistics Services Co., Ltd (“Bailutong”) entered into a transportation agreement to ship fruit juices. Bailutong failed to deliver the juice products and held them after their expiration date. Shaanxi Qiyiwangguo filed a lawsuit against Bailutong with Zhouzhi county People’s Court, and the Court issue the verdict in February 2018 that: (1) the transportation contract between Shaanxi Qiyiwangguo and Bailutong was terminated; and (2) Bailutong owed RMB 0.20 million (approximately $0.03 million) to Qiyiwangguo for the loss of Shaanxi Qiyiwangguo. Bailutong appealed the case to Xi’an Intermediate People’s Court. Xi’an Intermediate People’s Court rejected the appeal and upheld the original verdict. As of the date of this report, Shaanxi Qiyiwangguo has not received the payment of RMB0.20 million from Bailutong. Legal case with Henan Huaxing Glass Co., Ltd. Qiyiwangguo entered into an agreement with Henan Huaxing Glass Co., Ltd. (“Huaxing”) in May 2014 for Huaxing to supply glass bottles to Qiyiwangguo. However, due to the disputes regarding the quality of products supplied by Huaxing, Qiyiwangguo did not pay the prices for certain glass bottles. In August 2017, Huaxing filed a lawsuit and the court ruled Shaanxi Qiyiwangguo was required to pay Huaxing RMB 203,742 (approximately $29,743) in July 2018. During the enforcement process, the parties reached a settlement agreement but Shaanxi Qiyiwangguo failed to pay the amount due and now the case is still in the court enforcement process. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Huludao Banking Co. Ltd. In September 2016, the Suizhong Branch of Huludao Banking Co. Ltd. (“Suizhong Branch”) filed a lawsuit with Huludao Intermediate People’s Court (the “Huludao Court”) against the Company’s indirectly wholly-owned subsidiary Huludao Wonder Fruit Co., Ltd. (“Wonder Fruit”) and requested that Wonder Fruit repay a RMB 40 million (approximately $5.81 million) bank loan, plus interest. The loan became due on its maturity date of December 9, 2016. On December 19, 2016, the Huludao Court accepted the case. The Company has been disputing the interest rate of the loan with Suizhong Branch, and has not repaid the loan to date. Wonder Fruit believes that the interest charged by Suizhong Branch is 100.00% higher than the base rate set by People’s Bank of China and is not consistent with the China People’s Bank’s base interest and floating rate. The Huludao Court has seized land use rights, buildings and equipment of Wonder Fruit that were pledged as guarantee for the loan and organized two auction sales for these assets in January and February of 2018, but both auction sales were unsuccessful in finding a buyer. On July 19, 2018, the Court issued a verdict ordering Huludao Wonder to transfer its land use rights, building, equipment, electronic and transportation assets to Zuizhong Branch as payment of the outstanding principal, auction and evaluation fees and some interest of the loan for RMB 42.64 million (approximately $6.22 million). As of February 27, 2020, there was RMB 11.95 million (approximately $1.74 million) in interest on the loan unpaid. Huludao Wonder was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Andrew Chien In September 2017, Andrew Chien, a former consultant of SkyPeople China, brought a lawsuit against the Company and Mr. Hongke Xue in the District Court of Connecticut (the “Court”). The complaint was not properly served and the Company learned of the litigation in December 2017. In the complaint, Mr. Chien made several claims, most of which attempt to hold the Company liable under novel legal theories that relate back to an alleged breach of a consulting agreement between SkyPeople China and Chien from August 2006. Mr. Chien claimed approximately $257,000 damages and interest plus 2.00% of the Company’s then-outstanding shares. Mr. Chien has as-yet unsuccessfully attempted to sue the Company on the breach of the same consulting agreement several times in the courts of Connecticut and New York, and these cases have been dismissed. The Company has filed a motion to dismiss (“MTD”) and all proceedings are stayed pending determination of the MTD. On August 31, 2018, the Court granted our MTD. On September 10, 2018, Mr. Chien filed a motion for reconsideration. On September 28, 2018, the Court denied Mr. Chien’s motion for reconsideration. On October 26, 2018, Mr. Chien appealed the case to the United States Court of Appeals for the Second Circuit. The Court of Appeals affirmed the trial court’s dismissal of the action on January 22, 2020, and denied Mr. Chien’s petition for en banc rehearing on March 27, 2020. Mr. Chien’s time to pursue a discretionary appeal to the Supreme Court of the United States has lapsed and the case is closed. Legal case with Luwei In 2018, Mr. Luwei, an individual, filed a claim for arbitration against SkyPeople China in Xi’an Arbitration Commission for breach of contract pursuant to a new share purchase agreement and a share redemption agreement. On April, 11, 2019, Xi’an Arbitration Commission made its decision and ordered SkyPeople China to repay RMB 3 million investment to Luwei. Mr. Luwei applied with Intermediate Court of Xi’an (the “Court”) for enforcement of the arbitration award which process was terminated by the Court due to no assets for enforcement. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Overseas Investment Development Corp. In November 2019, Shaanxi Overseas Investment Development Corp (“Shaanxi Overseas Investment”) filed a lawsuit against SkyPeople China, Hongke Xue and Shenzhen Tian Shun Da Equity Investment Fund Management Co., Ltd. (“Shenzhen Tian Shun Da”) pursuant to an investment agreement entered in March, 2016. According to the agreement, Shaanxi Overseas Investment agreed to invest RMB 5 million for the preferred shares of SkyPeople China with an annual interest rate of 2.38%. Shenzhen Tian Shun Da pledged 1.17% of the shares SkyPeople China that it owned and Hongke Xue provided guarantee for the performance of agreement by SkyPeople China. SkyPeople China failed to make the interests payment and Shaanxi Overseas Investment filed the lawsuit for breach of agreement. On December 26, 2019, Yanta District Court of Xi’an City (the “Court”) ordered SkyPeople China to pay Shaanxi Overseas Investment the preferred share redemption amount of RMB 5 million plus penalty which is calculated based upon the RMB 5 million at a rate of 24% a year. The Court also ruled that Shaanxi Overseas Investment may sell the pledged shares owned by Shenzhen Tianshun Da as the repayment for SkyPeople China and Hongkong Xue shall also assume the repayment obligation as guarantor. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Wanyuan Construction Co., Ltd. On July 2017, Shaanxi Wanyuan Construction Co., Ltd. (“Wanyuan”) filed a lawsuit with Shaanxi Baoji Municipal Intermediate People’s Court (the “Baoji Court”) against Guoweimei for repayment of construction and decoration costs of RMB 55.07 million pursuant to a Construction and Decoration Agreement entered by the parties in May 2017. In July, 2019, the Baoji Court ordered Guoweimei to pay construction and decoration costs of RMB 55.07 million (approximately $7.98 million) to Wanyuan, plus interest. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. | ||||||||||||||||||||||||||||||||||||
Two Suppliers [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Purchase suppliers percentage | 10.00% | ||||||||||||||||||||||||||||||||||||
Five Top Suppliers [Member] | |||||||||||||||||||||||||||||||||||||
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Purchase suppliers percentage | 100.00% | 14.42% | |||||||||||||||||||||||||||||||||||
Five Large Customers [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Net sale percentage | 9.30% | 15.60% | |||||||||||||||||||||||||||||||||||
Beijing Bank [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Loan borrowed | ¥ 30,000 | ||||||||||||||||||||||||||||||||||||
Purchase Obligation, to be Paid, Year Three (in Dollars) | $ | $ 4,360 | ||||||||||||||||||||||||||||||||||||
SkyPeople China [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Repayments of debt | ¥ 13,900 | ||||||||||||||||||||||||||||||||||||
SkyPeople China [Member] | China Construction Bank [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Repayments of debt | $ | $ 2,130 | ||||||||||||||||||||||||||||||||||||
Cinda Capital Financing Co. Ltd. [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Lessees repayment | ¥ 24,835,790,000 | ||||||||||||||||||||||||||||||||||||
Cinda Shaanxi Branch [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Line of credit, description | Pursuant to the agreements, Cinda Shaanxi Branch agreed to provide a RMB 100 million credit line on a rolling basis to the two suppliers and SkyPeople China agreed to pay its accounts payables to the two suppliers directly to Cinda Shaanxi Branch and provided guarantees for the two suppliers. | ||||||||||||||||||||||||||||||||||||
Shaanxi Guoweimei Kiwi Deep Processing Co., Ltd. [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Action taken by court under litigation, description | Shaanxi Guoweimei Kiwi Deep Processing Co. Ltd (“Guoweimei”), entered into a construction agreement with Shaanxi Fangyuan construction co., Ltd. (“Fangyuan”) in July 2013. On October 8, 2018, Fangyuan filed a lawsuit and requested that Guoweimei pay a project construction fee plus penalty of RMB 56.32 million (approximately $8.22 million). On June 10, 2019, Baoji Intermediate People’s Court issued a verdict that Guoweimei just pay RMB 41.58 million (approximately $6.07 million) plus penalty to Fangyuan, and Fangyuan will enjoy preferential right for the projects in processing zone of National Wholesale and Trading Center in Mei County for Kiwi Fruits developed by Guoweimei. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Zhongkun Construction Co., Ltd. In May 2015, Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. (“Hedetang”) and Shaanxi Zhongkun Construction Co., Ltd. (“Zhongkun”) entered into a construction and decoration agreement. On September 5, 2018, Zhongkun filed the lawsuit with Mei County People’s Court (the “Court”) for repayment of construction and decoration fees. The Court issued a civil judgement in November 2018, ordering Hedetang to pay project funds of RMB 1.65 million (approximately $0.24 million) to Zhongkun, plus interest. On April 19, 2020, the Court issued a verdict to terminate the enforcement because assets of Hedetang had already been seized by Xi’an Yanta District People’s Court and Baoji Intermediate People’s Court, and there were no other assets for enforcement. Currently the Company is still liable for the unpaid amount and the interest. Legal case with Xi’an Shanmei Food Co. Ltd. On October 31, 2017, Xi’an Shanmei Food Co. Ltd. filed a lawsuit against Shaanxi Qiyiwangguo, a majority-owned subsidiary of the Company, with Zhouzhi County People’s Court in connection with a Land Lease Agreement entered into by the parties on October 1, 2013. On March 2, 2018, Zhouzhi County People’s Court issued a verdict that: (i) the Land Lease Agreement was thereby terminated; (ii) Shaanxi Qiyiwangguo shall pay Xi’an Shanmei the outstanding leasing fee RMB 0.21 million (approximately $0.03 million) and (iii) Shaanxi Qiyiwangguo shall return the 29.30 mu industrial use land to Xi’an Shanmei. Shaanxi Qiyiwangguo appealed the decision to the Xi’an Intermediate People’s Court on the basis that: (x) the land use right was a capital contribution by Xi’an Shanmei for a shareholder of Shaanxi Qiyiwangguo who is also the sole shareholder of Xi’an Shanmei and the Land Lease Agreement was invalid and has no legal effect; (y) Zhouzhi Court did not schedule the hearing for the count claims filed by Shaanxi Qiyiwangguo; and (z) Zhouzhi Court violated certain civil procedures during the trial of the case. Due to the late notice to Zhouzhi Court, the case file was not timely transferred to Xi’an Intermediate Court and no appeal hearing was scheduled. Zhouzhi Court has issued verdict for enforcement procedure and Qiyiwangguo has filed petition of disagreement for the enforcement which is still under Zhouzhi Court’s review. On January 23, 2019, the Court rejected the petition of disagreement and the case has been under enforcement procedure. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Nanjing Bailuotong Logistics Services Co., Ltd. In January 2016 Shaanxi Qiyiwangguo Modern Organic Agriculture Co., Ltd (“Shaanxi Qiyiwangguo”) and Nanjing Bailuotong Logistics Services Co., Ltd (“Bailutong”) entered into a transportation agreement to ship fruit juices. Bailutong failed to deliver the juice products and held them after their expiration date. Shaanxi Qiyiwangguo filed a lawsuit against Bailutong with Zhouzhi county People’s Court, and the Court issue the verdict in February 2018 that: (1) the transportation contract between Shaanxi Qiyiwangguo and Bailutong was terminated; and (2) Bailutong owed RMB 0.20 million (approximately $0.03 million) to Qiyiwangguo for the loss of Shaanxi Qiyiwangguo. Bailutong appealed the case to Xi’an Intermediate People’s Court. Xi’an Intermediate People’s Court rejected the appeal and upheld the original verdict. As of the date of this report, Shaanxi Qiyiwangguo has not received the payment of RMB0.20 million from Bailutong. Legal case with Henan Huaxing Glass Co., Ltd. Qiyiwangguo entered into an agreement with Henan Huaxing Glass Co., Ltd. (“Huaxing”) in May 2014 for Huaxing to supply glass bottles to Qiyiwangguo. However, due to the disputes regarding the quality of products supplied by Huaxing, Qiyiwangguo did not pay the prices for certain glass bottles. In August 2017, Huaxing filed a lawsuit and the court ruled Shaanxi Qiyiwangguo was required to pay Huaxing RMB 203,742 (approximately $29,743) in July 2018. During the enforcement process, the parties reached a settlement agreement but Shaanxi Qiyiwangguo failed to pay the amount due and now the case is still in the court enforcement process. As of February 27, 2020, Shaanxi Qiyiwanggu has not repaid the amount. Shaanxi Qiyiwanggu was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Huludao Banking Co. Ltd. In September 2016, the Suizhong Branch of Huludao Banking Co. Ltd. (“Suizhong Branch”) filed a lawsuit with Huludao Intermediate People’s Court (the “Huludao Court”) against the Company’s indirectly wholly-owned subsidiary Huludao Wonder Fruit Co., Ltd. (“Wonder Fruit”) and requested that Wonder Fruit repay a RMB 40 million (approximately $5.81 million) bank loan, plus interest. The loan became due on its maturity date of December 9, 2016. On December 19, 2016, the Huludao Court accepted the case. The Company has been disputing the interest rate of the loan with Suizhong Branch, and has not repaid the loan to date. Wonder Fruit believes that the interest charged by Suizhong Branch is 100.00% higher than the base rate set by People’s Bank of China and is not consistent with the China People’s Bank’s base interest and floating rate. The Huludao Court has seized land use rights, buildings and equipment of Wonder Fruit that were pledged as guarantee for the loan and organized two auction sales for these assets in January and February of 2018, but both auction sales were unsuccessful in finding a buyer. On July 19, 2018, the Court issued a verdict ordering Huludao Wonder to transfer its land use rights, building, equipment, electronic and transportation assets to Zuizhong Branch as payment of the outstanding principal, auction and evaluation fees and some interest of the loan for RMB 42.64 million (approximately $6.22 million). As of February 27, 2020, there was RMB 11.95 million (approximately $1.74 million) in interest on the loan unpaid. Huludao Wonder was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Andrew Chien In September 2017, Andrew Chien, a former consultant of SkyPeople China, brought a lawsuit against the Company and Mr. Hongke Xue in the District Court of Connecticut (the “Court”). The complaint was not properly served and the Company learned of the litigation in December 2017. In the complaint, Mr. Chien made several claims, most of which attempt to hold the Company liable under novel legal theories that relate back to an alleged breach of a consulting agreement between SkyPeople China and Chien from August 2006. Mr. Chien claimed approximately $257,000 damages and interest plus 2.00% of the Company’s then-outstanding shares. Mr. Chien has as-yet unsuccessfully attempted to sue the Company on the breach of the same consulting agreement several times in the courts of Connecticut and New York, and these cases have been dismissed. The Company has filed a motion to dismiss (“MTD”) and all proceedings are stayed pending determination of the MTD. On August 31, 2018, the Court granted our MTD. On September 10, 2018, Mr. Chien filed a motion for reconsideration. On September 28, 2018, the Court denied Mr. Chien’s motion for reconsideration. On October 26, 2018, Mr. Chien appealed the case to the United States Court of Appeals for the Second Circuit. The Court of Appeals affirmed the trial court’s dismissal of the action on January 22, 2020, and denied Mr. Chien’s petition for en banc rehearing on March 27, 2020. Mr. Chien’s time to pursue a discretionary appeal to the Supreme Court of the United States has lapsed and the case is closed. Legal case with Luwei In 2018, Mr. Luwei, an individual, filed a claim for arbitration against SkyPeople China in Xi’an Arbitration Commission for breach of contract pursuant to a new share purchase agreement and a share redemption agreement. On April, 11, 2019, Xi’an Arbitration Commission made its decision and ordered SkyPeople China to repay RMB 3 million investment to Luwei. Mr. Luwei applied with Intermediate Court of Xi’an (the “Court”) for enforcement of the arbitration award which process was terminated by the Court due to no assets for enforcement. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Overseas Investment Development Corp. In November 2019, Shaanxi Overseas Investment Development Corp (“Shaanxi Overseas Investment”) filed a lawsuit against SkyPeople China, Hongke Xue and Shenzhen Tian Shun Da Equity Investment Fund Management Co., Ltd. (“Shenzhen Tian Shun Da”) pursuant to an investment agreement entered in March, 2016. According to the agreement, Shaanxi Overseas Investment agreed to invest RMB 5 million for the preferred shares of SkyPeople China with an annual interest rate of 2.38%. Shenzhen Tian Shun Da pledged 1.17% of the shares SkyPeople China that it owned and Hongke Xue provided guarantee for the performance of agreement by SkyPeople China. SkyPeople China failed to make the interests payment and Shaanxi Overseas Investment filed the lawsuit for breach of agreement. On December 26, 2019, Yanta District Court of Xi’an City (the “Court”) ordered SkyPeople China to pay Shaanxi Overseas Investment the preferred share redemption amount of RMB 5 million plus penalty which is calculated based upon the RMB 5 million at a rate of 24% a year. The Court also ruled that Shaanxi Overseas Investment may sell the pledged shares owned by Shenzhen Tianshun Da as the repayment for SkyPeople China and Hongkong Xue shall also assume the repayment obligation as guarantor. As of February 27, 2020, SkyPeople China has not repaid the amount. SkyPeople China was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. on February 27, 2020. Legal case with Shaanxi Wanyuan Construction Co., Ltd. On July 2017, Shaanxi Wanyuan Construction Co., Ltd. (“Wanyuan”) filed a lawsuit with Shaanxi Baoji Municipal Intermediate People’s Court (the “Baoji Court”) against Guoweimei for repayment of construction and decoration costs of RMB 55.07 million pursuant to a Construction and Decoration Agreement entered by the parties in May 2017. In July, 2019, the Baoji Court ordered Guoweimei to pay construction and decoration costs of RMB 55.07 million (approximately $7.98 million) to Wanyuan, plus interest. As of February 27, 2020, Guoweimei has not repaid the amount. Guoweimei was one of the subsidiaries transferred along with HeDengTang HK to New Continent International Co., Ltd. | ||||||||||||||||||||||||||||||||||||
Project payment with penalty | $ 8,220 | ¥ 56,320 | |||||||||||||||||||||||||||||||||||
Shaanxi Guoweimei Kiwi Deep Processing Co., Ltd. [Member] | SkyPeople China [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Working Capital Loan Repayment | $ 3,920 | ¥ 26,900 | |||||||||||||||||||||||||||||||||||
Cinda Capital Financing Co. Ltd. [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Leasing fees due | ¥ 21,000 | ||||||||||||||||||||||||||||||||||||
Cinda Capital Financing Co. Ltd. [Member] | Shaanxi Guoweimei Kiwi Deep Processing Co., Ltd. [Member] | SkyPeople China [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Leasing fees due | $ | $ 3,050 | ||||||||||||||||||||||||||||||||||||
Cinda Capital Financing Co. Ltd. [Member] | Shaanxi Guoweimei Kiwi Deep Processing Co., Ltd. [Member] | SkyPeople China [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Amount claimed under lawsuit | $ 12,350 | ¥ 84,970 | |||||||||||||||||||||||||||||||||||
Leasing fees not yet due | $ 9,300 | ¥ 63,980 | |||||||||||||||||||||||||||||||||||
Shaanxi Fangtian Decoration Co. Ltd [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Borrowed amount from Fangtian | $ 510 | ¥ 3,500 | |||||||||||||||||||||||||||||||||||
Repayment yuan and interests | ¥ 3,500 | ||||||||||||||||||||||||||||||||||||
Repayment of bank loan, plus interest | $ 590 | ¥ 400 | |||||||||||||||||||||||||||||||||||
Shaanxi Zhongkun [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Construction and decoration fee, description | The Court issued a civil judgement in November 2018, ordering Hedetang to pay project funds of RMB 1.65 million (approximately $0.24 million) to Zhongkun, plus interest. On April 19, 2020, the Court issued a verdict to terminate the enforcement because assets of Hedetang had already been seized by Xi’an Yanta District People’s Court and Baoji Intermediate People’s Court, and there were no other assets for enforcement. Currently the Company is still liable for the unpaid amount and the interest. | ||||||||||||||||||||||||||||||||||||
Suizhong Branch of Huludao Banking Co Ltd [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Action taken by court under litigation, description | (i) the Land Lease Agreement was thereby terminated; (ii) Shaanxi Qiyiwangguo shall pay Xi’an Shanmei the outstanding leasing fee RMB 0.21 million (approximately $0.03 million) and (iii) Shaanxi Qiyiwangguo shall return the 29.30 mu industrial use land to Xi’an Shanmei. Shaanxi Qiyiwangguo appealed the decision to the Xi’an Intermediate People’s Court on the basis that: (x) the land use right was a capital contribution by Xi’an Shanmei for a shareholder of Shaanxi Qiyiwangguo who is also the sole shareholder of Xi’an Shanmei and the Land Lease Agreement was invalid and has no legal effect; (y) Zhouzhi Court did not schedule the hearing for the count claims filed by Shaanxi Qiyiwangguo; and (z) Zhouzhi Court violated certain civil procedures during the trial of the case. | ||||||||||||||||||||||||||||||||||||
Andrew Chien [Member] | |||||||||||||||||||||||||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||
Action taken by court under litigation, description | the complaint, Mr. Chien made several claims, most of which attempt to hold the Company liable under novel legal theories that relate back to an alleged breach of a consulting agreement between SkyPeople China and Chien from August 2006. Mr. Chien claimed approximately $257,000 damages and interest plus 2.00% of the Company’s then-outstanding shares. |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - USD ($) | Apr. 09, 2021 | Apr. 01, 2021 | Feb. 09, 2021 | Jan. 11, 2021 | Mar. 18, 2021 | Feb. 26, 2021 |
Subsequent Events (Details) [Line Items] | ||||||
Aggregate of common stock (in Shares) | 5,737,706 | 2,000,000 | 3,000,000 | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||
Price per share | $ 6.10 | $ 5.95 | $ 5 | |||
Gross proceeds (in Dollars) | $ 35,000,000 | $ 11,900,000 | $ 15,000,000 | |||
Acquire percentage | 60.00% | |||||
Shares of common stock (in Shares) | 7,789,882 | |||||
Share exchange agreements, description | a limited company organized under the laws of Hong Kong and 90% shareholder of Nice (“Joy Rich” or the “Seller”) entered into the First Amendment (the “Amendment”) to the Share Exchange Agreement (the “Agreement”), which was originally entered into by the parties on July 13, 2020. Pursuant to the Agreement, the Buyer agreed to acquire 90% of the issued and outstanding ordinary shares of Nice (the “Nice Shares”) from the Seller in exchange for the shares of common stock of the Company, as disclosed in the Form 8-K filed on July 16, 2020.Pursuant to the Amendment, the parties agree to amend the purchase price and certain earn-out terms as follows: (i) the aggregate purchase price for Nice Shares shall be HK$144,000,000 (the “Purchase Price”) and it shall be paid in the shares of common stock of the Company (the “Company Shares”); (ii) 60% of the Purchase Price or HK$86,400,000 shall be paid in the shares of common stock of the Company based on 95% of the closing price of the Company’s common stock listed on Nasdaq Stock Exchange on the date prior to the date of the Amendment and the foreign exchange rate between HK$ and US$ shall be 7.7:1; (iii) 20% of Purchase Price shall be paid in the shares of common stock of the Company if Nice achieves an Earnings Before Interest and Taxes (the “EBIT”) of HK$14,000,000 (the “2021 EBIT Goal”), as evidenced in its 2021 audited financial statements for fiscal year ended December 31, 2021 audited by the auditor of the Company (the “2021 Earn-Out Shares”); (iv) the final 20% of Purchase Price shall be paid in the shares of common stock of the Company if Nice achieves an EBIT of HK$20,000,000 (the “2022 EBIT Goal”), as evidenced in its 2022 audited financial statements for fiscal year ended December 31, 2022 audited by the auditor of the Company (the “2022 Earn-Out Shares”); (v) if Nice does not achieve the EBIT Goal for a given year, the shortfall between EBIT Goal and the actual EBIT for that year shall be the EBIT Shortfall (the “EBIT Shortfall”) and the amount of an EBIT Shortfall Fee that equals to 10 (ten) times of the EBIT Shortfall amount (the “EBIT Shortfall Fee”) shall be paid in cash by the Seller to the Buyer even though such year’s Earn-Out Shares shall still be issued in full to the Seller. | |||||
Minimum [Member] | ||||||
Subsequent Events (Details) [Line Items] | ||||||
Common stock, shares authorized (in Shares) | 60,000,000 | |||||
Maximum [Member] | ||||||
Subsequent Events (Details) [Line Items] | ||||||
Common stock, shares authorized (in Shares) | 300,000,000 |