DISCONTINUED OPERATIONS | NOTE 3 – DISCONTINUED OPERATIONS On July 5, 2024, the Company and Mega Fortune Company Limited, its wholly-owned subsidiary, completed the sale (the “Mega Fortune Disposition”) to Mericorn Company Limited (the “Buyer”), of all of the equity associated with the Company ’ s Mega Fortune Company Limited, which is composed of the Company ’ s subsidiaries, Pontes Fides Company Limited, QBS System Limited and QBS System Pty Ltd, pursuant to a Share Purchase Agreement, dated as of July 5, 2024. The Mega Fortune Company Limited and its subsidiaries are engaged in the business of provision of IoT maintenance and support services, IoT BPO services and IoT development services in Hong Kong and Australia. Under the terms of the Share Purchase Agreement, the Buyer paid HK$ 56,360,000 7,230,000 938 938 5,422,500 2,452,638 The following table shows calculation of the gain on Sale of Mega Fortune: SCHEDULE OF DISCONTINUED OPERATIONS GAIN ON SALE July 5, 2024 Fair value of shares of Eilson $ 5,422,500 Less: Carrying value of net assets disposed 2,969,862 Gain on Sales of Mega Fortune $ 2,452,638 The following table shows the carrying value of net assets disposed: SCHEDULE OF CARRYING VALUE OF NET ASSETS DISPOSED July 5, 2024 Cash and cash equivalents $ 230,232 Other current assets 1,831,334 Non-current assets 2,335,812 Bank loans (507,441 ) Other liabilities (920,075 ) Carrying value of net assets disposed $ 2,969,862 The carrying amounts of the assets and liabilities of the three reportable segments were classified as held for sale in our consolidated balance sheets as of September 30, 2023. The asset and liability balances as of September 30, 2023 were classified as current as we anticipated the sale of these assets and liabilities within a one year period. The carrying amounts were as follows: SCHEDULE OF DISCLOSURE OF LONG LIVED ASSETS HELD FOR SALE 2023 Cash and cash equivalents $ 621,001 Accounts receivable, net of allowances 1,431,201 Due from related parties 116,419 Prepaid expenses and other current assets 389,075 Deferred tax assets 22,481 Total current assets held for sale 2,580,177 Property and equipment, net 6,783 Goodwill 1,840,202 Acquisition-related intangibles 159,481 Right-of-use assets 33,481 Total assets held for sale $ 4,620,124 FLYWHEEL ADVANCED TECHNOLOGY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 2023 Bank loans - current portion $ 104,608 Accounts payable 78,064 Accrued expenses and other current liabilities 115,195 Due to related parties 365,061 Operating lease liabilities 37,789 Income tax payable 46,699 Total current liabilities for sale 747,416 Bank loans 483,950 Operating lease liabilities - Deferred tax liabilities – arise from fair value gain 26,315 Total liabilities for sale $ 1,257,681 Summarized results of discontinued operations for the three reportable segments are as follows: SCHEDULE OF DISCONTINUED OPERATIONS For the Year Ended September 30, 2024 2023 Revenue, net $ 2,979,793 $ 1,448,176 Cost of revenue (1,526,853 ) (961,818 ) Operating expenses (2,230,942 ) (581,436 ) Other income 244,259 344,461 Interest (expenses) income, net (15,456 ) (10,752 ) Income from discontinued operations before taxes (549,199 ) 238,631 Income taxes 151,185 (2,357 ) Income from discontinued operations, net of tax $ (398,014 ) $ 236,274 FLYWHEEL ADVANCED TECHNOLOGY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Summarized cash flow information for the three reportable segments discontinued operations are as follows: SCHEDULE OF CASH FLOW INFORMATION Year Ended September 30, 2024 2023 CASH FLOWS FROM OPERATING ACTIVITIES Amortization $ 51,653 $ 40,244 Depreciation 3,779 10,592 Lease amortization 35,026 23,802 Allowance of expected credit losses 1,402,732 206,140 Reversal of allowance of expected credit losses (165,477 ) (308,856 ) Deferred income taxes (212,059 ) (20,977 ) Increase in accounts receivable (1,116,593 ) (52,747 ) Increase in prepaid expenses and other current assets (589 ) (952 ) Cash used in assets held for sale (1,117,182 ) (53,699 ) Decrease in accounts payable (51,181 ) (137,369 ) Decrease in operating lease liabilities (39,622 ) (23,793 ) (Decrease)/Increase in accrued expenses and other current liabilities (60,487 ) 80,176 Increase in income tax payable 58,512 56,827 Cash used in liabilities held for sale $ (92,778 ) $ (24,159 ) CASH FLOWS FROM INVESTING ACTIVITIES Cash acquired from purchase of a subsidiary $ - $ 565,449 Purchase of property, plant and equipment $ (7,600 ) $ - CASH FLOWS FROM FINANCING ACTIVITIES Repayment of borrowings $ (81,605 ) $ (53,189 ) Advances from related party $ 193,109 $ - |