Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2015 | Aug. 12, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CHINA JO-JO DRUGSTORES, INC. | |
Entity Central Index Key | 1,413,263 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 16,850,504 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) |
CURRENT ASSETS | ||
Cash | $ 1,654,762 | $ 4,023,581 |
Financial assets available for sale | 1,309,600 | 1,307,200 |
Restricted cash | 13,859,448 | 8,992,101 |
Notes receivable | 64,717 | 138,952 |
Trade accounts receivable, net | 7,734,138 | 9,237,743 |
Inventories | 11,771,178 | 10,538,591 |
Other receivables, net | 1,370,057 | 1,130,264 |
Advances to suppliers, net | 5,842,359 | 4,717,352 |
Other current assets | 1,803,454 | 2,200,838 |
Total current assets | 45,409,713 | 42,286,622 |
PROPERTY AND EQUIPMENT, net | 6,757,528 | $ 7,056,781 |
OTHER ASSETS | ||
Long-term investment | 114,590 | |
Farmland assets | 1,788,469 | $ 1,704,359 |
Long term deposits | 2,588,769 | 2,584,025 |
Other noncurrent assets | 2,739,819 | 2,734,798 |
Intangible assets, net | 3,139,369 | 3,142,003 |
Total other assets | 10,371,016 | 10,165,185 |
Total assets | 62,538,257 | 59,508,588 |
CURRENT LIABILITIES | ||
Short-term loan payable | 32,740 | 32,680 |
Accounts payable, trade | 14,426,600 | 15,915,915 |
Notes payable | 19,498,143 | 15,752,969 |
Other payables | 2,452,791 | 2,931,869 |
Other payables - related parties | 2,863,510 | 2,729,740 |
Customer deposits | 4,264,788 | 3,759,050 |
Taxes payable | 484,195 | 328,111 |
Accrued liabilities | 642,056 | 509,537 |
Total current liabilities | 44,664,823 | 41,959,871 |
Purchase option and warrant liability | 358,164 | 315,327 |
Total liabilities | $ 45,022,987 | $ 42,275,198 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock; $0.001 par value; 10,000,000 shares authorized; nil issued and outstanding as of June 30, 2015 and March 31, 2015 | ||
Common stock; $0.001 par value; 250,000,000 shares authorized; 15,650,504 and 15,650,504 shares issued and outstanding as of June 30, 2015 and March 31, 2015 | $ 15,651 | $ 15,651 |
Additional paid-in capital | 19,425,267 | 19,301,233 |
Statutory reserves | 1,309,109 | 1,309,109 |
Accumulated deficit | (7,293,600) | (7,404,210) |
Accumulated other comprehensive income | 4,058,843 | 3,972,543 |
Total stockholders' equity | $ 17,515,270 | 17,194,326 |
Noncontrolling interests | 39,064 | |
Total equity | $ 17,515,270 | 17,233,390 |
Total liabilities and stockholders' equity | $ 62,538,257 | $ 59,508,588 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2015 | Mar. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 15,650,504 | 15,650,504 |
Common stock, shares outstanding | 15,650,504 | 15,650,504 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||
REVENUES, NET | $ 21,311,292 | $ 16,459,232 |
COST OF GOODS SOLD | 16,935,609 | 13,948,613 |
Gross profit | 4,375,683 | 2,510,619 |
Selling expenses | 3,096,369 | 1,768,577 |
General and administrative expenses | 920,230 | 1,081,201 |
TOTAL OPERATING EXPENSES | 4,016,599 | 2,849,778 |
INCOME(LOSS) FROM OPERATIONS | 359,084 | (339,159) |
OTHER LOSS, NET | (123,449) | (115,836) |
CHANGE IN FAIR VALUE OF DERIVATIVE LIABILITIES | (42,837) | 123,699 |
INCOME (LOSS) BEFORE INCOME TAXES | 192,798 | (331,296) |
PROVISION FOR INCOME TAXES | 82,187 | 16,141 |
NET INCOME (LOSS) | $ 110,611 | (347,437) |
ADD: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST | 700 | |
NET INCOME(LOSS) ATTRIBUTABLE TO CHINA JO-JO DRUGSTORES, INC. | $ 110,611 | (346,737) |
OTHER COMPREHENSIVE INCOME | ||
Foreign currency translation adjustments | 86,300 | 52,268 |
COMPREHENSIVE INCOM (LOSS) | $ 196,911 | $ (294,469) |
WEIGHTED AVERAGE NUMBER OF SHARES: | ||
Basic | 15,650,504 | 14,416,022 |
Diluted | 15,975,583 | 14,416,022 |
EARNINGS (LOSSES) PER SHARES: | ||
Basic | $ 0.01 | $ (0.02) |
Diluted | $ 0.01 | $ (0.02) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 110,611 | $ (347,437) |
Adjustments to reconcile net income (loss) to net cash (used in) operating activities: | ||
Depreciation and amortization | 419,806 | 502,101 |
Stock compensation | 124,033 | 71,544 |
Bad debt direct write-off and provision | $ (676,858) | (637,819) |
Inventory reserve | 4,316 | |
Change in fair value of purchase option derivative liability | $ 42,837 | (123,699) |
Change in operating assets: | ||
Accounts receivable, trade | 1,867,046 | $ 1,187,128 |
Notes receivable | 74,535 | |
Inventories | (1,295,009) | $ (171,784) |
Other receivables | (2,715) | (59,183) |
Advances to suppliers | (1,040,870) | 1,694,269 |
Other current assets | $ 421,682 | (61,633) |
Long term deposit | 25,040 | |
Other noncurrent assets | 93,294 | |
Change in operating liabilities: | ||
Accounts payable, trade | $ (1,519,464) | (4,347,548) |
Other payables and accrued liabilities | (352,973) | 155,208 |
Customer deposits | 499,141 | 195,894 |
Taxes payable | 155,577 | (24,361) |
Net cash used in operating activities | (1,172,621) | (1,844,670) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of equipment | (99,393) | $ (104,682) |
Investment to a joint venture | (114,660) | |
Net cash (used in) investing activities | $ (214,053) | $ (104,682) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of short-term bank loan | (162,250) | |
Repayment of third parties loan | (59,500) | |
Change in restricted cash | $ (4,853,800) | (587,371) |
Proceeds from notes payable | 13,793,434 | 1,918,599 |
Repayments of notes payable | (10,074,912) | (685,791) |
Proceeds from other payables-related parties | 131,872 | 423,752 |
Net cash (used in) provided by financing activities | (1,003,406) | 847,439 |
EFFECT OF EXCHANGE RATE ON CASH | 21,261 | 35,553 |
DECREASE IN CASH | (2,368,819) | (1,066,360) |
CASH, beginning of period | 4,023,581 | 4,445,276 |
CASH, end of period | 1,654,762 | 3,378,916 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes | 25,969 | 21,325 |
Cash paid for interest | $ 159,931 | $ 1,460 |
Description of Business and Org
Description of Business and Organization | 3 Months Ended |
Jun. 30, 2015 | |
Description of Business and Organization [Abstract] | |
DESCRIPTION OF BUSINESS AND ORGANIZATION | Note 1– DESCRIPTION OF BUSINESS AND ORGANIZATION China Jo-Jo Drugstores, Inc. (“Jo-Jo Drugstores” or the “Company”), was incorporated in Nevada on December 19, 2006, originally under the name “Kerrisdale Mining Corporation.” On September 24, 2009, the Company changed its name to “China Jo-Jo Drugstores, Inc.” in connection with a share exchange transaction as described below. On September 17, 2009, the Company completed a share exchange transaction with Renovation Investment (Hong Kong) Co., Ltd. (“Renovation”), whereby 7,900,000 shares of common stock were issued to the stockholders of Renovation in exchange for 100% of the capital stock of Renovation. The completion of the share exchange transaction resulted in a change of control. The share exchange transaction was accounted for as a reverse acquisition and recapitalization and, as a result, the consolidated financial statements of the Company (the legal acquirer) are, in substance, those of Renovation (the accounting acquirer), with the assets and liabilities, and revenues and expenses, of the Company being included effective from the date of the share exchange transaction. Renovation has no substantive operations of its own except for its holdings of Zhejiang Jiuxin Investment Management Co., Ltd. (“Jiuxin Management”), Zhejiang Shouantang Medical Technology Co., Ltd. (“Shouantang Technology”) and Hangzhou Jiutong Medical Technology Co., Ltd (“Jiutong Medical”), its wholly-owned subsidiaries. The Company is a retail, both online and offline, and wholesale distributor of pharmaceutical and other healthcare products in the People’s Republic of China (“China” or the “PRC”). The Company’s offline retail business is comprised primarily of pharmacies, a majority of which are operated by Hangzhou Jiuzhou Grand Pharmacy Chain Co., Ltd. (“Jiuzhou Pharmacy”), a company that the Company controls through contractual arrangements. The Company’s offline retail business also includes four medical clinics through Hangzhou Jiuzhou Clinic of Integrated Traditional and Western Medicine (“Jiuzhou Clinic”) and Hangzhou Jiuzhou Medical and Public Health Service Co., Ltd. (“Jiuzhou Service”), both of which are also controlled by the Company through contractual arrangements. On December 18, 2013, Jiuzhou Service established, and held 51% of, Hangzhou Shouantang Health Management Co., Ltd. (“Shouantang Health”), a PRC company licensed to sell health care products. Shouantang Health was closed in April 2015. The Company’s online pharmacy license remains with Jiuzhou Pharmacy and its online retail pharmacy business are primarily conducted through Zhejiang Quannuo Internet Technology Co., Ltd. (“Quannuo Technology”), which provides technical, sales and logistic support. In May 2015, the Company established Zhejiang Jianshun Network Technology Co. Ltd, a joint venture with Shanghai Jianbao Technology Co., Ltd., in order to develop its online pharmaceutical sales from large commercial medical insurance companies. The Company’s wholesale business is primarily conducted through Zhejiang Jiuxin Medicine Co., Ltd. (“Jiuxin Medicine”), which is licensed to distribute prescription and non-prescription pharmaceutical products throughout China. Jiuzhou Pharmacy acquired Jiuxin Medicine on August 25, 2011. The Company’s herb farming business is conducted by Hangzhou Qianhong Agriculture Development Co., Ltd. (“Qianhong Agriculture”), a wholly-owned subsidiary of Jiuxin Management, which operates a cultivation project of herbal plants used for traditional Chinese medicine (“TCM”). The accompanying consolidated financial statements reflect the activities of the Company and each of the following entities: Entity Name Background Ownership Renovation HK ● Incorporated in Hong Kong SAR on September 2, 2008 100% Jiuxin Management ● Established in the PRC on October 14, 2008 ● Deemed a wholly foreign owned enterprise (“WFOE”) under PRC law ● Registered capital of $4.5 million fully paid 100% Shouantang Technology ● Established in the PRC on July 16, 2010 by Renovation with registered capital of $20 million ● Registered capital requirement reduced by the SAIC to $11 million in July 2012 and is fully paid ● Deemed a WFOE under PRC law ● Invests and finances the working capital of Quannuo Technology 100% Qianhong Agriculture ● Established in the PRC on August 10, 2010 by Jiuxin Management ● Registered capital of RMB 10 million fully paid ● Carries out herb farming business 100% Quannuo Technology ● Established in the PRC on July 7, 2009 ● Registered capital of RMB 10 million fully paid ● Acquired by Shouantang Technology in November 2010 ● Operates the Company’s online pharmacy website and provide software and technical support 100% Hangzhou Quannuo ● Established in the PRC on July 8, 2010 by Quannuo Technology ● Registered capital of RMB 800,000 fully paid ● Currently has no operation and has closed, pending dissolution 100% Jiuzhou Pharmacy (1) ● Established in the PRC on September 9, 2003 ● Registered capital of RMB 5 million fully paid ● Operates the “Jiuzhou Grand Pharmacy” stores in Hangzhou VIE by contractual arrangements (2) Jiuzhou Clinic (1) ● Established in the PRC as a general partnership on October 10, 2003 ● Operates a medical clinic adjacent to one of Jiuzhou Pharmacy’s stores VIE by contractual arrangements (2) Jiuzhou Service (1) ● Established in the PRC on November 2, 2005 ● Registered capital of RMB 500,000 fully paid ● Operates a medical clinic adjacent to one of Jiuzhou Pharmacy’s stores VIE by contractual arrangements (2) Jiuxin Medicine ● Established in PRC on December 31, 2003 ● Acquired by Jiuzhou Pharmacy in August 2011 ● Registered capital of RMB 10 million fully paid ● Carries out pharmaceutical distribution services VIE by contractual arrangements as a wholly-owned subsidiary of Jiuzhou Pharmacy (2) Jiutong Medical ● Established in the PRC on December 20, 2011 by Renovation ● Registered capital of $2.6 million fully paid ● Currently has no operation 100% Shouantang Bio ● Established in the PRC in October, 2014 by Shouantang Technology ● 100% held by Shouantang Technology ● Registered capital of RMB 1,000,000 fully paid ● Sells nutritional supplements under its own brand name VIE by contractual arrangements as a controlled entity of Jiuzhou Service (2) Jianshun ● Established in the PRC in May, 2015 ● 35% held by Jiuzhou Pharmacy ● Manages sales on official website of the online pharmacy VIE by contractual arrangements as a controlled entity of Jiuzhou Pharmacy (2) (1) Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service have been under the common control of the three shareholders of Renovation (the “Owners”) since their respective establishment dates, pursuant to agreements among the Owners to vote their interests in concert as memorialized in a voting agreement. Based on such voting agreement, the Company has determined that common control exists among these three companies. Operationally, the Owners have operated these three companies in conjunction with one another since each company’s respective establishment date. Jiuxin Medicine is also deemed under the common control of the Owners as a subsidiary of Jiuzhou Pharmacy, as is Shouantang Health as a subsidiary of Jiuzhou Service and Jianshun as a subsidiary of Jiuzhou Pharmacy. (2) To comply with certain foreign ownership restrictions of pharmacy and medical clinic operators, Jiuxin Management entered into a series of contractual arrangements with Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service on August 1, 2009. These contractual arrangements are comprised of five agreements: consulting services agreement, operating agreement, equity pledge agreement, voting rights agreement and option agreement. As a result of these agreements, which obligate Jiuxin Management to absorb all of the risks of loss from the activities of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, and enable the Company (through Jiuxin Management) to receive all of their expected residual returns, the Company accounts for all three companies (as well as one subsidiary of Jiuzhou Pharmacy) as a variable interest entity (“VIE”) under the accounting standards of the Financial Accounting Standards Board (“FASB”). Accordingly, the financial statements of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, as well as the subsidiary under the control of Jiuzhou Pharmacy (Shouantang Health), are consolidated into the financial statements of the Company. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles (“US GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. These condensed consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and footnotes included in the Company’s annual report on Form 10-K for the fiscal year ended March 31, 2015 filed with the SEC on June 29, 2015. Operating results for the three months ended June 30, 2015 may not be necessarily indicative of the results that may be expected for the full year. The condensed consolidated financial statements include the financial statements of the Company, its subsidiaries and VIEs. All significant inter-company transactions and balances between the Company, its subsidiaries and VIEs are eliminated upon consolidation. Consolidation of variable interest entities In accordance with accounting standards regarding consolidation of variable interest entities, VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders lack adequate decision making ability. All VIEs with which the Company is involved must be evaluated to determine the primary beneficiary of the risks and rewards of the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes. The Company has concluded, based on the contractual arrangements, that Jiuzhou Pharmacy (including its subsidiaries and controlled entities), Jiuzhou Clinic and Jiuzhou Service are each a VIE and that the Company’s wholly-owned subsidiary, Jiuxin Management, absorbs a majority of the risk of loss from the activities of these companies, thereby enabling the Company, through Jiuxin Management, to receive a majority of their respective expected residual returns. Additionally, as Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service are under common control, the consolidated financial statements have been prepared as if the transactions had occurred retroactively as to the beginning of the reporting period of these consolidated financial statements. Control and common control are defined under the accounting standards as “an individual, enterprise, or immediate family members who hold more than 50 percent of the voting ownership interest of each entity.” Because the Owners collectively own 100% of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, and have agreed to vote their interests in concert since the establishment of each of these three companies as memorialized the Voting Rights Proxy Agreement, the Company believes that the Owners collectively have control and common control of the three companies. Accordingly, the Company believes that Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service were constructively held under common control by Jiuxin Management as of the time the Contractual Agreements were entered into, establishing Jiuxin Management as their primary beneficiary. Jiuxin Management, in turn, is owned by Renovation, which is owned by the Company. Risks and Uncertainties The operations of the Company are located in the PRC. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by political, economic, and legal environments in the PRC, as well as by the general state of the PRC economy. The Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political, regulatory and social conditions in the PRC. Although the Company has not experienced losses from these situations and believes that it is in compliance with existing laws and regulations including its organization and structure disclosed in Note 1, this may not be indicative of future results. The Company has significant cash deposits with suppliers in order to obtain and maintain inventory. The Company’s ability to obtain products and maintain inventory at existing and new locations is dependent upon its ability to post and maintain significant cash deposits with its suppliers. In the PRC, many vendors are unwilling to extend credit terms for product sales that require cash deposits to be made. The Company does not generally receive interest on any of its supplier deposits, and such deposits are subject to loss as a result of the creditworthiness or bankruptcy of the party who holds such funds, as well as the risk from illegal acts such as conversion, fraud, theft or dishonesty associated with the third party. If these circumstances were to arise, the Company would find it difficult or impossible, due to the unpredictability of legal proceedings in China, to recover all or a portion of the amount on deposit with its vendors or landlords. Members of the current management team own controlling interests in the Company and are also the Owners of the VIEs in the PRC. The Company only controls the VIEs through contractual arrangements which obligate it to absorb the risk of loss and to receive the residual expected returns. As such, the controlling shareholders of the Company and the VIEs could cancel these agreements or permit them to expire at the end of the agreement terms, as a result of which the Company would not retain control of the VIEs. Use of estimates The preparation of unaudited condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. The significant estimates made in the preparation of the accompanying unaudited condensed consolidated financial statements relate to the assessment of the carrying values of accounts receivable, advances to suppliers and related allowance for doubtful accounts, useful lives of property and equipment, and fair value of its purchase option derivative liability. Because of the use of estimates inherent in the financial reporting process, actual results could materially differ from those estimates. Fair value measurements The Company has adopted ASC Topic 820, Fair Value Measurement and Disclosure, which defines fair value, establishes a framework for measuring fair value in GAAP, and expands disclosures about fair value measurements. It does not require any new fair value measurements, but provides guidance on how to measure fair value by providing a fair value hierarchy used to classify the source of the information. It establishes a three-level valuation hierarchy of valuation techniques based on observable and unobservable inputs, 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 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement. The Company's financial assets and liabilities, which include financial instruments as defined by ASC 820, include cash and cash equivalents, accounts receivable, accounts payable, long-term debt and derivatives. The carrying amounts of cash and cash equivalents, Financial assets available for sales, accounts receivable, notes receivables, and accounts payable are a reasonable approximation of fair value due to the short maturities of these instruments (Level 1). The carrying amount of notes payable approximates fair value based on borrowing rates of similar bank loan currently available to the Company (Level 2) (See Note 13). The carrying amount of the Company's derivative instruments is recorded at fair value and is determined based on observable inputs that are corroborated by market data (Level 2). As of June 30, 2015 and March 31, 2015, the fair values of our derivative instruments that were carried at fair value. (See Note 17) Revenue recognition Revenue from sales of prescription medicine at the drugstores is recognized when the prescription is filled and the customer picks up and pays for the prescription. Revenue from sales of other merchandise at the drugstores is recognized at the point of sale, which is when a customer pays for and receives the merchandise. Sales of drugs reimbursed by the local government medical insurance agency and receivables from the agency are recognized when a customer pays for the drugs at a store. Based on historical experience, a reserve for potential loss from denial of reimbursement on certain unqualified drugs is made to the receivables from the government agency. Revenue from medical services is recognized after the service has been rendered to a customer. Revenue from online pharmacy sales is recognized when merchandise is delivered to customers. While most deliveries take one day, certain deliveries may take longer depending on a customer’s location. Any loss caused in a shipment will be reimbursed by the Company’s courier company. In addition, a proper sales discount is made to account for the potential loss from returns from customers. Historically, sales returns have been minimal. Revenue from sales of merchandise to non-retail customers is recognized when the following conditions are met: (1) persuasive evidence of an arrangement exists (sales agreements and customer purchase orders are used to determine the existence of an arrangement); (2) delivery of goods has occurred and risks and benefits of ownership have been transferred, which is when the goods are received by the customer at its designated location in accordance with the sales terms; (3) the sales price is fixed or determinable; and (4) collectability is probable. Historically, sales returns have been minimal. The Company’s revenue is net of value added tax (“VAT”) collected on behalf of PRC tax authorities in respect to the sales of merchandise. VAT collected from customers, net of VAT paid for purchases, is recorded as a liability in the accompanying consolidated balance sheets until it is paid to the relevant PRC tax authorities. Restricted cash The Company’s restricted cash consists of cash in a bank as security for its notes payable. The Company has notes payable outstanding with the bank and is required to keep certain amounts on deposit that are subject to withdrawal restrictions. The notes payable are generally short term in nature due to their short maturity period of six to nine months; thus, restricted cash is classified as a current asset. Accounts receivable Accounts receivable represents the following: (1) amounts due from banks relating to retail sales that are paid or settled by the customers’ debit or credit cards, (2) amounts due from government social security bureaus and commercial health insurance programs relating to retail sales of drugs, prescription medicine, and medical services that are paid or settled by the customers’ medical insurance cards, (3) amounts due from non-bank third party payment instruments such as Alipay from certain e-commerce platforms and (4) amounts due from non-retail customers for sales of merchandise. Accounts receivable are recorded at net realizable value consisting of the carrying amount less an allowance for uncollectible accounts, as necessary. In the Company’s retail business, accounts receivable mainly consist of reimbursements due from the government insurance bureaus and commercial health insurance programs and are usually collected within two or three months. The Company directly writes off delinquent account balances, which is determined to be uncollectible after confirming with the appropriate bureau or program each month. Additionally, the Company also makes estimated reserves on related outstanding accounts receivable based on historical trend. In the Company’s online pharmacy business, accounts receivables primarily consist of amounts due from non-bank third party payment instruments such as Alipay from certain e-commerce platforms. To purchase pharmaceutical products from the e-commerce platforms such as Tmall, customers are required to pay to certain non-bank third party payment instruments such as Alipay, which, in turn, will reimburse the Company within seven days to a month. Except for customer returns of sold products, the receivables from these payments instruments are rarely uncollectible. In its wholesale business, the Company uses the aging method to estimate the allowance for anticipated uncollectible receivable balances. Under the aging method, bad debt percentages are determined by management, based on historical experience and the current economic climate, are applied to customers’ balances categorized by the number of months the underlying invoices have remained outstanding. At each reporting period, the allowance balance is adjusted to reflect the amount computed as a result of the aging method. When facts subsequently become available to indicate that the allowance provided requires an adjustment, a corresponding adjustment is made to the allowance account as a change in estimate. Advances to suppliers Advances to suppliers consist of prepayments to our vendors such as pharmaceutical manufacturers and other distributors. Since the acquisition of Jiuxin Medicine, we have transferred almost all logistics services of our retail drugstores to Jiuxin Medicine. Jiuzhou Pharmacy only makes purchase on certain non-medical products such as sundry. Advances to suppliers for our drug wholesale business consist of prepayments to our vendors such as pharmaceutical manufacturers and other distributors. We typically receive products from vendors within three to nine months after making prepayments. We continuously monitor delivery from and payments to our vendors while maintaining a provision for estimated credit losses based upon historical experience and any specific supplier issues such as discontinuing of inventory supply that have been identified. If we are having difficulty receiving products from a vendor, we take the following steps: cease purchasing products from the vendor, ask for return of our prepayment promptly, and if necessary, take legal actions. If all of these steps are unsuccessful, management then determines whether or not the prepayments should be reserved or written off. we have tightened our customer credit policy and strengthened monitoring of uncollected receivables. Inventories Inventories are stated at the lower of cost or market. Cost is determined using the first in first out (FIFO) method. Market is the lower of replacement cost or net realizable value. The Company carries out physical inventory counts on a monthly basis at each store and warehouse location. Herbs that the Company farms are recorded at their cost, which includes direct costs such as seed selection, fertilizer, and labor costs that are spent in growing herbs on the leased farmland, and indirect costs such as amortization of farmland development cost. Since April 2014, amortization of farmland development cost has been expensed instead of allocated into inventory due to unpredictable future market value of planted gingko trees. All the costs are accumulated until the time of harvest and then allocated to harvested herbs costs when they are sold. The Company periodically reviews its inventory and records write-downs to inventories for shrinkage losses and damaged merchandise that are identified. The Company provides a reserve for estimated inventory obsolescence or excess quantities on hand equal to the difference between the cost of the inventory and its estimated realizable value. Property and equipment Property and equipment are stated at cost, net of accumulated depreciation or amortization. Depreciation is calculated on the straight-line method over the estimated useful lives of the assets, taking into consideration the assets’ estimated residual value. Leasehold improvements are amortized over the shorter of lease term or remaining lease period of the underlying assets. Following are the estimated useful lives of the Company’s property and equipment: Estimated Useful Life Leasehold improvements 3-10 years Motor vehicles 3-5 years Office equipment & furniture 3-5 years Buildings 35 years Maintenance, repairs and minor renewals are charged to expense as incurred. Major additions and betterment to property and equipment are capitalized. Intangibles Intangible assets are acquired individually or as part of a group of assets, and are initially recorded at their fair value. The cost of a group of assets acquired in a transaction is allocated to the individual assets based on their relative fair values. The estimated useful lives of the Company’s intangible assets are as follows: Estimated Useful Life Land use right 50 years Software 3 years The Company evaluates intangible assets for impairment whenever events or changes in circumstances indicate that the assets might be impaired. Impairment of long lived assets The Company evaluates long lived tangible and intangible assets for impairment, whenever events or changes in circumstances indicate that the carrying value may not be recoverable from its estimated future cash flows. Recoverability is measured by comparing the assets’ net book value to the related projected undiscounted cash flows from these assets, considering a number of factors including past operating results, budgets, economic projections, market trends and product development cycles. If the net book value of the asset exceeds the related undiscounted cash flows, the asset is considered impaired, and a second test is performed to measure the amount of impairment loss. There were no fixed assets and farmland assets impaired as of June 30, 2015. (See Note 6 and 9) Notes payable During the normal course of business, the Company regularly issues bank acceptance bills as a payment method to settle outstanding accounts payables with various material suppliers. The Company records such bank acceptance bills as notes payable. Such notes payable are generally short term in nature due to their short maturity period of six to nine months. Income taxes The Company records income taxes pursuant to the accounting standards for income taxes. These standards require the recognition of deferred income tax liabilities and assets for the expected future tax consequences of temporary differences between income tax basis and financial reporting basis of assets and liabilities. Provision for income taxes consists of taxes currently due and the net change in deferred taxes. A valuation allowance is recognized if it is more likely than not that some portion, or all of, a deferred tax asset will not be realized. Value added tax Sales revenue represents the invoiced value of goods, net of VAT. All of the Company’s products are sold in the PRC and are subject to a VAT on the gross sales price. The VAT rates range up to 17%, depending on the type of products sold. The VAT may be offset by VAT paid by the Company on raw materials and other materials included in the cost of producing or acquiring its finished products. The Company recorded a VAT payable net of payments in the accompanying financial statements. The accounting standards clarify the accounting and disclosure requirements for uncertain tax positions and prescribe a recognition threshold and measurement attribute for recognition and measurement of a tax position taken or expected to be taken in a tax return. The accounting standards also provide guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosures, and transition. No significant penalties, uncertain tax provisions or interest relating to income taxes were incurred during the periods ended June 30, 2015 and 2014. All of the tax returns of the Company have been and remain subject to examination by the tax authorities for five years from the date of filing. Stock based compensation The Company follows the provisions of ASC 718, “Compensation — Stock Compensation,” which establishes accounting for non-employee and employee stock-based awards. Under the provisions of ASC 718, the fair value of stock issued is used to measure the fair value of services received as the Company believes such approach is a more reliable method of measuring the fair value of the services. For non-employee stock-based awards, fair value is measured based on the value of the Company’s common stock on the date that the commitment for performance by the counterparty has been reached or the counterparty’s performance is complete. The fair value of the equity instrument is calculated and then recognized as compensation expense over the requisite performance period. For employee stock-based awards, share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense with graded vesting on a straight–line basis over the requisite service period for the entire award. Advertising and promotion costs Advertising and promotion costs are expensed as incurred and amounted to $63,166 and $49,918 for the three months ended June 30, 2015 and 2014, respectively. Such costs consist primarily of print and promotional materials such as flyers to local communities. Operating leases The Company leases premises for retail drugstores, offices and wholesale warehouse under non-cancelable operating leases. Operating lease payments are expensed over the term of lease. A majority of the Company’s retail drugstore leases have a 3 to 8-year term with a renewal option upon the expiration of the lease; the wholesale warehouse lease has a 10-year term with a renewal option upon the expiration of the lease. The Company has historically been able to renew a majority of its drugstores leases. Under the terms of the lease agreements, the Company has no legal or contractual asset retirement obligations at the end of the lease. Land leased from the government is amortized on a straight-line basis over a 30-year term. Foreign currency translation The Company uses the United States dollar (“U.S. dollars” or “USD”) for financial reporting purposes. The Company’s subsidiaries and VIEs maintain their books and records in their functional currency the Renminbi (“RMB”), the currency of the PRC. In general, for consolidation purposes, the Company translates the assets and liabilities of its subsidiaries and VIEs into U.S. dollars using the applicable exchange rates prevailing at the balance sheet date, and the statements of income and cash flows are translated at average exchange rates during the reporting period. As a result, amounts related to assets and liabilities reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheet. Equity accounts are translated at historical rates. Adjustments resulting from the translation of the financial statements of the subsidiaries and VIEs are recorded as accumulated other comprehensive income. The balance sheet amounts, with the exception of equity, at June 30, 2015 and March 31, 2015 were translated at 1 RMB to $0.1637 USD and at 1 RMB to $0.1634 USD, respectively. The average translation rates applied to income and cash flow statement amounts for the three months ended June 30, 2015and 2014 were at 1 RMB to $0.1638 USD and at 1 RMB to $0.1623 USD, respectively. Concentrations and credit risk Certain financial instruments, which subject the Company to concentration of credit risk, consist of cash and restricted cash. The Company has cash balances at financial institutions located in Hong Kong and PRC. Balances at financial institutions in Hong Kong may, from time to time, exceed Hong Kong Deposit Protection Board’s insured limits. Balances at financial institutions and state-owned banks within the PRC are not covered by insurance. As of June 30, 2015 and March 31, 2015, the Company had deposits totaling $15,066,336 and $12,563,579 that were not covered by insurance, respectively. To date, the Company has not experienced any losses in such accounts. For the three months ended June 30, 2015, one vendor accounted for 16.5% of the Company’s total purchases and one vendor accounted for 11.2% of total advances to suppliers. For the three months ended June 30, 2014, no vendors accounted for more than 10% of the Company’s total purchases. The largest vendor accounted for 9% of the Company’s total purchases and one vendor accounted for 11% of total advances to suppliers. For the three months ended June 30, 2015 and 2014, no customer accounted for more than 10% of the Company’s total sales or accounts receivable. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers: Topic 606. This Update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The guidance in this Update supersedes the revenue recognition requirements in Topic 605, Revenue Recognition and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to illustrate the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also includes a cohesive set of disclosure requirements that will provide users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from a reporting organization’s contracts with customers. This ASU is effective for fiscal years, and interim periods within those years beginning after December 15, 2016 for public companies and 2017 for non-public entities. Management is evaluating the effect, if any, on the Company’s financial position and results of operations. In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern”, which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. Management is evaluating the effect, if any, on the Company’s financial position and results of operations. In November 2014, FASB issued ASU No. 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity (a consensus of the FASB Emerging Issues Task Force).The amendments permit the use of the Fed Funds Effective Swap Rate (also referred to as the Overnight Index Swap Rate, or OIS) as a benchmark interest rate for hedge accounting purposes. Public business entities are required to implement the new requirements in fiscal years (and interim periods within those fiscal years) beginning after December 15, 2015. All other types of entities are required to implement the new requirements in fiscal years beginning after December 15, 2015, and interim periods beginning after December 15, 2016. The Company does not expect the adoption of ASU 2014-16 to have material impact on the Company's consolidated financial statement. In February 2015, the FASB issued ASU No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis” (“ASU 2015-02”). The amendments in this update affect reporting entities that are required to evaluate whether they should consolidate certain legal entities. All legal entities are subject to reevaluation under the revised consolidation model. ASU 2015-02 is effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. We are currently in the process of evaluating the impact of the adoption of ASU 2015-02 on our consolidated financial statements. In June 2015, the FASB issued ASU No. 2015-10, “Technical Corrections and Improvements” (“ASU 2015-10”). The amendments in ASU 2015-10 cover a wide range of Topics in the Accounting Standards Codification (the “ASC”). The amendments in ASU 2015-10 represent changes to clarify the ASC, correct unintended application of guidance, or make minor improvements to the ASC that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. Additionally, some of the amendments will make the ASC easier to understand and easier to apply by eliminating inconsistencies, providing needed clarifications, and improving the presentation of guidance in the ASC. Transition guidance varies based on the amendments in ASU 2015-10. The amendments in ASU 2015-10 that require transition guidance are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. All other amendments will be effective upon the issuance of ASU 2015-10. We are currently in the process of evaluating the impact of the adoption of ASU 2015-02 on our consolidated financial statements. In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory” (“ASU 2015-11”). The amendments in this update require an entity to measure inventory within the scope of ASU 2015-11 (the amendments in ASU 2015-11 do not apply to inventory that is measured using last-in, first-out or the retail inventory method. The amendments apply to all other inventory, which includes inventory that is measured using first-in, first-out or average cost) at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is uncharged for inventory measured using last-in, first-out or the retail inventory method. The amendments in ASU 2015-11 more closely align the measurement of inventory in U.S. GAAP with the measurement of inventory in International Financial Reporting Standards (“IFRS”). ASU 2015-11 is effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in ASU 2015-11 should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. We are currently in the process of evaluating the impact of t |
Financial Assets Available For
Financial Assets Available For Sale | 3 Months Ended |
Jun. 30, 2015 | |
Financial Assets Available for Sale [Abstract] | |
FINANCIAL ASSETS AVAILABLE FOR SALE | NOTE 3 – FINANCIAL ASSETS AVAILABLE FOR SALE As of June 30, 2015 and March 31, 2015, financial assets available for sale amounted to $1,309,600(RMB 8,000,000) and $1,307,200(RMB 8,000,000), respectively. On February 4, 2015, the Company purchased from Bank of Hangzhou a wealth-management product called “Fortune 99”, which bears the interest rate of 5.45% and has been paid back to the Company on August 4, 2015. |
Trade Accounts Receivable
Trade Accounts Receivable | 3 Months Ended |
Jun. 30, 2015 | |
Trade Accounts Receivable [Abstract] | |
TRADE ACCOUNTS RECEIVABLE | NOTE 4 – TRADE ACCOUNTS RECEIVABLE Trade accounts receivable consisted of the following: June 30, March 31, Accounts receivable $ 9,949,598 $ 12,108,561 Less: allowance for doubtful accounts (2,215,460 ) (2,870,818 ) Trade accounts receivable, net $ 7,734,138 $ 9,237,743 For the three months ended June 30, 2015 and 2014, $60,332 and $64,858 in accounts receivable were directly written off, respectively. Additionally, for the three months ended June 30, 2015 and 2014, no accounts receivable were written off against previous allowance for doubtful accounts, respectively. |
Other Current Assets
Other Current Assets | 3 Months Ended |
Jun. 30, 2015 | |
Other Current Assets [Abstract] | |
OTHER CURRENT ASSETS | Note 5 – OTHER CURRENT ASSETS Other current assets consisted of the following: June 30, March 31, Prepaid rental expenses(1) $ 1,313,736 $ 1,712,018 Prepaid and other current assets 489,718 488,820 Total $ 1,803,454 $ 2,200,838 (1) As the Company opened new stores, prepaid rental expenses increased. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Jun. 30, 2015 | |
Property and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | Note 6 – PROPERTY AND EQUIPMENT Property and equipment consisted of the following: June 30, March 31, Building $ 1,755,202 $ 1,751,986 Leasehold improvements 12,887,368 12,792,714 Farmland development cost 1,957,753 1,954,165 Office equipment and furniture 5,988,281 5,949,193 Motor vehicles 668,654 667,428 Total 23,257,258 23,115,486 Less: Accumulated depreciation (14,042,565 ) (13,606,043 ) Impairment (2,457,165 ) (2,452,662 ) Property and equipment, net $ 6,757,528 $ 7,056,781 Total depreciation expense for property and equipment was $411,793 and $494,082 for the three months ended June 30, 2015 and 2014, respectively. There were no fixed assets impaired in the three months ended June 30, 2015. For the year ended March 31, 2015, $1,053,765 of fixed assets in Jiuyingtang impaired due to the estimated fair value being lower than the carrying value. |
Advances to Suppliers
Advances to Suppliers | 3 Months Ended |
Jun. 30, 2015 | |
Advances To Suppliers [Abstract] | |
ADVANCES TO SUPPLIERS | Note 7 – ADVANCES TO SUPPLIERS Advances to suppliers consist of deposits with or advances to outside vendors for future inventory purchases. Most of the Company’s vendors require a certain amount of money to be deposited with them as a guarantee that the Company will receive its purchase on a timely basis. This amount is refundable and bears no interest. As of June 30, 2015 and March 31, 2015, advance to suppliers consist of the following: June 30, March 31, Advance to suppliers $ 6,994,011 $ 5,942,866 Less: allowance for doubtful accounts (1,151,652 ) (1,225,514 ) Advance to suppliers, net $ 5,842,359 $ 4,717,352 For the three months ended June 30, 2015 and 2014, none of the advances to suppliers were written off against previous allowance for doubtful accounts, respectively. |
Inventory
Inventory | 3 Months Ended |
Jun. 30, 2015 | |
Inventory [Abstract] | |
INVENTORY | Note 8 – INVENTORY Inventory consisted of finished goods, which were $11,771,178 and $10,538,591 as of June 30, 2015 and March 31, 2015, respectively. The Company constantly monitors its potential obsolete products and is allowed to return products close to expiration dates to its suppliers, Any loss on damaged items is immaterial and will be recognized immediately, As a result, no reserves were made as of June 30, 2015 and March 31, 2015. |
Farmland Assets
Farmland Assets | 3 Months Ended |
Jun. 30, 2015 | |
Farmland Assets [Abstract] | |
FARMLAND ASSETS | Note 9 – FARMLAND ASSETS Farmland assets are ginkgo trees planted in 2012 and expected to be harvested and sold in several years. As of June 30, 2015 and March 31, 2015, farmland assets consisted of the following: June 30, March 31, 2015 2015 Farmland assets $ 2,616,184 $ 2,530,558 Less: impairments* (827,715 ) (826,199 ) Farmland assets, net $ 1,788,469 $ 1,704,359 * The estimated fair value is estimated to be lower than its investment value in fiscal 2014 and 2015. The slight increase in the impairment amount from March 31, 2015 to June 30, 2015 is caused by exchange rate variance. |
Long Term Deposits, Landlords
Long Term Deposits, Landlords | 3 Months Ended |
Jun. 30, 2015 | |
Long Term Deposits, Landlords [Abstract] | |
LONG TERM DEPOSITS, LANDLORDS | Note 10 – LONG TERM DEPOSITS, LANDLORDS As of June 30, 2015 and March 31, 2015, long term deposits amounted to $2,588,769 and $2,584,025, respectively. Long term deposits are money deposited with or advanced to landlords for securing retail store leases for which the Company does not anticipate applying or being returned within the next twelve months. Most of the Company’s landlords require a minimum of nine months’ rent being paid upfront plus additional deposits. |
Other Noncurrent Assets
Other Noncurrent Assets | 3 Months Ended |
Jun. 30, 2015 | |
Other Noncurrent Assets [Abstract] | |
OTHER NONCURRENT ASSETS | Note 11 – OTHER NONCURRENT ASSETS Other noncurrent assets consisted of prepayment for lease of land use right, which were $2,739,819 and $2,734,798 as of June 30, 2015 and March 31, 2015, respectively. The prepayment for lease of land use right is a payment made to a local government in connection with entering into a 30-year operating land lease agreement. The land is currently used to cultivate Ginkgo trees. This prepayment includes a deposit of $1,137,500, which will be refundable on the due date. Based on expected output from planted Gingko trees such as expected fruit production and tree market value, the fair value of the lease prepayment was lower than carrying cost. As a result, the Company recorded impairment on the lease prepayment. The amortization of the prepayment for the lease of land use right was approximately $15,949 and $16,756 for the three months ended June 30, 2015 and 2014, respectively. The Company’s amortizations of the prepayment for lease of land use right for the next five years and thereafter are as follows: Years ending June 30, Amount 2016 $ 63,796 2017 63,796 2018 63,796 2019 63,796 2020 63,796 Thereafter 1,259,965 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Jun. 30, 2015 | |
Intangible Assets [Abstract] | |
INTANGIBLE ASSETS | Note 12– INTANGIBLE ASSETS Net intangible assets consisted of the following at: June 30, March 31, License (1) $ 1,573,157 $ 1,570,274 Goodwill (1) 23,667 23,623 Land use rights (2) 1,596,329 1,593,403 Software 477,783 477,302 Total other intangible assets 3,670,936 3,664,602 Less: accumulated amortization (531,567 ) (522,599 ) Intangible assets, net $ 3,139,369 $ 3,142,003 Amortization expense of intangibles for the three months ended June 30, 2015 and 2014 amounted to $8,013 and $ 8,019, respectively. (1) As of June 30, 2015, the intangible assets with indefinite life consisted of the following, which were generated through the acquisition of Sanhao Pharmacy. Preliminary Currency translation adjustment Net carrying Licenses* $ 1,566,046 $ 7,111 $ 1,573,157 Goodwill on acquisition of Sanhao Pharmacy 23,560 107 23,667 $ 1,589,606 $ 7,218 $ 1,596,824 * This represents the fair value of the licenses of insurance applicable drugstores acquired from Sanhao Pharmacy. The licenses allow patients to pay by the insurance card at stores and the stores can get reimbursed from the Human Resource and Social Security Department of Hangzhou City. (2) In July 2013, the Company purchased the land use right of a plot of farmland in Lin’An, Hangzhou, intended for the establishment of an herb processing plant in the future. However, as our farming business in Lin’An has not grown, the Company does not expect completion of the plant in near future. |
Notes Payable
Notes Payable | 3 Months Ended |
Jun. 30, 2015 | |
Notes Payable [Abstract] | |
NOTES PAYABLE | Note 13 – NOTES PAYABLE The Company has credit facilities with Hangzhou United Bank (“HUB”), Bank of Hangzhou (“BOH”) and Industrial and Commercial Bank of China (“ICBC”) that provided working capital in the form of the following bank acceptance notes at June 30, 2015 and March 31, 2015: Origination Maturity June 30, March 31, Beneficiary Endorser date date 2015 2015 Jiuzhou Pharmacy(1) HUB 08/05/14 08/04/15 1,637,000 1,634,000 Jiuzhou Pharmacy(1) HUB 10/09/14 04/09/15 - 784,320 Jiuzhou Pharmacy(1) HUB 10/09/14 04/09/15 - 1,187,918 Jiuzhou Pharmacy(1) HUB 12/05/14 06/05/15 - 1,329,651 Jiuzhou Pharmacy(1) HUB 12/26/14 06/26/15 - 1,601,320 Jiuzhou Pharmacy(1) HUB 03/04/15 09/04/15 1,473,300 1,470,600 Jiuzhou Pharmacy(1) HUB 03/13/14 09/13/15 605,690 604,580 Jiuzhou Pharmacy(2) BOH 11/06/14 05/06/15 2,908,520 Jiuzhou Pharmacy(2) BOH 02/09/15 08/09/15 1,997,140 1,993,480 Jiuzhou Pharmacy(3) ICBC 12/26/14 06/25/15 2,238,580 Jiuzhou Pharmacy(1) HUB 04/08/15 10/08/15 1,653,370 - Jiuzhou Pharmacy(3) ICBC 04/10/15 10/09/15 454,922 Jiuzhou Pharmacy(1) HUB 05/15/15 11/15/15 1,564,972 Jiuzhou Pharmacy(2) BOH 06/04/15 12/04/15 2,422,760 Jiuzhou Pharmacy(1) HUB 06/29/15 12/29/15 2,532,439 Jiuzhou Pharmacy(1) HUB 04/22/15 04/21/16 1,637,000 Jiuzhou Pharmacy(1) HUB 04/29/15 04/28/16 3,519,550 Total $ 19,498,143 $ 15,752,969 (1) As of March 31, 2015, the Company had $8,612,389 (RMB52,707,400) of notes payable from HUB. The Company is required to hold restricted cash of $36,921,220 (RMB52, 707,400) with HUB as collateral against these bank notes. As of June 30, 2015, the Company had $14,623,321 (RMB 119,109,000) of notes payable from HUB. The Company is required to hold restricted cash of $ 11,725,831 (RMB71,630,000) with HUB as collateral against these bank notes. (2) As of March 31, 2015, the Company had $4,902,000 (RMB30,000,000) of notes payable from BOH. The land use right of the farmland in Lin’An, Hangzhou is pledged as collateral for these bank acceptance notes (see Note 12). The Company is required to hold restricted cash of $2,287,600 (RMB 14,000,000) with BOH as collateral against these bank notes. As of June 30, 2015, the Company had $4,419,900 (RMB 27,000,000) of notes payable from BOH. The land use right of the farmland in Lin’An, Hangzhou is pledged as collateral for these bank acceptance notes (see Note 12). The Company is required to hold restricted cash of $1,948,030 (RMB 11,900,000) with BOH as collateral against these bank notes. (3) As of March 31, 2015, the Company had $2,238,580 (RMB 13,700,000) of notes payable from ICBC, with restricted cash of $671,574 (RMB 4,110,000) held at the bank. As of June 30, 2015, the Company had $454,922 (RMB 2,779,000) of notes payable from ICBC, with restricted cash of $136,477(RMB833,700) held at the bank. As of June 30, 2015, the Company had a credit line of approximately $10.33 million in the aggregate from HUB, BOH and ICBC. By putting up the restricted cash of $13.81 million deposited in the banks, the total credit line was $24.14 million. As of June 30, 2015, the Company had approximately $19.50 million of bank notes payable and approximately $4.64 million bank credit line was still available for further borrowing. The bank notes are also secured by buildings owned by the Company’s major shareholders, land use rights of Jiutong Medical, a shop of Jiuzhou Pharmacy, guaranteed by Jiuxin Medical and guaranteed by Zhejiang JinQiao Guarantee Company and Hangzhou Small and Medium sized Guarantee CO., Ltd. At June 30, 2015, the fair value of the Company s notes payable was estimated, using Level 2 inputs, at $19,120,000 compared to a carrying amount of $19,498,143. At March 31, 2015, the fair value of the Company’s notes payable was estimated, using Level 2 inputs, at $15,743,000 compared to a carrying amount of $15,752,969. The fair values were estimated using an income approach by applying market interest rates for comparable instruments. The following tables summarize the fair values by input hierarchy of items measured at fair value: Level 1 Level 2 Level 3 Total March 31, 2015 - 15,743,000 - 15,743,000 June 30, 2015 - 19,120,000 - 19,120,000 |
Taxes
Taxes | 3 Months Ended |
Jun. 30, 2015 | |
Taxes [Abstract] | |
TAXES | Note 14 – TAXES Income tax The Company is subject to income taxes on an entity basis on income arising in or derived from the tax jurisdiction in which each entity is domiciled. Entity Income Tax Jurisdiction Jo-Jo Drugstores United States Renovation Hong Kong, PRC All other entities Mainland, PRC The following table reconciles the U.S. statutory tax rates with the Company's effective tax rate for the three months ended June 30, 2015 and 2014: For the three months 2015 2014 U.S. Statutory rates 34.0 % 34.0 % Foreign income not recognized in the U.S. (34.0 ) (34.0 ) China income taxes 25.0 25.0 Change in valuation allowance (25.0 ) (25.0 ) Others (1) (42.6 ) (4.9 ) Effective tax rate (42.6 )% (4.9 )% (1) The (42.6)% and (4.9)% for the three months ended June 30, 2015 and 2014 represents loss incurred in unprofitable subsidiaries that are not deductible for profitable subsidiaries as these subsidiaries filed tax returns separately in China, and expenses incurred by the Company that were not deductible for PRC income tax. Jo-Jo Drugstores is incorporated in the U.S. and incurred a net operating loss for income tax purposes for the three months ended June 30, 2015 and 2014. As of June 30, 2015, the estimated net operating loss carry forwards for U.S. income tax purposes amounted to $1,503,000 which may be available to reduce future years’ taxable income. These carry forwards will expire, if not utilized by 2032. Management believes that the realization of the benefits arising from this loss appears to be uncertain due to the Company’s limited operating history and continuing losses for U.S. income tax purposes. Accordingly, the Company has provided a 100% valuation allowance at June 30, 2015. There was no net change in the valuation allowance for the three months ended June 30, 2015 and 2014. Management reviews this valuation allowance periodically and makes adjustments as necessary. Taxes payable at June 30, 2015 and March 31, 2015 consisted of the following: June 30, March 31, VAT $ 386,471 $ 301,149 Income tax 64,206 8,007 Others 33,518 18,955 Total taxes payable $ 484,195 $ 328,111 |
Postretirement Benefits
Postretirement Benefits | 3 Months Ended |
Jun. 30, 2015 | |
Postretirement Benefits [Abstract] | |
POSTRETIREMENT BENEFITS | Note 15– POSTRETIREMENT BENEFITS Regulations in the PRC require the Company to contribute to a defined contribution retirement plan for all permanent employees. The contribution for each employee is based on a percentage of the employee’s current compensation as required by the local government. The Company contributed $223,011and $190,498 in employment benefits and pension for the three months ended June 30, 2015 and 2014, respectively. |
Related Party Transactions and
Related Party Transactions and Arrangements | 3 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions and Arrangements [Abstract] | |
RELATED PARTY TRANSACTIONS AND ARRANGEMENTS | Note 16– RELATED PARTY TRANSACTIONS AND ARRANGEMENTS Amounts payable to related parties are summarized as follows: June 30, March 31, Due to cofounders (1): $ 576,818 $ 576,818 Due to a director and CEO (2): 2,286,692 2,152,922 Total $ 2,863,510 $ 2,729,740 (1) As of June 30, 2015 and March 31, 2015, amount due to cofounders represents contributions from the Owners to Jiuxin Management to enable Jiuxin Management to meet its approved PRC registered capital requirements. (2) Due to foreign exchange restrictions, the Company’s director and CEO, Mr. Lei Liu personally lent U.S. dollars to the Company to facilitate its payments of expenses in the United States. As of June 30, 2015 and March 31, 2015, notes payable totaling $7,829,771 and $5,790,471 were secured by the personal properties of certain of the Company’s shareholders, respectively. The Company leases from Mr. Lei Liu a retail space which expires in September 2015- Rent expense amounted to $ 24,570 and $24,342 for the three months ended June 30, 2015 and 2014, respectively. The amounts were paid to Mr. Liu as of June 30, 2015. |
Warrants
Warrants | 3 Months Ended |
Jun. 30, 2015 | |
Warrants [Abstract] | |
WARRANTS | Note 17 – WARRANTS On September 26, 2013, as annual compensation for its financial advisory service, the Company issued a warrant to a financial consulting firm to purchase up to 150,000 shares of common stock at $1.20 per share. The warrant is exercisable from September 26, 2013 to September 25, 2016. Because the warrant is denominated in U.S. dollars and the Company’s functional currency is the RMB, it does not meet the requirements of the accounting standard to be indexed only to the Company’s stock. Accordingly, it is accounted for at fair value as derivative liabilities and marked to market price each period. The warrant does not trade in an active securities market, and as such, the Company estimates its fair value using the Black-Scholes Model on the date that the warrant was originally issued and as of June 30, 2015 using the following assumptions: Common Stock Common Stock June 30, March31, Stock price $ 3.28 $ 2.82 Exercise price $ 1.20 $ 1.20 Annual dividend yield 0 % 0 % Expected term (years) 1.24 1.49 Risk-free interest rate 0.28 % 0.67 % Expected volatility 102.98 % 116.88 % (1) As of June 30, 2015, the warrant had not been exercised. On September 26, 2013, the issue date of the warrant, the Company classified its fair value as a liability of $33,606. The Company recognized a loss of $42,840 and gain of $86,312 from the change in fair value of the warrant liability for the three months ended June 30, 2015 and June 30, 2014, respectively. As a result, the warrant liability is carried on the consolidated balance sheets at the fair value of $358,164 and $ $315,325 for the three month ended June 30, 2015 and March 31, 2015, respectively. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity [Abstract] | |
STOCKHOLDERS' EQUITY | Note 18 – STOCKHOLDER’S EQUITY Stock-based compensation The Company accounts for share-based payment awards granted to employees and directors by recording compensation expense based on estimated fair values. The Company estimates the fair value of share-based payment awards on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company’s consolidated statements of operations. Sharebased awards are attributed to expense using the straight-line method over the vesting period. The Company determines the value of each option award that contains a market condition using a Monte Carlo Simulation valuation model, while all other option awards are valued using the Black-Scholes valuation model as permitted under ASC 718, Compensation - Stock Compensation. The assumptions used in calculating the fair value of share-based payment awards represent the Company’s best estimates. The Company’s estimates of the fair values of stock options granted and the resulting amounts of share-based compensation recognized may be impacted by certain variables including stock price volatility, employee stock option exercise behaviors, additional stock option modifications, estimates of forfeitures, and the related income tax impact. Stock option On November 18, 2014, the Company granted a total of 967,000 shares of stock options under the Plan to a group of a total of 46 grantees including directors, officers and employees. The exercise price of the stock option is $2.50. The option vests in three years on November 18, 2017, provided that the grantees are still employed by the Company on such a date. The options will be exercisable for five years from the vesting date, or November 18, 2017 until November 17, 2022. For the three months ended June 30, 2015, $124,033 was recorded as compensation expense. A summary of the Company's stock option activities is as follows: Options Weighted- average exercise price Weighted- average remaining contractual term (years) Aggregate intrinsic value Outstanding at March 31, 2015 - $ - - - Granted 967,000 2.50 7.63 309,440 Exercised - - - - Forfeited or expired - - - - Outstanding at June 30, 2015 967,000 $ 2.50 7.38 $ 754,260 Exercisable at June 30, 2015 - $ - - $ - Vested or expected to vest 967,000 $ 2.50 7.38 $ 754,260 The weighted-average grant date fair values were determined using the Black- Scholes option-pricing model with the following weighted average assumptions: Three months ended Fair value of stock options granted $ 1.54 Expected volatility 123.19 % Expected term (years) 5.00 Risk-free interest rate 1.65 % Annual dividend yield 0 % For purposes of determining the expected term and in the absence of historical data relating to stock option exercises, the Company applies a simplified approach: the expected term of awards granted is presumed to be the mid-point between the vesting date and the end of the contractual term. The Company uses the annual volatility of its daily closing price for expected volatility. The risk-free interest rate for periods within the expected or contractual life of the option, as applicable, is based on the United States Treasury yield curve in effect during the period the options were granted. The Company's expected dividend yield is zero. As of June 30, 2015, there was $1.2 million of total unrecognized compensation costs related to stock option compensation arrangements granted which is expected to be recognized over the remaining weighted-average period of 2.38 years. Statutory reserve Statutory reserves represent restricted retained earnings. Based on their legal formation, the Company is required to set aside 10% of its net income as reported in their statutory accounts on an annual basis to the Statutory Surplus Reserve Fund (the “Reserve Fund”). Once the total amount set aside in the Reserve Fund reaches 50% of the entity’s registered capital, further appropriations become discretionary. The Reserve Fund can be used to increase the entity’s registered capital upon approval by relevant government authorities or eliminate its future losses under PRC GAAP upon a resolution by its board of directors. The Reserve Fund is not distributable to shareholders, as cash dividend or otherwise, except in the event of liquidation. Appropriations to the Reserve Fund are accounted for as a transfer from unrestricted earnings to statutory reserves. During the three months ended June 30, 2015 and 2014, the Company did not make appropriations to the statutory reserves. There are no legal requirements in the PRC to fund the Reserve Fund by transfer of cash to any restricted accounts, and the Company does not do so. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Jun. 30, 2015 | |
Earnings (Loss) Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | Note 19– EARNINGS (LOSS) PER SHARE The Company reports earnings per share in accordance with the provisions of the FASB’s related accounting standard. This standard requires presentation of basic and diluted earnings per share in conjunction with the disclosure of the methodology used in computing such earnings per share. Basic earnings per share excludes dilution, but includes vested restricted stocks and is computed by dividing income available to common stockholders by the weighted average common shares outstanding during the period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. The following is a reconciliation of the basic and diluted earnings per share computation: Three months ended June 30, 2015 2014 Net earnings (loss) attributable to controlling interest $ 110,611 $ (346,737 ) Weighted average shares used in basic computation 15,650,504 14,416,022 Diluted effect of restricted shares - - Diluted effect of purchase options 229,957 - Diluted effect of warrants 95,122 - Weighted average shares used in diluted computation 15,975,583 14,416,022 Earnings (loss) per share – Basic: Net earnings (loss) before non controlling interest $ 0.01 $ (0.02 ) Add: Net earnings (loss) attributable to no controlling interest $ - $ - Net earnings (loss) attributable to controlling interest $ 0.01 $ (0.02 ) Earnings (loss) per share – Diluted: Net earnings (loss)before non controlling interest $ 0.01 $ (0.02 ) Add: Net earnings (loss) attributable to no controlling interest $ - $ - Net earnings (loss) attributable to controlling interest $ 0.01 $ (0.02 ) For the three months ended June 30, 2015 and 2014, both 105,000 and 150,000 shares, underlying outstanding purchase options and a warrant respectively, were excluded from the calculation of diluted loss per share as the options and the warrant were anti-dilutive. |
Segments
Segments | 3 Months Ended |
Jun. 30, 2015 | |
Segments [Abstract] | |
SEGMENTS | Note 20 – SEGMENTS The Company operates within four main reportable segments: retail drugstores, online pharmacy, drug wholesale and herb farming. The retail drugstores segment sells prescription and over-the-counter (“OTC”) medicines, TCM, dietary supplements, medical devices, and sundry items to retail customers. The online pharmacy sells OTC drugs, dietary supplements, medical devices and sundry items to customers through several third-party platforms such as Alibaba’s Tmall, JD.com and Amazon.com, and the Company’s own platform all over China. The drug wholesale segment includes supplying the Company’s own retail drugstores with prescription and OTC medicines, TCM, dietary supplement, medical devices and sundry items (which sales have been eliminated as intercompany transactions), and also selling them to other drug vendors and hospitals. The Company’s herb farming segment cultivates selected herbs for sales to other drug vendors. The Company is also involved in online sales and clinic services that do not meet the quantitative thresholds for reportable segments and are included in the retail drugstores segment. The segments' accounting policies are the same as those described in the summary of significant accounting policies. The Company evaluates performance based on profit or loss from operations before interest and income taxes not including nonrecurring gains and losses. The Company's reportable business segments are strategic business units that offer different products and services. Each segment is managed separately because they require different operations and markets to distinct classes of customers. The following table presents summarized information by segment of the continuing operation for the three months ended June 30, 2015: Retail Online Drug Herb Total Revenue $ 12,170,888 $ 5,965,768 $ 3,174,636 $ - $ 21,311,292 Cost of goods 9,037,894 4,944,283 2,953,432 - 16,935,609 Gross profit $ 3,132,994 $ 1,021,485 $ 221,204 $ - $ 4,375,683 Selling expenses 2,574,468 407,250 114,651 - 3,096,369 General and administrative expenses 1,099,722 231,615 (419,398 )* 8,291 920,230 (Loss) income from operations $ (541,196 ) $ 382,620 $ 525,951 $ (8,291 ) $ 359,084 Depreciation and amortization $ 195,007 $ - $ 143,506 $ 81,294 $ 419,806 Total capital expenditures $ 86,932 $ 5,979 $ 6,482 $ - $ 99,393 * include the accounts receivable and advance to customer allowance reversal of $729,164. The following table presents summarized information by segment of the continuing operation for the three months ended June 30, 2014: Retail Online Drug Herb Total Revenue $ 10,595,759 $ 2,572,542 $ 3,290,931 $ - $ 16,459,232 Cost of goods 8,679,889 2,167,365 3,101,359 - 13,948,613 Gross profit $ 1,915,870 $ 405,177 $ 189,572 $ - $ 2,510,619 Selling expenses 1,670,389 - 98,188 - 1,768,577 General and administrative expenses 1,263,296 143,698 (411,895 )* 86,102 1,081,201 (Loss) income from operations $ (1,017,815 ) $ 261,479 $ 503,279 $ (86,102 ) $ (339,159 ) Depreciation and amortization $ 267,856 $ 2,161 $ 151,559 $ 80,525 $ 502,101 Total capital expenditures $ 34,227 $ 303 $ 70,152 $ - $ 104,682 * include the accounts receivable and advance to customer allowance reversal of $660,504. The Company does not have long-lived assets located outside the PRC. In accordance with the enterprise-wide disclosure requirements of FASB’s accounting standard, the Company's net revenue from external customers through its retail stores by main products is as follows: Three months ended 2015 2014 Prescription drugs $ 4,646,376 $ 4,420,252 OTC drugs 4,896,692 3,942,792 Nutritional supplements 910,611 623,925 TCM 1,136,509 1,195,634 Sundry products 262,047 357,059 Medical devices 318,653 56,096 Total $ 12,170,888 $ 10,595,759 The Company’s net revenue from external customers through its online pharmacy by main products is as follows: Three months ended 2015 2014 Prescription drugs $ - $ - OTC Drugs 1,880,284 692,843 Nutritional supplements 513,744 149,940 TCM - - Sundry products 1,226,954 319,970 Medical devices 2,344,786 1,409,789 Total $ 5,965,768 $ 2,572,542 The Company’s net revenue from external customers through wholesale by main products is as follows: Three months ended 2015 2014 Prescription drugs $ 1,903,320 $ 1,527,495 OTC Drugs 1,196,778 1,348,529 Nutritional supplements 20,585 136,871 TCM - 117,361 Sundry products 2,933 103,991 Medical devices 51,020 56,684 Total $ 3,174,636 $ 3,290,931 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Note 21 – COMMITMENTS AND CONTINGENCIES Operating lease commitments The Company recognizes lease expense on a straight line basis over the term of its leases in accordance with the relevant accounting standards. The Company has entered into various tenancy agreements for its store premises and for the land leased from a local government to farm herbs. The Company’s commitments for minimum rental payments under its leases for the next five years and thereafter are as follows: Periods ending June 30, Retail Online Drug Herb Total 2016 $ 3,726,985 $ 117,016 $ 189,513 $ - $ 4,033,514 2017 2,886,762 140,419 152,121 - 3,179,302 2018 2,509,543 140,419 152,121 - 2,802,084 2019 2,035,758 140,419 152,121 - 2,328,298 2020 1,101,474 140,419 152,121 - 1,394,014 Thereafter 187,578 105,314 - - 292,892 Total rent expense amounted to $ 1,249,385 and 1,182,326 for the three months ended June 30, 2015 and 2014, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Note 22 – SUBSEQUENT EVENTS The Company closed a registered direct placement with a single health-care focused institutional investor for the purchase of an aggregate of $3 million of its common stock at a price of $2.50 per share on July 23, 2015. The Company issued a total of 1,200,000 shares of its common stock to the investor. As part of the transaction, the Company also issued to the investor warrants for the purchase of up to 600,000 shares of common stock at an exercise price of $3.10 per share, which warrants shall be initially exercisable six months following issuance and expire five years from the date on which they are initially exercisable. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of presentation and consolidation | Basis of presentation and consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles (“US GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. These condensed consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and footnotes included in the Company’s annual report on Form 10-K for the fiscal year ended March 31, 2015 filed with the SEC on June 29, 2015. Operating results for the three months ended June 30, 2015 may not be necessarily indicative of the results that may be expected for the full year. The condensed consolidated financial statements include the financial statements of the Company, its subsidiaries and VIEs. All significant inter-company transactions and balances between the Company, its subsidiaries and VIEs are eliminated upon consolidation. |
Consolidation of variable interest entities | Consolidation of variable interest entities In accordance with accounting standards regarding consolidation of variable interest entities, VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders lack adequate decision making ability. All VIEs with which the Company is involved must be evaluated to determine the primary beneficiary of the risks and rewards of the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes. The Company has concluded, based on the contractual arrangements, that Jiuzhou Pharmacy (including its subsidiaries and controlled entities), Jiuzhou Clinic and Jiuzhou Service are each a VIE and that the Company’s wholly-owned subsidiary, Jiuxin Management, absorbs a majority of the risk of loss from the activities of these companies, thereby enabling the Company, through Jiuxin Management, to receive a majority of their respective expected residual returns. Additionally, as Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service are under common control, the consolidated financial statements have been prepared as if the transactions had occurred retroactively as to the beginning of the reporting period of these consolidated financial statements. Control and common control are defined under the accounting standards as “an individual, enterprise, or immediate family members who hold more than 50 percent of the voting ownership interest of each entity.” Because the Owners collectively own 100% of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, and have agreed to vote their interests in concert since the establishment of each of these three companies as memorialized the Voting Rights Proxy Agreement, the Company believes that the Owners collectively have control and common control of the three companies. Accordingly, the Company believes that Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service were constructively held under common control by Jiuxin Management as of the time the Contractual Agreements were entered into, establishing Jiuxin Management as their primary beneficiary. Jiuxin Management, in turn, is owned by Renovation, which is owned by the Company. |
Risks and Uncertainties | Risks and Uncertainties The operations of the Company are located in the PRC. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by political, economic, and legal environments in the PRC, as well as by the general state of the PRC economy. The Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political, regulatory and social conditions in the PRC. Although the Company has not experienced losses from these situations and believes that it is in compliance with existing laws and regulations including its organization and structure disclosed in Note 1, this may not be indicative of future results. The Company has significant cash deposits with suppliers in order to obtain and maintain inventory. The Company’s ability to obtain products and maintain inventory at existing and new locations is dependent upon its ability to post and maintain significant cash deposits with its suppliers. In the PRC, many vendors are unwilling to extend credit terms for product sales that require cash deposits to be made. The Company does not generally receive interest on any of its supplier deposits, and such deposits are subject to loss as a result of the creditworthiness or bankruptcy of the party who holds such funds, as well as the risk from illegal acts such as conversion, fraud, theft or dishonesty associated with the third party. If these circumstances were to arise, the Company would find it difficult or impossible, due to the unpredictability of legal proceedings in China, to recover all or a portion of the amount on deposit with its vendors or landlords. Members of the current management team own controlling interests in the Company and are also the Owners of the VIEs in the PRC. The Company only controls the VIEs through contractual arrangements which obligate it to absorb the risk of loss and to receive the residual expected returns. As such, the controlling shareholders of the Company and the VIEs could cancel these agreements or permit them to expire at the end of the agreement terms, as a result of which the Company would not retain control of the VIEs. |
Use of estimates | Use of estimates The preparation of unaudited condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. The significant estimates made in the preparation of the accompanying unaudited condensed consolidated financial statements relate to the assessment of the carrying values of accounts receivable, advances to suppliers and related allowance for doubtful accounts, useful lives of property and equipment, and fair value of its purchase option derivative liability. Because of the use of estimates inherent in the financial reporting process, actual results could materially differ from those estimates. |
Fair value measurements | Fair value measurements The Company has adopted ASC Topic 820, Fair Value Measurement and Disclosure, which defines fair value, establishes a framework for measuring fair value in GAAP, and expands disclosures about fair value measurements. It does not require any new fair value measurements, but provides guidance on how to measure fair value by providing a fair value hierarchy used to classify the source of the information. It establishes a three-level valuation hierarchy of valuation techniques based on observable and unobservable inputs, 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 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement. The Company's financial assets and liabilities, which include financial instruments as defined by ASC 820, include cash and cash equivalents, accounts receivable, accounts payable, long-term debt and derivatives. The carrying amounts of cash and cash equivalents, Financial assets available for sales, accounts receivable, notes receivables, and accounts payable are a reasonable approximation of fair value due to the short maturities of these instruments (Level 1). The carrying amount of notes payable approximates fair value based on borrowing rates of similar bank loan currently available to the Company (Level 2) (See Note 13). The carrying amount of the Company's derivative instruments is recorded at fair value and is determined based on observable inputs that are corroborated by market data (Level 2). As of June 30, 2015 and March 31, 2015, the fair values of our derivative instruments that were carried at fair value. (See Note 17) |
Revenue recognition | Revenue recognition Revenue from sales of prescription medicine at the drugstores is recognized when the prescription is filled and the customer picks up and pays for the prescription. Revenue from sales of other merchandise at the drugstores is recognized at the point of sale, which is when a customer pays for and receives the merchandise. Sales of drugs reimbursed by the local government medical insurance agency and receivables from the agency are recognized when a customer pays for the drugs at a store. Based on historical experience, a reserve for potential loss from denial of reimbursement on certain unqualified drugs is made to the receivables from the government agency. Revenue from medical services is recognized after the service has been rendered to a customer. Revenue from online pharmacy sales is recognized when merchandise is delivered to customers. While most deliveries take one day, certain deliveries may take longer depending on a customer’s location. Any loss caused in a shipment will be reimbursed by the Company’s courier company. In addition, a proper sales discount is made to account for the potential loss from returns from customers. Historically, sales returns have been minimal. Revenue from sales of merchandise to non-retail customers is recognized when the following conditions are met: (1) persuasive evidence of an arrangement exists (sales agreements and customer purchase orders are used to determine the existence of an arrangement); (2) delivery of goods has occurred and risks and benefits of ownership have been transferred, which is when the goods are received by the customer at its designated location in accordance with the sales terms; (3) the sales price is fixed or determinable; and (4) collectability is probable. Historically, sales returns have been minimal. The Company’s revenue is net of value added tax (“VAT”) collected on behalf of PRC tax authorities in respect to the sales of merchandise. VAT collected from customers, net of VAT paid for purchases, is recorded as a liability in the accompanying consolidated balance sheets until it is paid to the relevant PRC tax authorities. |
Restricted cash | Restricted cash The Company’s restricted cash consists of cash in a bank as security for its notes payable. The Company has notes payable outstanding with the bank and is required to keep certain amounts on deposit that are subject to withdrawal restrictions. The notes payable are generally short term in nature due to their short maturity period of six to nine months; thus, restricted cash is classified as a current asset. |
Accounts receivable | Accounts receivable Accounts receivable represents the following: (1) amounts due from banks relating to retail sales that are paid or settled by the customers’ debit or credit cards, (2) amounts due from government social security bureaus and commercial health insurance programs relating to retail sales of drugs, prescription medicine, and medical services that are paid or settled by the customers’ medical insurance cards, (3) amounts due from non-bank third party payment instruments such as Alipay from certain e-commerce platforms and (4) amounts due from non-retail customers for sales of merchandise. Accounts receivable are recorded at net realizable value consisting of the carrying amount less an allowance for uncollectible accounts, as necessary. In the Company’s retail business, accounts receivable mainly consist of reimbursements due from the government insurance bureaus and commercial health insurance programs and are usually collected within two or three months. The Company directly writes off delinquent account balances, which is determined to be uncollectible after confirming with the appropriate bureau or program each month. Additionally, the Company also makes estimated reserves on related outstanding accounts receivable based on historical trend. In the Company’s online pharmacy business, accounts receivables primarily consist of amounts due from non-bank third party payment instruments such as Alipay from certain e-commerce platforms. To purchase pharmaceutical products from the e-commerce platforms such as Tmall, customers are required to pay to certain non-bank third party payment instruments such as Alipay, which, in turn, will reimburse the Company within seven days to a month. Except for customer returns of sold products, the receivables from these payments instruments are rarely uncollectible. In its wholesale business, the Company uses the aging method to estimate the allowance for anticipated uncollectible receivable balances. Under the aging method, bad debt percentages are determined by management, based on historical experience and the current economic climate, are applied to customers’ balances categorized by the number of months the underlying invoices have remained outstanding. At each reporting period, the allowance balance is adjusted to reflect the amount computed as a result of the aging method. When facts subsequently become available to indicate that the allowance provided requires an adjustment, a corresponding adjustment is made to the allowance account as a change in estimate. |
Advances to suppliers | Advances to suppliers Advances to suppliers consist of prepayments to our vendors such as pharmaceutical manufacturers and other distributors. Since the acquisition of Jiuxin Medicine, we have transferred almost all logistics services of our retail drugstores to Jiuxin Medicine. Jiuzhou Pharmacy only makes purchase on certain non-medical products such as sundry. Advances to suppliers for our drug wholesale business consist of prepayments to our vendors such as pharmaceutical manufacturers and other distributors. We typically receive products from vendors within three to nine months after making prepayments. We continuously monitor delivery from and payments to our vendors while maintaining a provision for estimated credit losses based upon historical experience and any specific supplier issues such as discontinuing of inventory supply that have been identified. If we are having difficulty receiving products from a vendor, we take the following steps: cease purchasing products from the vendor, ask for return of our prepayment promptly, and if necessary, take legal actions. If all of these steps are unsuccessful, management then determines whether or not the prepayments should be reserved or written off. we have tightened our customer credit policy and strengthened monitoring of uncollected receivables. |
Inventories | Inventories Inventories are stated at the lower of cost or market. Cost is determined using the first in first out (FIFO) method. Market is the lower of replacement cost or net realizable value. The Company carries out physical inventory counts on a monthly basis at each store and warehouse location. Herbs that the Company farms are recorded at their cost, which includes direct costs such as seed selection, fertilizer, and labor costs that are spent in growing herbs on the leased farmland, and indirect costs such as amortization of farmland development cost. Since April 2014, amortization of farmland development cost has been expensed instead of allocated into inventory due to unpredictable future market value of planted gingko trees. All the costs are accumulated until the time of harvest and then allocated to harvested herbs costs when they are sold. The Company periodically reviews its inventory and records write-downs to inventories for shrinkage losses and damaged merchandise that are identified. The Company provides a reserve for estimated inventory obsolescence or excess quantities on hand equal to the difference between the cost of the inventory and its estimated realizable value. |
Property and equipment | Property and equipment Property and equipment are stated at cost, net of accumulated depreciation or amortization. Depreciation is calculated on the straight-line method over the estimated useful lives of the assets, taking into consideration the assets’ estimated residual value. Leasehold improvements are amortized over the shorter of lease term or remaining lease period of the underlying assets. Following are the estimated useful lives of the Company’s property and equipment: Estimated Useful Life Leasehold improvements 3-10 years Motor vehicles 3-5 years Office equipment & furniture 3-5 years Buildings 35 years Maintenance, repairs and minor renewals are charged to expense as incurred. Major additions and betterment to property and equipment are capitalized. |
Intangibles | Intangibles Intangible assets are acquired individually or as part of a group of assets, and are initially recorded at their fair value. The cost of a group of assets acquired in a transaction is allocated to the individual assets based on their relative fair values. The estimated useful lives of the Company’s intangible assets are as follows: Estimated Useful Life Land use right 50 years Software 3 years The Company evaluates intangible assets for impairment whenever events or changes in circumstances indicate that the assets might be impaired. |
Impairment of long-lived assets | Impairment of long lived assets The Company evaluates long lived tangible and intangible assets for impairment, whenever events or changes in circumstances indicate that the carrying value may not be recoverable from its estimated future cash flows. Recoverability is measured by comparing the assets’ net book value to the related projected undiscounted cash flows from these assets, considering a number of factors including past operating results, budgets, economic projections, market trends and product development cycles. If the net book value of the asset exceeds the related undiscounted cash flows, the asset is considered impaired, and a second test is performed to measure the amount of impairment loss. There were no fixed assets and farmland assets impaired as of June 30, 2015. (See Note 6 and 9) |
Notes payable | Notes payable During the normal course of business, the Company regularly issues bank acceptance bills as a payment method to settle outstanding accounts payables with various material suppliers. The Company records such bank acceptance bills as notes payable. Such notes payable are generally short term in nature due to their short maturity period of six to nine months. |
Income taxes | Income taxes The Company records income taxes pursuant to the accounting standards for income taxes. These standards require the recognition of deferred income tax liabilities and assets for the expected future tax consequences of temporary differences between income tax basis and financial reporting basis of assets and liabilities. Provision for income taxes consists of taxes currently due and the net change in deferred taxes. A valuation allowance is recognized if it is more likely than not that some portion, or all of, a deferred tax asset will not be realized. |
Value added tax | Value added tax Sales revenue represents the invoiced value of goods, net of VAT. All of the Company’s products are sold in the PRC and are subject to a VAT on the gross sales price. The VAT rates range up to 17%, depending on the type of products sold. The VAT may be offset by VAT paid by the Company on raw materials and other materials included in the cost of producing or acquiring its finished products. The Company recorded a VAT payable net of payments in the accompanying financial statements. The accounting standards clarify the accounting and disclosure requirements for uncertain tax positions and prescribe a recognition threshold and measurement attribute for recognition and measurement of a tax position taken or expected to be taken in a tax return. The accounting standards also provide guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosures, and transition. No significant penalties, uncertain tax provisions or interest relating to income taxes were incurred during the periods ended June 30, 2015 and 2014. All of the tax returns of the Company have been and remain subject to examination by the tax authorities for five years from the date of filing. |
Stock based compensation | Stock based compensation The Company follows the provisions of ASC 718, “Compensation — Stock Compensation,” which establishes accounting for non-employee and employee stock-based awards. Under the provisions of ASC 718, the fair value of stock issued is used to measure the fair value of services received as the Company believes such approach is a more reliable method of measuring the fair value of the services. For non-employee stock-based awards, fair value is measured based on the value of the Company’s common stock on the date that the commitment for performance by the counterparty has been reached or the counterparty’s performance is complete. The fair value of the equity instrument is calculated and then recognized as compensation expense over the requisite performance period. For employee stock-based awards, share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense with graded vesting on a straight–line basis over the requisite service period for the entire award. |
Advertising and promotion costs | Advertising and promotion costs Advertising and promotion costs are expensed as incurred and amounted to $63,166 and $49,918 for the three months ended June 30, 2015 and 2014, respectively. Such costs consist primarily of print and promotional materials such as flyers to local communities. |
Operating leases | Operating leases The Company leases premises for retail drugstores, offices and wholesale warehouse under non-cancelable operating leases. Operating lease payments are expensed over the term of lease. A majority of the Company’s retail drugstore leases have a 3 to 8-year term with a renewal option upon the expiration of the lease; the wholesale warehouse lease has a 10-year term with a renewal option upon the expiration of the lease. The Company has historically been able to renew a majority of its drugstores leases. Under the terms of the lease agreements, the Company has no legal or contractual asset retirement obligations at the end of the lease. Land leased from the government is amortized on a straight-line basis over a 30-year term. |
Foreign currency translation | Foreign currency translation The Company uses the United States dollar (“U.S. dollars” or “USD”) for financial reporting purposes. The Company’s subsidiaries and VIEs maintain their books and records in their functional currency the Renminbi (“RMB”), the currency of the PRC. In general, for consolidation purposes, the Company translates the assets and liabilities of its subsidiaries and VIEs into U.S. dollars using the applicable exchange rates prevailing at the balance sheet date, and the statements of income and cash flows are translated at average exchange rates during the reporting period. As a result, amounts related to assets and liabilities reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheet. Equity accounts are translated at historical rates. Adjustments resulting from the translation of the financial statements of the subsidiaries and VIEs are recorded as accumulated other comprehensive income. The balance sheet amounts, with the exception of equity, at June 30, 2015 and March 31, 2015 were translated at 1 RMB to $0.1637 USD and at 1 RMB to $0.1634 USD, respectively. The average translation rates applied to income and cash flow statement amounts for the three months ended June 30, 2015and 2014 were at 1 RMB to $0.1638 USD and at 1 RMB to $0.1623 USD, respectively. |
Concentrations and credit risk | Concentrations and credit risk Certain financial instruments, which subject the Company to concentration of credit risk, consist of cash and restricted cash. The Company has cash balances at financial institutions located in Hong Kong and PRC. Balances at financial institutions in Hong Kong may, from time to time, exceed Hong Kong Deposit Protection Board’s insured limits. Balances at financial institutions and state-owned banks within the PRC are not covered by insurance. As of June 30, 2015 and March 31, 2015, the Company had deposits totaling $15,066,336 and $12,563,579 that were not covered by insurance, respectively. To date, the Company has not experienced any losses in such accounts. For the three months ended June 30, 2015, one vendor accounted for 16.5% of the Company’s total purchases and one vendor accounted for 11.2% of total advances to suppliers. For the three months ended June 30, 2014, no vendors accounted for more than 10% of the Company’s total purchases. The largest vendor accounted for 9% of the Company’s total purchases and one vendor accounted for 11% of total advances to suppliers. For the three months ended June 30, 2015 and 2014, no customer accounted for more than 10% of the Company’s total sales or accounts receivable. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers: Topic 606. This Update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The guidance in this Update supersedes the revenue recognition requirements in Topic 605, Revenue Recognition and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to illustrate the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also includes a cohesive set of disclosure requirements that will provide users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from a reporting organization’s contracts with customers. This ASU is effective for fiscal years, and interim periods within those years beginning after December 15, 2016 for public companies and 2017 for non-public entities. Management is evaluating the effect, if any, on the Company’s financial position and results of operations. In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern”, which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. Management is evaluating the effect, if any, on the Company’s financial position and results of operations. In November 2014, FASB issued ASU No. 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity (a consensus of the FASB Emerging Issues Task Force).The amendments permit the use of the Fed Funds Effective Swap Rate (also referred to as the Overnight Index Swap Rate, or OIS) as a benchmark interest rate for hedge accounting purposes. Public business entities are required to implement the new requirements in fiscal years (and interim periods within those fiscal years) beginning after December 15, 2015. All other types of entities are required to implement the new requirements in fiscal years beginning after December 15, 2015, and interim periods beginning after December 15, 2016. The Company does not expect the adoption of ASU 2014-16 to have material impact on the Company's consolidated financial statement. In February 2015, the FASB issued ASU No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis” (“ASU 2015-02”). The amendments in this update affect reporting entities that are required to evaluate whether they should consolidate certain legal entities. All legal entities are subject to reevaluation under the revised consolidation model. ASU 2015-02 is effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. We are currently in the process of evaluating the impact of the adoption of ASU 2015-02 on our consolidated financial statements. In June 2015, the FASB issued ASU No. 2015-10, “Technical Corrections and Improvements” (“ASU 2015-10”). The amendments in ASU 2015-10 cover a wide range of Topics in the Accounting Standards Codification (the “ASC”). The amendments in ASU 2015-10 represent changes to clarify the ASC, correct unintended application of guidance, or make minor improvements to the ASC that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. Additionally, some of the amendments will make the ASC easier to understand and easier to apply by eliminating inconsistencies, providing needed clarifications, and improving the presentation of guidance in the ASC. Transition guidance varies based on the amendments in ASU 2015-10. The amendments in ASU 2015-10 that require transition guidance are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. All other amendments will be effective upon the issuance of ASU 2015-10. We are currently in the process of evaluating the impact of the adoption of ASU 2015-02 on our consolidated financial statements. In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory” (“ASU 2015-11”). The amendments in this update require an entity to measure inventory within the scope of ASU 2015-11 (the amendments in ASU 2015-11 do not apply to inventory that is measured using last-in, first-out or the retail inventory method. The amendments apply to all other inventory, which includes inventory that is measured using first-in, first-out or average cost) at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is uncharged for inventory measured using last-in, first-out or the retail inventory method. The amendments in ASU 2015-11 more closely align the measurement of inventory in U.S. GAAP with the measurement of inventory in International Financial Reporting Standards (“IFRS”). ASU 2015-11 is effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in ASU 2015-11 should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. We are currently in the process of evaluating the impact of the adoption of ASU 2015-02 on our consolidated financial statements. |
Description of Business and O29
Description of Business and Organization (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Description of Business and Organization [Abstract] | |
Schedule of consolidated financial statements activities | Entity Name Background Ownership Renovation HK ● Incorporated in Hong Kong SAR on September 2, 2008 100% Jiuxin Management ● Established in the PRC on October 14, 2008 ● Deemed a wholly foreign owned enterprise (“WFOE”) under PRC law ● Registered capital of $4.5 million fully paid 100% Shouantang Technology ● Established in the PRC on July 16, 2010 by Renovation with registered capital of $20 million ● Registered capital requirement reduced by the SAIC to $11 million in July 2012 and is fully paid ● Deemed a WFOE under PRC law ● Invests and finances the working capital of Quannuo Technology 100% Qianhong Agriculture ● Established in the PRC on August 10, 2010 by Jiuxin Management ● Registered capital of RMB 10 million fully paid ● Carries out herb farming business 100% Quannuo Technology ● Established in the PRC on July 7, 2009 ● Registered capital of RMB 10 million fully paid ● Acquired by Shouantang Technology in November 2010 ● Operates the Company’s online pharmacy website and provide software and technical support 100% Hangzhou Quannuo ● Established in the PRC on July 8, 2010 by Quannuo Technology ● Registered capital of RMB 800,000 fully paid ● Currently has no operation and has closed, pending dissolution 100% Jiuzhou Pharmacy (1) ● Established in the PRC on September 9, 2003 ● Registered capital of RMB 5 million fully paid ● Operates the “Jiuzhou Grand Pharmacy” stores in Hangzhou VIE by contractual arrangements (2) Jiuzhou Clinic (1) ● Established in the PRC as a general partnership on October 10, 2003 ● Operates a medical clinic adjacent to one of Jiuzhou Pharmacy’s stores VIE by contractual arrangements (2) Jiuzhou Service (1) ● Established in the PRC on November 2, 2005 ● Registered capital of RMB 500,000 fully paid ● Operates a medical clinic adjacent to one of Jiuzhou Pharmacy’s stores VIE by contractual arrangements (2) Jiuxin Medicine ● Established in PRC on December 31, 2003 ● Acquired by Jiuzhou Pharmacy in August 2011 ● Registered capital of RMB 10 million fully paid ● Carries out pharmaceutical distribution services VIE by contractual arrangements as a wholly-owned subsidiary of Jiuzhou Pharmacy (2) Jiutong Medical ● Established in the PRC on December 20, 2011 by Renovation ● Registered capital of $2.6 million fully paid ● Currently has no operation 100% Shouantang Bio ● Established in the PRC in October, 2014 by Shouantang Technology ● 100% held by Shouantang Technology ● Registered capital of RMB 1,000,000 fully paid ● Sells nutritional supplements under its own brand name VIE by contractual arrangements as a controlled entity of Jiuzhou Service (2) Jianshun ● Established in the PRC in May, 2015 ● 35% held by Jiuzhou Pharmacy ● Manages sales on official website of the online pharmacy VIE by contractual arrangements as a controlled entity of Jiuzhou Pharmacy (2) (1) Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service have been under the common control of the three shareholders of Renovation (the “Owners”) since their respective establishment dates, pursuant to agreements among the Owners to vote their interests in concert as memorialized in a voting agreement. Based on such voting agreement, the Company has determined that common control exists among these three companies. Operationally, the Owners have operated these three companies in conjunction with one another since each company’s respective establishment date. Jiuxin Medicine is also deemed under the common control of the Owners as a subsidiary of Jiuzhou Pharmacy, as is Shouantang Health as a subsidiary of Jiuzhou Service and Jianshun as a subsidiary of Jiuzhou Pharmacy. (2) To comply with certain foreign ownership restrictions of pharmacy and medical clinic operators, Jiuxin Management entered into a series of contractual arrangements with Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service on August 1, 2009. These contractual arrangements are comprised of five agreements: consulting services agreement, operating agreement, equity pledge agreement, voting rights agreement and option agreement. As a result of these agreements, which obligate Jiuxin Management to absorb all of the risks of loss from the activities of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, and enable the Company (through Jiuxin Management) to receive all of their expected residual returns, the Company accounts for all three companies (as well as one subsidiary of Jiuzhou Pharmacy) as a variable interest entity (“VIE”) under the accounting standards of the Financial Accounting Standards Board (“FASB”). Accordingly, the financial statements of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, as well as the subsidiary under the control of Jiuzhou Pharmacy (Shouantang Health), are consolidated into the financial statements of the Company. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of estimated useful lives of property and equipment | Estimated Useful Life Leasehold improvements 3-10 years Motor vehicles 3-5 years Office equipment & furniture 3-5 years Buildings 35 years |
Schedule of estimated useful lives of intangible assets | Estimated Useful Life Land use right 50 years Software 3 years |
Trade Accounts Receivable (Tabl
Trade Accounts Receivable (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Trade Accounts Receivable [Abstract] | |
Schedule of trade accounts receivable | June 30, March 31, Accounts receivable $ 9,949,598 $ 12,108,561 Less: allowance for doubtful accounts (2,215,460 ) (2,870,818 ) Trade accounts receivable, net $ 7,734,138 $ 9,237,743 |
Other Current Assets (Tables)
Other Current Assets (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Other Current Assets [Abstract] | |
Schedule of other current assets | June 30, March 31, Prepaid rental expenses(1) $ 1,313,736 $ 1,712,018 Prepaid and other current assets 489,718 488,820 Total $ 1,803,454 $ 2,200,838 (1) As the Company opened new stores, prepaid rental expenses. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Property and Equipment [Abstract] | |
Schedule of property and equipment | June 30, March 31, Building $ 1,755,202 $ 1,751,986 Leasehold improvements 12,887,368 12,792,714 Farmland development cost 1,957,753 1,954,165 Office equipment and furniture 5,988,281 5,949,193 Motor vehicles 668,654 667,428 Total 23,257,258 23,115,486 Less: Accumulated depreciation (14,042,565 ) (13,606,043 ) Impairment (2,457,165 ) (2,452,662 ) Property and equipment, net $ 6,757,528 $ 7,056,781 |
Advances to Suppliers (Tables)
Advances to Suppliers (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Advances To Suppliers [Abstract] | |
Schedule of advance to suppliers | June 30, March 31, Advance to suppliers $ 6,994,011 $ 5,942,866 Less: allowance for doubtful accounts (1,151,652 ) (1,225,514 ) Advance to suppliers, net $ 5,842,359 $ 4,717,352 |
Farmland Assets (Tables)
Farmland Assets (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Farmland Assets [Abstract] | |
Schedule of farmland assets | June 30, March 31, 2015 2015 Farmland assets $ 2,616,184 $ 2,530,558 Less: impairments* (827,715 ) (826,199 ) Farmland assets, net $ 1,788,469 $ 1,704,359 * The estimated fair value is estimated to be lower than its investment value in fiscal 2014 and 2015. The slight increase in the impairment amount from March 31, 2015 to June 30, 2015 is caused by exchange rate variance. |
Other Noncurrent Assets (Tables
Other Noncurrent Assets (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Other Noncurrent Assets [Abstract] | |
Schedule of other noncurrent assets | Years ending June 30, Amount 2016 $ 63,796 2017 63,796 2018 63,796 2019 63,796 2020 63,796 Thereafter 1,259,965 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Intangible Assets [Abstract] | |
Schedule of net intangible assets | June 30, March 31, License (1) $ 1,573,157 $ 1,570,274 Goodwill (1) 23,667 23,623 Land use rights (2) 1,596,329 1,593,403 Software 477,783 477,302 Total other intangible assets 3,670,936 3,664,602 Less: accumulated amortization (531,567 ) (522,599 ) Intangible assets, net $ 3,139,369 $ 3,142,003 (1) As of June 30, 2015, the intangible assets with indefinite life consisted of the following, which were generated through the acquisition of Sanhao Pharmacy. (2) In July 2013, the Company purchased the land use right of a plot of farmland in Lin’An, Hangzhou, intended for the establishment of an herb processing plant in the future. However, as our farming business in Lin’An has not grown, the Company does not expect completion of the plant in near future. |
Schedule of intangible assets with indefinite life generated through acquisition of Sanhao Pharmacy | Preliminary Currency translation adjustment Net carrying Licenses* $ 1,566,046 $ 7,111 $ 1,573,157 Goodwill on acquisition of Sanhao Pharmacy 23,560 107 23,667 $ 1,589,606 $ 7,218 $ 1,596,824 * This represents the fair value of the licenses of insurance applicable drugstores acquired from Sanhao Pharmacy. The licenses allow patients to pay by the insurance card at stores and the stores can get reimbursed from the Human Resource and Social Security Department of Hangzhou City. |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Notes Payable [Abstract] | |
Schedule of credit facilities with bank | Origination Maturity June 30, March 31, Beneficiary Endorser date date 2015 2015 Jiuzhou Pharmacy(1) HUB 08/05/14 08/04/15 1,637,000 1,634,000 Jiuzhou Pharmacy(1) HUB 10/09/14 04/09/15 - 784,320 Jiuzhou Pharmacy(1) HUB 10/09/14 04/09/15 - 1,187,918 Jiuzhou Pharmacy(1) HUB 12/05/14 06/05/15 - 1,329,651 Jiuzhou Pharmacy(1) HUB 12/26/14 06/26/15 - 1,601,320 Jiuzhou Pharmacy(1) HUB 03/04/15 09/04/15 1,473,300 1,470,600 Jiuzhou Pharmacy(1) HUB 03/13/14 09/13/15 605,690 604,580 Jiuzhou Pharmacy(2) BOH 11/06/14 05/06/15 2,908,520 Jiuzhou Pharmacy(2) BOH 02/09/15 08/09/15 1,997,140 1,993,480 Jiuzhou Pharmacy(3) ICBC 12/26/14 06/25/15 2,238,580 Jiuzhou Pharmacy(1) HUB 04/08/15 10/08/15 1,653,370 - Jiuzhou Pharmacy(3) ICBC 04/10/15 10/09/15 454,922 Jiuzhou Pharmacy(1) HUB 05/15/15 11/15/15 1,564,972 Jiuzhou Pharmacy(2) BOH 06/04/15 12/04/15 2,422,760 Jiuzhou Pharmacy(1) HUB 06/29/15 12/29/15 2,532,439 Jiuzhou Pharmacy(1) HUB 04/22/15 04/21/16 1,637,000 Jiuzhou Pharmacy(1) HUB 04/29/15 04/28/16 3,519,550 Total $ 19,498,143 $ 15,752,969 (1) As of March 31, 2015, the Company had $8,612,389 (RMB52,707,400) notes payable from HUB. The Company is required to hold restricted cash of $36,921,220 (RMB52, 707,400) with HUB as collateral against these bank notes. As of June 30, 2015, the Company had $14,623,321 (RMB 119,109,000) notes payable from HUB. The Company is required to hold restricted cash of $ 11,725,831 (RMB71,630,000) with HUB as collateral against these bank notes. (2) As of March 31, 2015, the Company had $4,902,000 (RMB30,000,000) notes payable from BOH. The land use right of the farmland in Lin’An, Hangzhou is pledged as collateral for these bank acceptance notes (see Note 12). The Company is required to hold restricted cash of $2,287,600 (RMB 14,000,000) with BOH as collateral against these bank notes. As of June 30, 2015, the Company had $4,419,900 (RMB 27,000,000) notes payable from BOH. The land use right of the farmland in Lin’An, Hangzhou is pledged as collateral for these bank acceptance notes (see Note 12). The Company is required to hold restricted cash of $1,948,030 (RMB 11,900,000) with BOH as collateral against these bank notes. (3) As of March 31, 2015, the Company had $2,238,580 (RMB 13,700,000) notes payable from ICBC, with restricted cash of $671,574 (RMB 4,110,000) held at the bank. As of June 30, 2015, the Company had $454,922 (RMB 2,779,000) notes payable from ICBC, with restricted cash of $136,477(RMB833,700) held at the bank. |
Schedule of fair value | Level 1 Level 2 Level 3 Total March 31, 2015 - 15,743,000 - 15,743,000 June 30, 2015 - 19,120,000 - 19,120,000 |
Taxes (Tables)
Taxes (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Taxes [Abstract] | |
Schedule of reconciliation of the U.S. statutory tax rates with company's effective tax rate | For the three months 2015 2014 U.S. Statutory rates 34.0 % 34.0 % Foreign income not recognized in the U.S. (34.0 ) (34.0 ) China income taxes 25.0 25.0 Change in valuation allowance (25.0 ) (25.0 ) Others (1) (42.6 ) (4.9 ) Effective tax rate (42.6 )% (4.9 )% (1) The (42.6)% and (4.9)% for the three months ended June 30, 2015 and 2014 represents loss incurred in unprofitable subsidiaries that are not deductible for profitable subsidiaries as these subsidiaries filed tax returns separately in China, and expenses incurred by the Company that were not deductible for PRC income tax. |
Schedule of taxes payable | June 30, March 31, VAT $ 386,471 $ 301,149 Income tax 64,206 8,007 Others 33,518 18,955 Total taxes payable $ 484,195 $ 328,111 |
Related Party Transactions an40
Related Party Transactions and Arrangements (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions and Arrangements [Abstract] | |
Schedule of amounts payable to related parties | June 30, March 31, Due to cofounders (1): $ 576,818 $ 576,818 Due to a director and CEO (2): 2,286,692 2,152,922 Total $ 2,863,510 $ 2,729,740 (1) As of June 30, 2015 and March 31, 2015, amount due to cofounders represents contributions from the Owners to Jiuxin Management to enable Jiuxin Management to meet its approved PRC registered capital requirements. (2) Due to foreign exchange restrictions, the Company’s director and CEO, Mr. Lei Liu personally lent U.S. dollars to the Company to facilitate its payments of expenses in the United States. |
Warrants (Tables)
Warrants (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Warrants [Abstract] | |
Schedule of estimated fair value of warrants | Common Stock Common Stock June 30, March31, Stock price $ 3.28 $ 2.82 Exercise price $ 1.20 $ 1.20 Annual dividend yield 0 % 0 % Expected term (years) 1.24 1.49 Risk-free interest rate 0.28 % 0.67 % Expected volatility 102.98 % 116.88 % (1) As of June 30, 2015, the warrant had not been exercised. |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity [Abstract] | |
Schedule of stock option activities | Options Weighted- average exercise price Weighted- average remaining contractual term (years) Aggregate intrinsic value Outstanding at March 31, 2015 - $ - - - Granted 967,000 2.50 7.63 309,440 Exercised - - - - Forfeited or expired - - - - Outstanding at June 30, 2015 967,000 $ 2.50 7.38 $ 754,260 Exercisable at June 30, 2015 - $ - - $ - Vested or expected to vest 967,000 $ 2.50 7.38 $ 754,260 |
Schedule of weighted-average grant date fair values were determined using the Black- Scholes option-pricing model | Three months ended Fair value of stock options granted $ 1.54 Expected volatility 123.19 % Expected term (years) 5.00 Risk-free interest rate 1.65 % Annual dividend yield 0 % |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Earnings (Loss) Per Share [Abstract] | |
Schedule of reconciliation of the basic and diluted earnings per share computation | Three months ended June 30, 2015 2014 Net earnings (loss) attributable to controlling interest $ 110,611 $ (346,737 ) Weighted average shares used in basic computation 15,650,504 14,416,022 Diluted effect of restricted shares - - Diluted effect of purchase options 229,957 - Diluted effect of warrants 95,122 - Weighted average shares used in diluted computation 15,975,583 14,416,022 Earnings (loss) per share – Basic: Net earnings (loss) before non controlling interest $ 0.01 $ (0.02 ) Add: Net earnings (loss) attributable to no controlling interest $ - $ - Net earnings (loss) attributable to controlling interest $ 0.01 $ (0.02 ) Earnings (loss) per share – Diluted: Net earnings (loss)before non controlling interest $ 0.01 $ (0.02 ) Add: Net earnings (loss) attributable to no controlling interest $ - $ - Net earnings (loss) attributable to controlling interest $ 0.01 $ (0.02 ) |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Segments [Abstract] | |
Schedule of information by segment | Retail Online Drug Herb Total Revenue $ 12,170,888 $ 5,965,768 $ 3,174,636 $ - $ 21,311,292 Cost of goods 9,037,894 4,944,283 2,953,432 - 16,935,609 Gross profit $ 3,132,994 $ 1,021,485 $ 221,204 $ - $ 4,375,683 Selling expenses 2,574,468 407,250 114,651 - 3,096,369 General and administrative expenses 1,099,722 231,615 (419,398 )* 8,291 920,230 (Loss) income from operations $ (541,196 ) $ 382,620 $ 525,951 $ (8,291 ) $ 359,084 Depreciation and amortization $ 195,007 $ - $ 143,506 $ 81,294 $ 419,806 Total capital expenditures $ 86,932 $ 5,979 $ 6,482 $ - $ 99,393 * include the accounts receivable and advance to customer allowance reversal of $729,164. Retail Online Drug Herb Total Revenue $ 10,595,759 $ 2,572,542 $ 3,290,931 $ - $ 16,459,232 Cost of goods 8,679,889 2,167,365 3,101,359 - 13,948,613 Gross profit $ 1,915,870 $ 405,177 $ 189,572 $ - $ 2,510,619 Selling expenses 1,670,389 - 98,188 - 1,768,577 General and administrative expenses 1,263,296 143,698 (411,895 )* 86,102 1,081,201 (Loss) income from operations $ (1,017,815 ) $ 261,479 $ 503,279 $ (86,102 ) $ (339,159 ) Depreciation and amortization $ 267,856 $ 2,161 $ 151,559 $ 80,525 $ 502,101 Total capital expenditures $ 34,227 $ 303 $ 70,152 $ - $ 104,682 * include the accounts receivable and advance to customer allowance reversal of $660,504. |
Schedule of net revenue from external customers by main products | Three months ended 2015 2014 Prescription drugs $ 4,646,376 $ 4,420,252 OTC drugs 4,896,692 3,942,792 Nutritional supplements 910,611 623,925 TCM 1,136,509 1,195,634 Sundry products 262,047 357,059 Medical devices 318,653 56,096 Total $ 12,170,888 $ 10,595,759 Three months ended 2015 2014 Prescription drugs $ - $ - OTC Drugs 1,880,284 692,843 Nutritional supplements 513,744 149,940 TCM - - Sundry products 1,226,954 319,970 Medical devices 2,344,786 1,409,789 Total $ 5,965,768 $ 2,572,542 Three months ended 2015 2014 Prescription drugs $ 1,903,320 $ 1,527,495 OTC Drugs 1,196,778 1,348,529 Nutritional supplements 20,585 136,871 TCM - 117,361 Sundry products 2,933 103,991 Medical devices 51,020 56,684 Total $ 3,174,636 $ 3,290,931 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies [Abstract] | |
Schedule of company's commitments for minimum rental payments | Periods ending June 30, Retail Online Drug Herb Total 2016 $ 3,726,985 $ 117,016 $ 189,513 $ - $ 4,033,514 2017 2,886,762 140,419 152,121 - 3,179,302 2018 2,509,543 140,419 152,121 - 2,802,084 2019 2,035,758 140,419 152,121 - 2,328,298 2020 1,101,474 140,419 152,121 - 1,394,014 Thereafter 187,578 105,314 - - 292,892 |
Description of Business and O46
Description of Business and Organization (Details) - 3 months ended Jun. 30, 2015 | Total | |
Variable Interest Entity [Line Items] | ||
Variable Interest Entity, ownership percentage | 100.00% | |
Renovation Investment [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Incorporated in Hong Kong SAR on September 2, 2008 | |
Variable Interest Entity, ownership percentage | 100.00% | |
Jiuxin Management [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC on October 14, 2008 Deemed a wholly foreign owned enterprise (''WFOE'') under PRC lawRegistered capital of $4.5 million fully paid | |
Variable Interest Entity, ownership percentage | 100.00% | |
Shouantang Technology [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC on July 16, 2010 by Renovation with registered capital of $20 million Registered capital requirement reduced by the SAIC to $11 million in July 2012 and is fully paid Deemed a WFOE under PRC law Invests and finances the working capital of Quannuo Technology | |
Variable Interest Entity, ownership percentage | 100.00% | |
Qianhong Agriculture [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC on August 10, 2010 by Jiuxin Management Registered capital of RMB 10 million fully paid Carries out herb farming business | |
Variable Interest Entity, ownership percentage | 100.00% | |
Quannuo Technology [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC on July 7, 2009 Registered capital of RMB 10 million fully paid Acquired by Shouantang Technology in November 2010 Operates the Company's online pharmacy website and provide software and technical support | |
Variable Interest Entity, ownership percentage | 100.00% | |
Hangzhou Quannuo [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC on July 8, 2010 by Quannuo Technology Registered capital of RMB 800,000 fully paid Currently has no operation and has closed, pending dissolution | |
Variable Interest Entity, ownership percentage | 100.00% | |
Jiuzhou Pharmacy [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | [1] | Established in the PRC on September 9, 2003 Registered capital of RMB 5 million fully paid Operates the ''Jiuzhou Grand Pharmacy'' stores in Hangzhou |
Variable Interest Entity, ownership description | [1],[2] | VIE by contractual arrangements |
Jiuzhou Clinic [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | [1] | Established in the PRC as a general partnership on October 10, 2003 Operates a medical clinic adjacent to one of Jiuzhou Pharmacy's stores |
Variable Interest Entity, ownership description | [1],[2] | VIE by contractual arrangements |
Jiuzhou Service [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | [1] | Established in the PRC on November 2, 2005 Registered capital of RMB 500,000 fully paid Operates a medical clinic adjacent to one of Jiuzhou Pharmacy's stores |
Variable Interest Entity, ownership description | [1],[2] | VIE by contractual arrangements |
Jiuxin Medicine [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in PRC on December 31, 2003 Acquired by Jiuzhou Pharmacy in August 2011 Registered capital of RMB 10 million fully paid Carries out pharmaceutical distribution services | |
Variable Interest Entity, ownership description | [2] | VIE by contractual arrangements as a wholly-owned subsidiary of Jiuzhou Pharmacy |
Jiutong Medical [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC on December 20, 2011 by Renovation Registeredcapital of $2.6 million fully paid Currently has no operation | |
Variable Interest Entity, ownership percentage | 100.00% | |
Shouantang Bio [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC in October, 2014 by Shouantang Technology 100% held by Shouantang Technology Registered capital of RMB 1,000,000 fully paid Sells nutritional supplements under its own brand name | |
Variable Interest Entity, ownership description | [2] | VIE by contractual arrangements as a controlled entity of Jiuzhou Service |
Jianshun [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership background description | Established in the PRC in May, 2015 35% held by Jiuzhou Pharmacy Manages sales on official website of the online pharmacy | |
Variable Interest Entity, ownership description | [2] | VIE by contractual arrangements as a controlled entity of Jiuzhou Pharmacy |
[1] | Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service have been under the common control of the three shareholders of Renovation (the "Owners") since their respective establishment dates, pursuant to agreements among the Owners to vote their interests in concert as memorialized in a voting agreement. Based on such voting agreement, the Company has determined that common control exists among these three companies. Operationally, the Owners have operated these three companies in conjunction with one another since each company's respective establishment date. Jiuxin Medicine is also deemed under the common control of the Owners as a subsidiary of Jiuzhou Pharmacy, as is Shouantang Health as a subsidiary of Jiuzhou Service and Jianshun as a subsidiary of Jiuzhou Pharmacy. | |
[2] | To comply with certain foreign ownership restrictions of pharmacy and medical clinic operators, Jiuxin Management entered into a series of contractual arrangements with Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service on August 1, 2009. These contractual arrangements are comprised of five agreements: consulting services agreement, operating agreement, equity pledge agreement, voting rights agreement and option agreement. As a result of these agreements, which obligate Jiuxin Management to absorb all of the risks of loss from the activities of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, and enable the Company (through Jiuxin Management) to receive all of their expected residual returns, the Company accounts for all three companies (as well as one subsidiary of Jiuzhou Pharmacy) as a variable interest entity ("VIE") under the accounting standards of the Financial Accounting Standards Board ("FASB"). Accordingly, the financial statements of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, as well as the subsidiary under the control of Jiuzhou Pharmacy (Shouantang Health), are consolidated into the financial statements of the Company. |
Description of Business and O47
Description of Business and Organization (Detail Textuals) | 3 Months Ended | ||||||||
Jun. 30, 2015USD ($) | Jun. 30, 2015CNY (¥) | Mar. 31, 2015USD ($) | Mar. 31, 2015CNY (¥) | Mar. 31, 2014Clinic | Dec. 18, 2013 | Jul. 31, 2012CNY (¥) | Jul. 16, 2010USD ($) | ||
Business and Organization [Textual] | |||||||||
Entity Incorporation, Date of Incorporation | Dec. 19, 2006 | ||||||||
Number of medical clinics owned | Clinic | 5 | ||||||||
Renovation Investment [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | $ | $ 4,500,000 | ||||||||
Jiuxin Management [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | $ | $ 4,500,000 | ||||||||
Shouantang Technology [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | 20,000,000 | ¥ 11,000,000 | $ 20,000,000 | ||||||
Qianhong Agriculture [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | ¥ 10,000,000 | ||||||||
Quannuo Technology [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | 10,000,000 | ||||||||
Hangzhou Quannuo [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | 800,000 | ||||||||
Jiuzhou Pharmacy [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | [1] | 5,000,000 | |||||||
Jiuzhou Service [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Percentage of ownership held | 51.00% | ||||||||
Registered capital paid | [1] | 500,000 | |||||||
Jiuxin Medicine [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | ¥ 10,000,000 | ||||||||
Jiutong Medical [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Registered capital paid | $ 2,600,000 | ¥ 2,600,000 | |||||||
Shouantang Bio [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Percentage of capital stock in exchange transaction | 100.00% | 100.00% | |||||||
Registered capital paid | ¥ 1,000,000 | ||||||||
Jianshun [Member] | |||||||||
Business and Organization [Textual] | |||||||||
Percentage of capital stock in exchange transaction | 35.00% | 35.00% | |||||||
[1] | To comply with certain foreign ownership restrictions of pharmacy and medical clinic operators, Jiuxin Management entered into a series of contractual arrangements with Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service on August 1, 2009. These contractual arrangements are comprised of five agreements: consulting services agreement, operating agreement, equity pledge agreement, voting rights agreement and option agreement. As a result of these agreements, which obligate Jiuxin Management to absorb all of the risks of loss from the activities of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, and enable the Company (through Jiuxin Management) to receive all of their expected residual returns, the Company accounts for all three companies (as well as one subsidiary of Jiuzhou Pharmacy) as a variable interest entity ("VIE") under the accounting standards of the Financial Accounting Standards Board ("FASB"). Accordingly, the financial statements of Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, as well as the subsidiary under the control of Jiuzhou Pharmacy (Shouantang Health), are consolidated into the financial statements of the Company. |
Summary of Significant Accoun48
Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Jun. 30, 2015 | |
Leasehold improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of property and equipment | 10 years |
Leasehold improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Motor vehicles [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of property and equipment | 5 years |
Motor vehicles [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Office equipment & furniture [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of property and equipment | 5 years |
Office equipment & furniture [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Buildings [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of property and equipment | 35 years |
Summary of Significant Accoun49
Summary of Significant Accounting Policies (Details 1) | 3 Months Ended |
Jun. 30, 2015 | |
Land use right [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 50 years |
Software [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 3 years |
Summary of Significant Accoun50
Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | ||
Jun. 30, 2015USD ($)Venders | Jun. 30, 2014USD ($) | Mar. 31, 2015USD ($) | |
Accounting Policies [Textual] | |||
Benchmark percentage of the voting ownership interest for control and common control | 50.00% | ||
Ownership percentage | 100.00% | ||
Value added tax, percentage | 17.00% | ||
Advertising and promotion costs | $ 63,166 | $ 49,918 | |
Deposits not covered by insurance | $ 15,066,336 | $ 12,563,579 | |
Foreign currency translation description | The balance sheet amounts, with the exception of equity, at June 30, 2015 and March 31, 2015 were translated at 1 RMB to $0.1637 USD and at 1 RMB to $0.1634 USD, respectively. The average translation rates applied to income and cash flow statement amounts for the three months ended June 30, 2015and 2014 were at 1 RMB to $0.1638 USD and at 1 RMB to $0.1623 USD, respectively. | ||
Total Purchases [Member] | Supplier Concentration Risk [Member] | |||
Accounting Policies [Textual] | |||
Concentration risk, percentage | 16.50% | 9.00% | |
Concentration risk, customer | No venders accounted for more than 10% of the Company's total purchase. | ||
Number of vendors | Venders | 1 | ||
Total Sales [Member] | Customer Concentration Risk [Member] | |||
Accounting Policies [Textual] | |||
Concentration risk, percentage | 11.20% | 11.00% | |
Concentration risk, customer | No customer accounted for more than 10% of the Company's total sales or accounts receivable. | No customer accounted for more than 10% of the Company's total sales or accounts receivable. | |
Number of vendors | Venders | 1 | ||
Total Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||
Accounting Policies [Textual] | |||
Concentration risk, customer | No customer accounted for more than 10% of the Company's total sales or accounts receivable. | No customer accounted for more than 10% of the Company's total sales or accounts receivable. | |
Retail Site [Member] | Minimum [Member] | |||
Accounting Policies [Textual] | |||
Term of agreement for operating leases | 3 years | ||
Retail Site [Member] | Maximum [Member] | |||
Accounting Policies [Textual] | |||
Term of agreement for operating leases | 8 years | ||
Wholesale Warehouse Lease [Member] | Minimum [Member] | |||
Accounting Policies [Textual] | |||
Term of agreement for operating leases | 10 years | ||
Wholesale Warehouse Lease [Member] | Maximum [Member] | |||
Accounting Policies [Textual] | |||
Term of agreement for operating leases | 30 years |
Financial Assets Available Fo51
Financial Assets Available For Sale (Details) | Feb. 04, 2015 | Jun. 30, 2015USD ($) | Jun. 30, 2015CNY (¥) | Mar. 31, 2015USD ($) | Mar. 31, 2015CNY (¥) |
Schedule of Available-for-sale Securities [Line Items] | |||||
Financial assets available for sale | $ 1,309,600 | ¥ 8,000,000 | $ 1,307,200 | ¥ 8,000,000 | |
Fortune 99 [Member] | Bank of Hangzhou [Member] | |||||
Schedule of Available-for-sale Securities [Line Items] | |||||
Interest rate | 545.00% | ||||
Debt maturity date | Aug. 4, 2015 |
Trade Accounts Receivable (Deta
Trade Accounts Receivable (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Trade Accounts Receivable [Abstract] | ||
Accounts receivable | $ 9,949,598 | $ 12,108,561 |
Less: allowance for doubtful accounts | (2,215,460) | (2,870,818) |
Trade accounts receivable, net | $ 7,734,138 | $ 9,237,743 |
Trade Accounts Receivable (De53
Trade Accounts Receivable (Details Textual) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Receivables [Textual] | ||
Accounts receivable written off | $ 60,332 | $ 64,858 |
Accounts receivable written off against previous allowance |
Other Current Assets (Details)
Other Current Assets (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 | |
Other Current Assets [Abstract] | |||
Prepaid rental expenses(1) | [1] | $ 1,313,736 | $ 1,712,018 |
Prepaid and other current assets | 489,718 | 488,820 | |
Total | $ 1,803,454 | $ 2,200,838 | |
[1] | As the Company opened new stores, prepaid rental expenses increased. |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 23,257,258 | $ 23,115,486 |
Less: Accumulated depreciation | (14,042,565) | (13,606,043) |
Impairment | (2,457,165) | (2,452,662) |
Property and equipment, net | 6,757,528 | 7,056,781 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 1,755,202 | 1,751,986 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 12,887,368 | 12,792,714 |
Farmland development cost [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 1,957,753 | 1,954,165 |
Office equipment & furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 5,988,281 | 5,949,193 |
Motor vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 668,654 | $ 667,428 |
Property and Equipment (Detai56
Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
Property and Equipment [Textual] | |||
Total depreciation expense for property and equipment | $ 411,793 | $ 494,082 | |
Impairment of fixed assets | $ 0 | $ 1,053,765 |
Advances to Suppliers (Details)
Advances to Suppliers (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Advances To Suppliers [Abstract] | ||
Advance to suppliers | $ 6,994,011 | $ 5,942,866 |
Less: allowance for doubtful accounts | (1,151,652) | (1,225,514) |
Advance to suppliers, net | $ 5,842,359 | $ 4,717,352 |
Inventory (Details)
Inventory (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Inventory [Abstract] | ||
Finished goods | $ 11,771,178 | $ 10,538,591 |
Farmland Assets (Details)
Farmland Assets (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 | |
Farmland Assets [Abstract] | |||
Farmland assets | $ 2,616,184 | $ 2,530,558 | |
Less: impairments | [1] | (827,715) | (826,199) |
Farmland assets, net | $ 1,788,469 | $ 1,704,359 | |
[1] | The estimated fair value is estimated to be lower than its investment value in fiscal 2014 and 2015. The slight increase in the impairment amount from March 31, 2015 to June 30, 2015 is caused by exchange rate variance. |
Long Term Deposits, Landlords (
Long Term Deposits, Landlords (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Long Term Deposits, Landlords [Abstract] | ||
Long term deposits | $ 2,588,769 | $ 2,584,025 |
Other Noncurrent Assets (Detail
Other Noncurrent Assets (Details) | Jun. 30, 2015USD ($) |
Years ending March 31, | |
2,016 | $ 63,796 |
2,017 | 63,796 |
2,018 | 63,796 |
2,019 | 63,796 |
2,020 | 63,796 |
Thereafter | $ 1,259,965 |
Other Noncurrent Assets (Deta62
Other Noncurrent Assets (Details Textual) - Property, Plant and Equipment, Type [Domain] - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Schedule Of Other Assets Noncurrent [Line Items] | ||
Deposit included in prepayment | $ 1,137,500 | |
Other noncurrent assets | $ 2,739,819 | $ 2,734,798 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Total other intangible assets | $ 3,670,936 | $ 3,664,602 | |
Less: accumulated amortization | (531,567) | (522,599) | |
Intangible assets, net | 3,139,369 | 3,142,003 | |
Land use rights [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Total other intangible assets | [1] | 1,596,329 | 1,593,403 |
Software [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Total other intangible assets | 477,783 | 477,302 | |
Licenses [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Total other intangible assets | [2] | 1,573,157 | 1,570,274 |
Goodwill [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Total other intangible assets | [2] | $ 23,667 | $ 23,623 |
[1] | In July 2013, the Company purchased the land use right of a plot of farmland in Lin'An, Hangzhou, intended for the establishment of an herb processing plant in the future. However, as our farming business in Lin'An has not grown, the Company does not expect completion of the plant in near future. | ||
[2] | As of June 30, 2015, the intangible assets with indefinite life consisted of the following, which were generated through the acquisition of Sanhao Pharmacy. |
Intangible Assets (Details 1)
Intangible Assets (Details 1) | 3 Months Ended | |
Jun. 30, 2015USD ($) | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Preliminary Fair value | $ 1,589,606 | |
Currency translation adjustment | 7,218 | |
Net carrying value | 1,596,824 | |
Goodwill [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Preliminary Fair value | 23,560 | |
Currency translation adjustment | 107 | |
Net carrying value | 23,667 | |
Licenses [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Preliminary Fair value | [1] | 1,566,046 |
Currency translation adjustment | [1] | 7,111 |
Net carrying value | [1] | $ 1,573,157 |
[1] | This represents the fair value of the licenses of insurance applicable drugstores acquired from Sanhao Pharmacy. The licenses allow patients to pay by the insurance card at stores and the stores can get reimbursed from the Human Resource and Social Security Department of Hangzhou City. |
Intangible Assets (Details Text
Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Intangible Assets [Abstract] | ||
Amortization expense of intangibles | $ 8,013 | $ 8,019 |
Notes Payable (Details)
Notes Payable (Details) - USD ($) | 3 Months Ended | ||
Jun. 30, 2015 | Mar. 31, 2015 | ||
Short-term Debt [Line Items] | |||
Notes payable | $ 19,498,143 | $ 15,752,969 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 08/05/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Aug. 4, 2015 | |
Notes payable | [1] | $ 1,637,000 | 1,634,000 |
Jiuzhou Pharmacy [Member] | HUB [Member] | 10/09/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Apr. 9, 2015 | |
Notes payable | [1] | 784,320 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 10/09/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Apr. 9, 2015 | |
Notes payable | [1] | 1,187,918 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 12/05/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Jun. 5, 2015 | |
Notes payable | [1] | 1,329,651 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 12/26/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Jun. 26, 2015 | |
Notes payable | [1] | 1,601,320 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 03/04/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Sep. 4, 2015 | |
Notes payable | [1] | $ 1,473,300 | 1,470,600 |
Jiuzhou Pharmacy [Member] | HUB [Member] | 03/13/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Sep. 13, 2015 | |
Notes payable | [1] | $ 605,690 | $ 604,580 |
Jiuzhou Pharmacy [Member] | HUB [Member] | 04/08/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Oct. 8, 2015 | |
Notes payable | [1] | $ 1,653,370 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 05/15/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Nov. 15, 2015 | |
Notes payable | [1] | $ 1,564,972 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 06/29/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Dec. 29, 2015 | |
Notes payable | [1] | $ 2,532,439 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 04/22/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Apr. 21, 2015 | |
Notes payable | [1] | $ 1,637,000 | |
Jiuzhou Pharmacy [Member] | HUB [Member] | 04/29/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [1] | Apr. 28, 2015 | |
Notes payable | [1] | $ 3,519,550 | |
Jiuzhou Pharmacy [Member] | BOH [Member] | 11/06/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [2] | May 6, 2015 | |
Notes payable | [2] | $ 2,908,520 | |
Jiuzhou Pharmacy [Member] | BOH [Member] | 02/09/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [2] | Aug. 9, 2015 | |
Notes payable | [2] | $ 1,997,140 | 1,993,480 |
Jiuzhou Pharmacy [Member] | BOH [Member] | 06/04/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [2] | Dec. 4, 2015 | |
Notes payable | [2] | $ 2,422,760 | |
Jiuzhou Pharmacy [Member] | ICBC [Member] | 12/26/14 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [3] | Jun. 25, 2015 | |
Notes payable | [3] | $ 2,238,580 | |
Jiuzhou Pharmacy [Member] | ICBC [Member] | 04/10/15 [Member] | |||
Short-term Debt [Line Items] | |||
Maturity date | [3] | Oct. 9, 2015 | |
Notes payable | [3] | $ 454,922 | |
[1] | As of March 31, 2015, the Company had $8,612,389 (RMB52,707,400) of notes payable from HUB. The Company is required to hold restricted cash of $36,921,220 (RMB52, 707,400) with HUB as collateral against these bank notes. As of June 30, 2015, the Company had $14,623,321 (RMB 119,109,000) of notes payable from HUB. The Company is required to hold restricted cash of $ 11,725,831 (RMB71,630,000) with HUB as collateral against these bank notes. | ||
[2] | As of March 31, 2015, the Company had $4,902,000 (RMB30,000,000) of notes payable from BOH. The land use right of the farmland in Lin'An, Hangzhou is pledged as collateral for these bank acceptance notes (see Note 12). The Company is required to hold restricted cash of $2,287,600 (RMB 14,000,000) with BOH as collateral against these bank notes. As of June 30, 2015, the Company had $4,419,900 (RMB 27,000,000) of notes payable from BOH. The land use right of the farmland in Lin'An, Hangzhou is pledged as collateral for these bank acceptance notes (see Note 12). The Company is required to hold restricted cash of $1,948,030 (RMB 11,900,000) with BOH as collateral against these bank notes. | ||
[3] | As of March 31, 2015, the Company had $2,238,580 (RMB 13,700,000) of notes payable from ICBC, with restricted cash of $671,574 (RMB 4,110,000) held at the bank. As of June 30, 2015, the Company had $454,922 (RMB 2,779,000) of notes payable from ICBC, with restricted cash of $136,477(RMB833,700) held at the bank. |
Notes Payable (Details 1)
Notes Payable (Details 1) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Short-term Debt [Line Items] | ||
Notes Payable, Fair value | $ 19,120,000 | $ 15,743,000 |
Level 1 [Member] | ||
Short-term Debt [Line Items] | ||
Notes Payable, Fair value | ||
Level 2 [Member] | ||
Short-term Debt [Line Items] | ||
Notes Payable, Fair value | $ 19,120,000 | $ 15,743,000 |
Level 3 [Member] | ||
Short-term Debt [Line Items] | ||
Notes Payable, Fair value |
Notes Payable (Details Textual)
Notes Payable (Details Textual) | 12 Months Ended | |||
Mar. 31, 2015USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2015CNY (¥) | Mar. 31, 2015CNY (¥) | |
Debt Instrument [Line Items] | ||||
Notes Payable | $ 15,752,969 | $ 19,498,143 | ||
Fair Value, Inputs, Level 2 [Member] | ||||
Debt Instrument [Line Items] | ||||
Notes Payable | 15,743,000 | 19,120,000 | ||
Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate maximum line of credit amount | 24,140,000 | |||
Bank facilities available for future borrowing | 4,640,000 | |||
Notes Payable | 19,500,000 | |||
Restricted cash | 13,810,000 | |||
Line of Credit [Member] | ICBC [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate maximum line of credit amount | 10,330,000 | |||
Line of Credit [Member] | HUB [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate maximum line of credit amount | 10,330,000 | |||
Line of Credit [Member] | BOH [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate maximum line of credit amount | 10,330,000 | |||
Notes Payable [Member] | ICBC [Member] | ||||
Debt Instrument [Line Items] | ||||
Guaranteed amount for credit line | 3,836,632 | |||
Notes Payable | 2,238,580 | 454,922 | ¥ 2,779,000 | ¥ 13,700,000 |
Restricted cash | 671,574 | 136,477 | 833,700 | 4,110,000 |
Notes Payable [Member] | HUB [Member] | ||||
Debt Instrument [Line Items] | ||||
Notes Payable | 8,612,389 | 14,623,321 | 119,109,000 | 52,707,400 |
Restricted cash | 36,921,220 | 11,725,831 | 71,630,000 | 52,707,400 |
Notes Payable [Member] | BOH [Member] | ||||
Debt Instrument [Line Items] | ||||
Notes Payable | 4,902,000 | 4,419,900 | 27,000,000 | 30,000,000 |
Restricted cash | $ 2,287,600 | $ 1,948,030 | ¥ 11,900,000 | ¥ 14,000,000 |
Taxes (Details)
Taxes (Details) | 3 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | ||
Taxes [Abstract] | |||
U.S. Statutory rates | 34.00% | 34.00% | |
Foreign income not recognized in the U.S. | (34.00%) | (34.00%) | |
China income taxes | 25.00% | 25.00% | |
Change in valuation allowance | (25.00%) | (25.00%) | |
Others (1) | [1] | (42.60%) | (4.90%) |
Effective tax rate | (42.60%) | (4.90%) | |
[1] | The (42.6)% and (4.9)% for the three months ended June 30, 2015 and 2014 represents loss incurred in unprofitable subsidiaries that are not deductible for profitable subsidiaries as these subsidiaries filed tax returns separately in China, and expenses incurred by the Company that were not deductible for PRC income tax. |
Taxes (Details 1)
Taxes (Details 1) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Taxes [Abstract] | ||
VAT | $ 386,471 | $ 301,149 |
Income tax | 64,206 | 8,007 |
Others | 33,518 | 18,955 |
Total taxes payable | $ 484,195 | $ 328,111 |
Taxes (Details Textual)
Taxes (Details Textual) - USD ($) | 3 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | ||
Taxes [Abstract] | |||
Estimated net operating loss carryforwards for U.S. income tax purposes | $ 1,503,000 | ||
Expiration date | Dec. 31, 2032 | ||
Valuation allowance, percentage | 100.00% | ||
Non-deductible loss incurred in unprofitable subsidiaries | [1] | (42.60%) | (4.90%) |
[1] | The (42.6)% and (4.9)% for the three months ended June 30, 2015 and 2014 represents loss incurred in unprofitable subsidiaries that are not deductible for profitable subsidiaries as these subsidiaries filed tax returns separately in China, and expenses incurred by the Company that were not deductible for PRC income tax. |
Postretirement Benefits (Detail
Postretirement Benefits (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Postretirement Benefits [Abstract] | ||
Employment benefits and pension contribution | $ 223,011 | $ 190,498 |
Related Party Transactions an73
Related Party Transactions and Arrangements (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Related Party Transaction [Line Items] | ||
Amounts payable to related parties, Total | $ 2,863,510 | $ 2,729,740 |
Due to cofounders [Member] | ||
Related Party Transaction [Line Items] | ||
Amounts payable to related parties, Total | 576,818 | 576,818 |
Due to a director and CEO [Member] | ||
Related Party Transaction [Line Items] | ||
Amounts payable to related parties, Total | $ 2,286,692 | $ 2,152,922 |
Related Party Transactions an74
Related Party Transactions and Arrangements (Details Textual) - USD ($) | 3 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Notes payable, related parties | $ 7,829,771 | $ 5,790,471 | |
Mr. Lei Liu [Member] | |||
Related Party Transaction [Line Items] | |||
Lease expiration date | Sep. 30, 2015 | ||
Rent expense | $ 24,570 | $ 24,342 |
Warrants (Details)
Warrants (Details) - Common Stock Warrants [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Mar. 31, 2015 | |
Class of Warrant or Right [Line Items] | ||
Stock price | $ 3.28 | $ 2.82 |
Exercise price | $ 1.20 | $ 1.20 |
Annual dividend yield | 0.00% | 0.00% |
Expected term (years) | 1 year 2 months 27 days | 1 year 5 months 27 days |
Risk-free interest rate | 0.28% | 0.67% |
Expected volatility | 102.98% | 116.88% |
Warrants (Details Textual)
Warrants (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Sep. 26, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
Warrants (Textual) | ||||
Warrant liability | $ 358,164 | $ 315,327 | ||
Warrants [Member] | ||||
Warrants (Textual) | ||||
Fair value estimation method | Black-Scholes Model | |||
Fair value of warrant liability | $ 33,606 | |||
Recognized gain (loss) in fair value of warrant liability | $ 42,840 | $ 86,312 | ||
Warrants [Member] | Consulting firm [Member] | ||||
Warrants (Textual) | ||||
Stock purchase price per share (in dollars per share) | $ 1.20 | |||
Stock Issued During Period, Shares, Issued for Services | 150,000 | |||
Warrants exercisable date | Sep. 25, 2016 |
Stockholder's Equity (Details)
Stockholder's Equity (Details) - Jun. 30, 2015 - Stock option [Member] - USD ($) | Total |
Options | |
Options, Outstanding Begining balance | |
Options, Granted | 967,000 |
Options, Exercised | |
Options, Forfeited or expired | |
Options, Outstanding Ending balance | 967,000 |
Options Exercisable | |
Options Vested or expected to vest | 967,000 |
Weighted-average exercise price | |
Weighted-average exercise price, Outstanding Begining balance | |
Weighted-average exercise price, Granted | $ 2.50 |
Weighted-average exercise price, Exercised | |
Weighted-average exercise price, Forfeited or expired | |
Weighted-average exercise price, Outstanding Ending balnce | $ 2.50 |
Weighted-average exercise price, Exercisable | |
Weighted-average exercise price, Vested or expected to vest | $ 2.50 |
Weighted-average remaining contractual term (years) | |
Weighted-average remaining contractual term (years), Granted | 7 years 7 months 17 days |
Weighted-average remaining contractual term (years), Outstanding | 7 years 4 months 17 days |
Weighted-average remaining contractual term (years), Vested or expected to vest | 7 years 4 months 17 days |
Aggregate intrinsic value | |
Aggregate intrinsic value, Outstanding Begining balance | |
Aggregate intrinsic value, Granted | $ 309,440 |
Aggregate intrinsic value, Exercised | |
Aggregate intrinsic value, Forfeited or expired | |
Aggregate intrinsic value, Outstanding Ending balnce | $ 754,260 |
Aggregate intrinsic value, Exercisable | |
Aggregate intrinsic value, Vested or expected to vest | $ 754,260 |
Stockholder's Equity (Details 1
Stockholder's Equity (Details 1) - Jun. 30, 2015 - Stock option [Member] - $ / shares | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock price | $ 1.54 |
Expected volatility | 123.19% |
Expected term (years) | 5 years |
Risk-free interest rate | 1.65% |
Annual dividend yield | 0.00% |
Stockholder's Equity (Details T
Stockholder's Equity (Details Textual) | 1 Months Ended | 3 Months Ended | |
Nov. 18, 2014USD ($)Officer$ / sharesshares | Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2014 | |
Stockholders' Equity (Textual) | |||
Statutory accounts percentage | 34.00% | 34.00% | |
Reserve fund percentage | 50.00% | ||
Stock option [Member] | |||
Stockholders' Equity (Textual) | |||
Number of options granted | shares | 967,000 | ||
Exercise price of stock option | $ 2.50 | ||
Unrecognized compensation costs | $ | $ 1,200,000 | ||
Statutory accounts percentage | 10.00% | ||
Group of 46 officers and employees | Stock option [Member] | Stock incentive plan | |||
Stockholders' Equity (Textual) | |||
Share based compensation expense | $ | $ 124,033 | ||
Number of options granted | shares | 967,000 | ||
Number of directors, officers and employees in a group | Officer | 46 | ||
Exercise price of stock option | $ 2.50 | ||
Vesting period of options | 3 years | ||
Period for options exercisable from the vesting date | 5 years |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings (Loss) Per Share [Abstract] | ||
Net earnings (loss) attributable to controlling interest | $ 110,611 | $ (346,737) |
Weighted average shares used in basic computation | 15,650,504 | 14,416,022 |
Diluted effect of restricted shares | ||
Diluted effect of purchase options | 229,957 | |
Diluted effect of warrants | 95,122 | |
Weighted average shares used in basic computation | 15,975,583 | 14,416,022 |
Earnings (loss) per share - Basic: | ||
Net earnings (loss) before non controlling interest | $ 0.01 | $ (0.02) |
Add: Net earnings (loss) attributable to no controlling interest | ||
Net earnings (loss) attributable to controlling interest | $ 0.01 | $ (0.02) |
Earnings (loss) per share - Diluted: | ||
Net earnings (loss)before non controlling interest | $ 0.01 | $ (0.02) |
Add: Net earnings (loss) attributable to no controlling interest | ||
Net loss attributable to controlling interest (in dollars per share) | $ 0.01 | $ (0.02) |
Earnings (Loss) Per Share (De81
Earnings (Loss) Per Share (Details Textual) - shares | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Options and Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of diluted earnings per share | 105,000 | 105,000 |
Segments (Details)
Segments (Details) - USD ($) | 3 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | |||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 21,311,292 | $ 16,459,232 | ||
Cost of goods | 16,935,609 | 13,948,613 | ||
Gross profit | 4,375,683 | 2,510,619 | ||
Selling expenses | 3,096,369 | 1,768,577 | ||
General and administrative expenses | 920,230 | 1,081,201 | ||
(Loss) income from operations | 359,084 | (339,159) | ||
Depreciation and amortization | 419,806 | 502,101 | ||
Total capital expenditures | 99,393 | 104,682 | ||
Retail drugstores [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 12,170,888 | 10,595,759 | ||
Cost of goods | 9,037,894 | 8,679,889 | ||
Gross profit | 3,132,994 | 1,915,870 | ||
Selling expenses | 2,574,468 | 1,670,389 | ||
General and administrative expenses | 1,099,722 | 1,263,296 | ||
(Loss) income from operations | (541,196) | (1,017,815) | ||
Depreciation and amortization | 195,007 | 267,856 | ||
Total capital expenditures | 86,932 | 34,227 | ||
Online Pharmacy [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 5,965,768 | 2,572,542 | ||
Cost of goods | 4,944,283 | 2,167,365 | ||
Gross profit | 1,021,485 | $ 405,177 | ||
Selling expenses | 407,250 | |||
General and administrative expenses | 231,615 | $ 143,698 | ||
(Loss) income from operations | $ 382,620 | 261,479 | ||
Depreciation and amortization | 2,161 | |||
Total capital expenditures | $ 5,979 | 303 | ||
Drug Wholesale [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 3,174,636 | 3,290,931 | ||
Cost of goods | 2,953,432 | 3,101,359 | ||
Gross profit | 221,204 | 189,572 | ||
Selling expenses | 114,651 | 98,188 | ||
General and administrative expenses | (419,398) | [1] | (411,895) | [2] |
(Loss) income from operations | 525,951 | 503,279 | ||
Depreciation and amortization | 143,506 | 151,559 | ||
Total capital expenditures | $ 6,482 | $ 70,152 | ||
Herbs farming [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | ||||
Cost of goods | ||||
Gross profit | ||||
Selling expenses | ||||
General and administrative expenses | $ 8,291 | $ 86,102 | ||
(Loss) income from operations | (8,291) | (86,102) | ||
Depreciation and amortization | $ 81,294 | $ 80,525 | ||
Total capital expenditures | ||||
[1] | include the accounts receivable and advance to customer allowance reversal of $729,164. | |||
[2] | include the accounts receivable and advance to customer allowance reversal of $660,504. |
Segments (Details 1)
Segments (Details 1) - Operating Segments [Member] - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Retail drugstores [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 12,170,888 | $ 10,595,759 |
Retail drugstores [Member] | Prescription drugs [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 4,646,376 | 4,420,252 |
Retail drugstores [Member] | OTC drugs [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 4,896,692 | 3,942,792 |
Retail drugstores [Member] | Nutritional supplements [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 910,611 | 623,925 |
Retail drugstores [Member] | TCM [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 1,136,509 | 1,195,634 |
Retail drugstores [Member] | Sundry products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 262,047 | 357,059 |
Retail drugstores [Member] | Medical devices [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 318,653 | 56,096 |
Online Pharmacy [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 5,965,768 | $ 2,572,542 |
Online Pharmacy [Member] | Prescription drugs [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | ||
Online Pharmacy [Member] | OTC drugs [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 1,880,284 | $ 692,843 |
Online Pharmacy [Member] | Nutritional supplements [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 513,744 | $ 149,940 |
Online Pharmacy [Member] | TCM [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | ||
Online Pharmacy [Member] | Sundry products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 1,226,954 | $ 319,970 |
Online Pharmacy [Member] | Medical devices [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 2,344,786 | 1,409,789 |
Drug Wholesale [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 3,174,636 | 3,290,931 |
Drug Wholesale [Member] | Prescription drugs [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 1,903,320 | 1,527,495 |
Drug Wholesale [Member] | OTC drugs [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 1,196,778 | 1,348,529 |
Drug Wholesale [Member] | Nutritional supplements [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 20,585 | 136,871 |
Drug Wholesale [Member] | TCM [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | 117,361 | |
Drug Wholesale [Member] | Sundry products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 2,933 | 103,991 |
Drug Wholesale [Member] | Medical devices [Member] | ||
Revenue from External Customer [Line Items] | ||
Net revenue from external customers | $ 51,020 | $ 56,684 |
Segments (Details Textual)
Segments (Details Textual) | 3 Months Ended | |
Jun. 30, 2015USD ($)Segment | Jun. 30, 2014USD ($) | |
Revenue From External Customer [Line Items] | ||
Number of operating segments | 4 | |
Operating Segments [Member] | ||
Revenue From External Customer [Line Items] | ||
Accounts receivable and advance to customer allowance reversal | $ | $ 729,164 | $ 660,504 |
Commitments and Contingencies85
Commitments and Contingencies (Details) | Jun. 30, 2015USD ($) |
Commitments and Contingencies [Line Items] | |
2,016 | $ 4,033,514 |
2,017 | 3,179,302 |
2,018 | 2,802,084 |
2,019 | 2,328,298 |
2,020 | 1,394,014 |
Thereafter | 292,892 |
Retail drugstores [Member] | |
Commitments and Contingencies [Line Items] | |
2,016 | 3,726,985 |
2,017 | 2,886,762 |
2,018 | 2,509,543 |
2,019 | 2,035,758 |
2,020 | 1,101,474 |
Thereafter | 187,578 |
Online Pharmacy [Member] | |
Commitments and Contingencies [Line Items] | |
2,016 | 117,016 |
2,017 | 140,419 |
2,018 | 140,419 |
2,019 | 140,419 |
2,020 | 140,419 |
Thereafter | 105,314 |
Drug Wholesale [Member] | |
Commitments and Contingencies [Line Items] | |
2,016 | 189,513 |
2,017 | 152,121 |
2,018 | 152,121 |
2,019 | 152,121 |
2,020 | $ 152,121 |
Thereafter | |
Herbs farming [Member] | |
Commitments and Contingencies [Line Items] | |
2,016 | |
2,017 | |
2,018 | |
2,019 | |
2,020 | |
Thereafter |
Commitments and Contingencies86
Commitments and Contingencies (Details Textual) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Commitments and contingencies (Textual) | ||
Total rent expense | $ 1,249,385 | $ 1,182,326 |
Subsequent Events (Details)
Subsequent Events (Details) - Jul. 23, 2015 - Subsequent Event [Member] - Investor [Member] - USD ($) $ / shares in Units, $ in Millions | Total |
Subsequent Events (Textual) | |
Purchase of common stock, Value | $ 3 |
Purchase of common stock, Shares | 1,200,000 |
Shares issued, Price per share | $ 2.50 |
Maximum purchase of warrants shares | 600,000 |
Warrants, exercise price | $ 3.10 |
Warrants expiration date | 5 years |
Uncategorized Items - cjjd-2015
Label | Element | Value |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber | 967,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue |