Exhibit 99.1
YUANYU ENTERPRISE MANAGEMENT CO., LIMITED
INDEX TO UNAUDITED FINANCIAL STATEMENTS
Balance Sheet as of October 31, 2024, and January 31, 2024
Statements of Operations for the three-month period and nine-month period to October 31, 2024, and October 31, 2023
Notes to the Financial Statements
YUANYU ENTERPRISE MANAGEMENT CO., LIMITED
Balance Sheet
| | October 31, 2024 | | | January 31, 2024 | |
ASSETS | | | | | | | | |
| | | | | | | | |
Current Assets | | | | | | | | |
Cash and cash equivalents | | $ | 633,567 | | | $ | 499,678 | |
Accounts Receivable | | | 9,818,181 | | | | 1,681,091 | |
Other Receivables | | | 2,694,992 | | | | - | |
Other assets | | | 3,062,595 | | | | 4,210,385 | |
Total Current Assets | | | 16,209,335 | | | | 6,391,154 | |
| | | | | | | | |
Non-Current Assets | | | | | | | | |
Intangible Assets | | | 11,998,096 | | | | 14,230,789 | |
Total Assets | | $ | 28,207,431 | | | $ | 20,621,943 | |
| | | | | | | | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | |
Current Liabilities | | | | | | | | |
Accounts payable and accrued expenses | | | 338,147 | | | | 16,025 | |
Income tax payables | | | 1,447,545 | | | | 249,090 | |
Total Current Liabilities | | | 1,785,692 | | | | 265,115 | |
| | | | | | | | |
Stockholders’ Equity | | | | | | | | |
Common stock | | | 1,282 | | | | 1,282 | |
Additional paid in capital | | | 19,095,000 | | | | 19,095,000 | |
Accumulated Reserve | | | 7,325,457 | | | | 1,260,546 | |
Total Members Equity | | | 26,421,739 | | | | 20,356,828 | |
Total Liabilities and Stockholders’ Equity | | $ | 28,207,431 | | | $ | 20,621,943 | |
The accompanying notes are an integral part of these financial statements.
YUANYU ENTERPRISE MANAGEMENT CO., LIMITED
Statements of Operations
| | For the three-month period ended October 31, | | | For the nine-month period ended October 31, | |
| | 2024 | | | 2023 | | | 2024 | | | 2023 | |
Revenue | | $ | 3,272,727 | | | $ | 480,770 | | | $ | 9,818,181 | | | $ | 1,442,309 | |
Cost of revenue | | | 744,231 | | | | 144,231 | | | | 2,232,693 | | | | 432,693 | |
Gross profit | | | 2,528,496 | | | | 336,539 | | | | 7,585,488 | | | | 1,009,616 | |
| | | | | | | | | | | | | | | | |
Operating expenses: | | | | | | | | | | | | | | | | |
General and Administrative | | | 249,482 | | | | 2,091 | | | | 322,122 | | | | 8,351 | |
Total operating expenses | | | 249,482 | | | | 2,091 | | | | 322,122 | | | | 8,351 | |
| | | | | | | | | | | | | | | | |
Profit from Operations | | | 2,279,014 | | | | 334,448 | | | | 7,263,366 | | | | 1,001,265 | |
| | | | | | | | | | | | | | | | |
Other Income / (Expense): | | | | | | | | | | | | | | | | |
Total Other Income / (Expense) | | | - | | | | - | | | | | | | | - | |
| | | | | | | | | | | | | | | | |
Provisions for income taxes | | | 376,037 | | | | 55,183 | | | | 1,198,455 | | | | 165,207 | |
| | | | | | | | | | | | | | | | |
Net income | | $ | 1,902,977 | | | $ | 279,265 | | | $ | 6,064,911 | | | $ | 836,057 | |
The accompanying notes are an integral part of these financial statements.
YUANYU ENTERPRISE MANAGEMENT CO., LIMITED.
Notes to the Financial Statements
October 31, 2024
NOTE 1. DESCRIPTION OF BUSINESS
YUANYU ENTERPRISE MANAGEMENT CO., LIMITED. (the “Company”) was registered in Hong Kong on November 11, 2021.
The business purpose of the Company is to provide technology services.
The Company’s registered office is located at Rm 4, 16/F, Ho King Comm Ctr, 2-16 Fayuen St, Mongkok, Kowloon, Hong Kong.
The Company’s founder and director is Hongyu Zhou.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”), and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”).
Use of Estimates
The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to long-lived assets and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
Cash and Cash Equivalents
For financial accounting purposes, cash and cash equivalents are considered to be all highly liquid investments with a maturity of three months or less at the time of purchase.
Accounts Receivable
Management reviews accounts receivable periodically to determine if any receivables will potentially be uncollectible. Management’s evaluation includes several factors including the aging of the accounts receivable balances, a review of significant past due accounts, economic conditions, and our historical write-off experience, net of recoveries. The Company includes any accounts receivable balances that are determined to be uncollectible, along with a general reserve, in its allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance.
Income taxes
No recognition of federal or state income taxes for the Company has been provided for the nine months ended October 31, 2024 and 2023.
As a limited liability company, the Company’s taxable income or loss is allocated to members in accordance with their respective percentage ownership. Therefore, no provision or liability for federal income taxes has been included in the financial statements. In the event of an examination of the Company’s tax return, the tax liability of the members could be changed if an adjustment in the Company’s income is ultimately sustained by the taxing authorities.
Revenue Recognition
The Company follows ASC 606, Revenue from Contracts with Customers, the core principle of which is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. To achieve this core principle, five basic criteria must be met before revenue can be recognized: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to performance obligations in the contract; and (5) recognize revenue when or as the Company satisfies a performance obligation.
The Company recognizes revenue in an amount that reflects the consideration it expects to receive in exchange for these products and services. Accounts receivables are recorded when the right to consideration becomes unconditional. The Company’s terms and conditions vary by customers and typically provide net 30- to 90-day terms.
S/N | | Type of services | | Nature and timing of satisfaction of performance obligations and significant payment terms | | Revenue Recognition |
1 | | Royalty Income | | The company receives royalty income from customers for the use of the company’s technology rights by the customers. Royalty income is recognized over time when the company’s technology rights are used by the customers in accordance with the terms and conditions of the royalty agreement. | | Revenue is recognized by the company not only upon delivery when an invoice has been signed and confirmed by the customer, but also at the end of each month over the 12-month period after service has been delivered to the customers. |
Cost of Revenue
The cost of revenue consists primarily of amortization charge of intangible assets – technology rights, which are directly attributable to the revenues.
Fair Value of Financial Instruments
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:
| ● | Level 1 — inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. |
| ● | Level 2 — inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted market prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. |
| ● | Level 3 — inputs to the valuation methodology are unobservable. |
Unless otherwise disclosed, the fair value of the Company’s financial instruments, including cash, accounts receivable, and prepaid expenses, short-term borrowings, accounts payable, amounts due to related parties, and other payables and other current liabilities, approximate the fair value of the respective assets and liabilities as of October 31, 2024 based upon the short-term nature of the assets and liabilities.
Income Taxes
The Company has adopted ASC Topic 740 – Income Taxes, which requires the use of the asset and liability method of accounting for income taxes. Under the asset and liability method of ASC Topic 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
Recent accounting pronouncements
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on our financial position or results of operations.
NOTE 4. OTHER ASSETS
This represents a quoted investment with Brightstar Technology Group Co., Ltd. as of October 31, 2024.
NOTE 5. Intangible Assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in an additional paid-in capital is the fair value at the date of acquisition. Intangible assets with finite lives are subsequently amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at each financial year end.
Technology rights are stated at cost less accumulated amortization and impairment losses. Amortization is calculated on a straight-line basis over their estimated useful lives of five years.
Acquisition of Intangible Asset – Technology Right |
Date | | Note | | Amount | |
01/02/2022 | | Hey Yuan Universe Scene Marriage and Love social platform | | | 384,515 | |
01/02/2023 | | Flash Enough Oversee Shopping | | | 1,200,000 | |
01/02/2023 | | Xinjudi Creative Base System | | | 1,300,000 | |
31/01/2024 | | Safe Transaction method of payment with QR code | | | 1,500,000 | |
31/01/2024 | | Multifunctional network information security server | | | 1,500,000 | |
31/01/2024 | | Internet of things trade follow up method | | | 1,500,000 | |
31/01/2024 | | Retail information management control | | | 1,500,000 | |
31/01/2024 | | Live scene video automatic production system | | | 1,500,000 | |
31/01/2024 | | Video Chat method and other storage media | | | 1,500,000 | |
31/01/2024 | | Speech recognition and other methods | | | 1,500,000 | |
31/01/2024 | | Data processing method and other storage media | | | 1,500,000 | |
TOTAL | | | | | 14,884,615 | |
Amortization of Intangible Asset – Technology Right |
Date | | Note | | Amount | |
| | | | | |
31/01/2024 | | Cost | | | 14,884,615 | |
31/01/2024 | | Accumulated Amortization | | | (653,826 | ) |
| | | | | | |
Net value of Intangible Asset - Technology Right as of January 31 2024 | | | 14,230,789 | |
Amortization of Intangible Asset – Technology Right |
Date | | Note | | Amount | |
| | | | | |
31/10/2024 | | Cost | | | 14,884,615 | |
31/10/2024 | | Accumulated Amortization | | | (2,886,519 | ) |
| | | | | | |
Net value of Intangible Asset - Technology Right as of October 31 2024 | | | 11,998,096 | |
NOTE 6. REVENUES
Location | | Amount | |
| | | |
Southeast Asia | | | 4,090,908 | |
United States of America | | | 3,272,727 | |
United Kingdom | | | 2,454,546 | |
| | | | |
| | | 9,818,181 | |
NOTE 7. SUBSEQUENT EVENTS
In accordance with ASC 855-10 the Company has analyzed its operations subsequent to October 31 2024, and to the date these financial statements were issued, and has determined that it does not have any subsequent event to disclose in these financial statements.