Exhibit 99.1
Unaudited Pro Forma Condensed Consolidated Financial Information
On August 5, 2015 World Win International Holdings Ltd. ("World Win"), a wholly-owned subsidiary of Wonhe High-Tech International, Inc. ("Wonhe High-Tech"), sold all of the outstanding capital stock of Kuayu International Holdings Group Limited ("Kuayu") to Wonhe Multimedia Commerce Ltd. ("Australian Wonhe"). In exchange for Kuayu, Australian Wonhe paid World Win $10,000 Hong Kong Dollars (US $1,290). Prior to the aforesaid transaction, Australian Wonhe was a shell corporation, in which World Win owns 60% of the capital stock.
The following unaudited pro forma condensed consolidated income statements have been derived from the unaudited consolidated statements of operations and other comprehensive income of Wonhe High-Tech for the six months ended June 30, 2015 and the audited consolidated statements of operations and other comprehensive income of Wonhe High-Tech for the year ended December 31, 2014, and adjusts such information to give the effect as if the foregoing transaction occurred on January 1, 2015 and January 1, 2014.
The following unaudited pro forma consolidated balance sheet has been derived from the unaudited balance sheet of Wonhe High-Tech as of June 30, 2015, and adjusts such information to give the effect as if the foregoing transactions occurred on June 30, 2015.
The Registrant estimates that, during the quarter ended September 30, 2015, it will record a transaction loss of approximately $13,400,000 as a result of the sale of Kuayu by World Win. That transaction loss is not recorded in the following pro forma financial statements.
All of the following pro forma financial statements are presented in U.S. dollars.
Wonhe High-Tech International Inc. and Subsidiaries
Unaudited Pro Forma Condensed Consolidated Income Statement
For the year ended December 31, 2014
(U.S. Dollars)
Wonhe | ||||||||||||||
High-Tech and Subsidiaries | Pro Forma Adjustments | Pro Forma | ||||||||||||
Revenue | 6,195,313 | 6,195,313 | ||||||||||||
Cost of goods sold | 3,257,289 | 3,257,289 | ||||||||||||
Gross profit | 2,938,024 | 2,938,024 | ||||||||||||
Operating expenses | 759,707 | 759,707 | ||||||||||||
Income from operations before other income | 2,178,317 | 2,178,317 | ||||||||||||
Other income | 111,354 | 111,354 | ||||||||||||
Income before income taxes | 2,289,671 | 2,289,671 | ||||||||||||
Provision for income taxes | 295,973 | 295,973 | ||||||||||||
Net income before noncontrolling interests | 1,993,698 | 1,993,698 | ||||||||||||
Noncontrolling interests | 96,756 | A | 758,777 | 855,533 | ||||||||||
Net income attributable to common stockholders (B) | 1,896,942 | 1,138,165 | ||||||||||||
Net income per share, basic and diluted (B) | 0.05 | 0.03 | ||||||||||||
Weighted average shares outstanding, basic and diluted | 38,380,130 | 38,380,130 |
A. Adjustment to reflect the sale of our wholly owned subsidiaries Kuayu to Australian Wonhe of which the Company owns 60%, as if the transaction occurred on January 1, 2014.
B. The transaction loss of approximately $13,400,000 based upon information as of June 30, 2015, is not reflected in the above pro-forma presentation.
Wonhe High-Tech International Inc. and Subsidiaries
Unaudited Pro Forma Condensed Consolidated Income Statement
For the six months ended June 30, 2015
(U.S. Dollars)
Wonhe High-Tech | ||||||||||||||
and Subsidiaries | Pro Forma Adjustments | Pro Forma | ||||||||||||
Revenue | 13,424,684 | 13,424,684 | ||||||||||||
Cost of goods sold | 7,115,998 | 7,115,998 | ||||||||||||
Gross profit | 6,308,686 | 6,308,686 | ||||||||||||
Operating expenses | 488,191 | 488,191 | ||||||||||||
Income from operations before other income | 5,820,495 | 5,820,495 | ||||||||||||
Other income | 81,672 | 81,672 | ||||||||||||
Income before income taxes | 5,902,167 | 5,902,167 | ||||||||||||
Provision for income taxes | 739,841 | 739,841 | ||||||||||||
Net income before noncontrolling interests | 5,162,326 | 5,162,326 | ||||||||||||
Noncontrolling interests | 257,496 | A | 1,961,932 | 2,219,428 | ||||||||||
Net income attributable to common stockholders (B) | 4,904,830 | 2,942,898 | ||||||||||||
Net income per share, basic and diluted (B) | 0.11 | 0.06 | ||||||||||||
Weighted average shares outstanding, basic and diluted | 46,165,213 | 46,165,213 |
A. Adjustment to reflect the sale of our wholly owned subsidiaries Kuayu to Australian Wonhe of which the Company owns 60%, as if the transaction occurred on January 1, 2015.
B. The transaction loss of approximately $13,400,000 based upon information as of June 30, 2015, is not reflected in the above pro-forma presentation.
Wonhe High-Tech International Inc. and Subsidiaries
Unaudited Pro Forma Condensed Consolidated Balance Sheet
As of June 30, 2015
(U.S. Dollars)
Wonhe High-Tech | ||||||||||||||||
and Subsidiaries | Pro Forma Adjustments | Pro Forma | ||||||||||||||
TOTAL ASSETS | 60,831,067 | A | 1,290 | 60,832,357 | ||||||||||||
TOTAL LIABILITIES | 624,725 | 624,725 | ||||||||||||||
Common stock (58,510,130 shares issued and outstanding at June 30, 2015) | 58,510 | 58,510 | ||||||||||||||
Additional paid in capital | 32,187,299 | 32,187,299 | ||||||||||||||
Statutory reserve | 2,524,259 | 2,524,259 | ||||||||||||||
Retained earnings | 22,747,091 | A | 13,366,264 | 9,380,827 | ||||||||||||
Comprehensive income - foreign currency gains | 943,055 | 943,055 | ||||||||||||||
Stockholders' equity before noncontrolling interests | 58,460,214 | 45,093,950 | ||||||||||||||
Noncontrolling interests | 1,746,128 | A | 13,367,554 | 15,113,682 | ||||||||||||
TOTAL EQUITY | 60,206,342 | 60,207,632 | ||||||||||||||
TOTAL LIABILITIES & EQUITY | 60,831,067 | 60,832,357 |
A. Adjustment to reflect the sale of our wholly owned subsidiaries Kuayu to Australian Wonhe of which the Company owns 60%, as if the transaction occurred on June 30, 2015.