Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 13, 2023 | Jun. 30, 2022 | |
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 001-440519 | ||
Entity Registrant Name | MicroCloud Hologram Inc. | ||
Entity Central Index Key | 0001841209 | ||
Entity Tax Identification Number | 00-0000000 | ||
Entity Incorporation, State or Country Code | E9 | ||
Entity Address, Address Line One | Room 302 | ||
Entity Address, Address Line Two | Building A | ||
Entity Address, Address Line Three | Zhong Ke Na Neng Building | ||
Entity Address, Address Line Four | Yue Xing Sixth Road | ||
Entity Address, Address Line Five | Nanshan District | ||
Entity Address, City or Town | Shenzhen | ||
Entity Address, Country | CN | ||
Entity Address, Postal Zip Code | 518000 | ||
Country Region | +86 | ||
City Area Code | 0755 | ||
Local Phone Number | 2291 2036 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Elected Not To Use the Extended Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 58,100,000 | ||
Entity Common Stock, Shares Outstanding | 50,812,035 | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Name | AssentSure PAC | ||
Auditor Firm ID | 6783 | ||
Auditor Location | Singapore | ||
Ordinary Shares Par Value 0. 0001 Per Share [Member] | |||
Title of 12(b) Security | Ordinary Shares, par value $0.0001 per share | ||
Trading Symbol | HOLO | ||
Security Exchange Name | NASDAQ | ||
Warrants Each Warrant Exercisable For Onehalf Ordinary Share At Exercise Price Of 11. 50 Per Share [Member] | |||
Title of 12(b) Security | Warrants, each warrant exercisable for one-half ordinary share at an exercise price of $11.50 per share | ||
Trading Symbol | HOLOW | ||
Security Exchange Name | NASDAQ |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 21,910,338 | $ 7,533,934 |
Accounts receivable, net | 11,650,012 | 10,711,765 |
Prepayments and other current assets | 894,479 | 98,063 |
Due from related parties | 8,740 | 3,139 |
Loan receivable | 2,091,844 | |
Inventories, net | 254,879 | 302,178 |
Total current assets | 34,718,448 | 20,740,923 |
NON-CURRENT ASSETS | ||
Property and equipment, net | 238,920 | 46,177 |
Prepayment and deposits, net | 60,460 | 70,572 |
Intangible assets, net | 2,229,386 | 3,414,222 |
Investments in unconsolidated entities | 251,095 | |
Right-of-use assets, net | 589,301 | |
Goodwill | 3,067,317 | 3,320,082 |
Total non-current assets | 6,185,384 | 7,102,148 |
Total assets | 40,903,832 | 27,843,071 |
CURRENT LIABILITIES | ||
Accounts payable | 8,874,369 | 7,378,490 |
Advance from customers | 493,539 | 134,761 |
Other payables and accrued liabilities | 1,964,501 | 1,549,492 |
Due to related parties | 50,745 | 334,985 |
Operating lease liabilities - current | 231,483 | |
Loan payable | 59,444 | |
Taxes payable | 87,319 | 509,924 |
Total current liabilities | 11,761,400 | 9,907,652 |
NON-CURRENT LIABILITIES | ||
Operating lease liabilities - noncurrent | 373,298 | |
Deferred tax liabilities | 160,430 | 311,827 |
Warrant liabilities | 61,709 | |
Total other liabilities | 595,437 | 311,827 |
Total liabilities | 12,356,837 | 10,219,479 |
SHAREHOLDERS’ EQUITY | ||
Ordinary shares, $0.0001 par value | 5,081 | 13,511 |
Additional paid-in capital | 36,701,010 | 4,693,914 |
(Accumulated deficit)/Retained earnings | (9,119,628) | 11,584,829 |
Statutory reserves | 1,722,262 | 1,340,421 |
Accumulated other comprehensive loss | (805,112) | (9,073) |
Total MICROCLOUD HOLOGRAM INC. shareholders’ equity | 28,503,613 | 17,623,602 |
Non-controlling interest | 43,382 | (10) |
Total Equity | 28,546,995 | 17,623,592 |
Total liabilities and shareholders’ equity | $ 40,903,832 | $ 27,843,071 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
OPERATING REVENUES | ||
Total Operating Revenues | $ 72,512,835 | $ 56,284,317 |
COST OF REVENUES | ||
Total Cost of Revenues | (39,334,158) | (17,046,664) |
GROSS PROFIT | 33,178,677 | 39,237,653 |
OPERATING EXPENSES | ||
Provision for doubtful accounts | (442,335) | (80,875) |
Selling expenses | (1,311,399) | (825,055) |
General and administrative expenses | (3,408,608) | (3,147,858) |
Research and development expenses | (49,230,916) | (22,809,775) |
Total operating expenses | (54,393,258) | (26,863,563) |
(LOSS)/INCOME FROM OPERATIONS | (21,214,581) | 12,374,090 |
CHANGE IN FAIR VALUE OF WARRANT LIABILITY | 656,164 | |
OTHER INCOME/(EXPENSE) | ||
Finance income, net | 248,043 | 98,366 |
Impairment loss for unconsolidated entities | (237,777) | |
Other income, net | 146,154 | 152,843 |
Total other income, net | 156,420 | 251,209 |
(LOSS)/PROFIT BEFORE INCOME TAXES | (20,401,997) | 12,625,299 |
BENEFIT FOR INCOME TAX | 122,773 | 124,732 |
NET (LOSS)/INCOME | (20,279,224) | 12,750,031 |
LESS: NET INCOME/(LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST | 43,392 | (10) |
NET (LOSS)/INCOME ATTRIBUTABLE TO MICROCLOUD HOLOGRAM INC. ORDINARY SHAREHOLDERS | (20,322,616) | 12,750,041 |
OTHER COMPREHENSIVE INCOME/(LOSS) | ||
Foreign currency translation adjustment | 147,929 | (5,025) |
COMPREHENSIVE (LOSS)/INCOME | (20,131,295) | 12,745,006 |
LESS: COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST | 43,392 | (10) |
COMPREHENSIVE (LOSS)/INCOME ATTRIBUTABLE TO MICROCLOUD HOLOGRAM INC. ORDINARY SHAREHOLDERS | $ (20,174,687) | $ 12,745,016 |
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES | ||
Weighted average number of ordinary shares outstanding-Basic and diluted | 20,071,595 | 132,000,000 |
EARNINGS PER SHARE ATTRIBUTABLE TO MC HOLOGRAM INC. ORDINARY SHAREHOLDERS | ||
(Loss)/Earnings per ordinary share - Basic and diluted | $ (1.01) | $ 0.10 |
Products [Member] | ||
OPERATING REVENUES | ||
Total Operating Revenues | $ 18,518,305 | $ 16,040,124 |
COST OF REVENUES | ||
Total Cost of Revenues | (15,334,302) | (12,920,058) |
Services [Member] | ||
OPERATING REVENUES | ||
Total Operating Revenues | 53,994,530 | 40,244,193 |
COST OF REVENUES | ||
Total Cost of Revenues | $ (23,999,856) | $ (4,126,606) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings Statutory [Member] | Retained Earnings Unrestricted [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 13,511 | $ 4,693,914 | $ 910,636 | $ (735,427) | $ (4,048) | $ 4,878,586 | |
Beginning balance, shares at Dec. 31, 2020 | 132,000,000 | ||||||
Net (loss)/income | 12,750,041 | (10) | 12,750,031 | ||||
Statutory reserves | 429,785 | (429,785) | |||||
Foreign currency translation | 5,025 | 5,025 | |||||
Ending balance, value at Dec. 31, 2021 | $ 13,511 | 4,693,914 | 1,340,421 | 11,584,829 | (9,073) | (10) | 17,623,592 |
Ending balance, shares at Dec. 31, 2021 | 132,000,000 | ||||||
Net (loss)/income | (20,322,616) | 43,392 | (20,279,224) | ||||
Statutory reserves | 381,841 | (381,841) | |||||
Cancellation of the outstanding shares in MC held by former MC shareholders | $ (13,511) | (13,511) | |||||
Cancellation of the outstanding shares in MC held by former MC shareholders, shares | (132,000,000) | ||||||
Initial common shares of Golden Path | $ 171 | 171 | |||||
Initial common shares of Golden Path, shares | 1,708,000 | ||||||
Initial common shares of Golden Path subject to possible redemption | $ 575 | 575 | |||||
Initial common shares of Golden Path subject to possible redemption, shares | 5,750,000 | ||||||
Shares converted from rights | $ 60 | 60 | |||||
Shares converted from rights, shares | 602,050 | ||||||
Issuance of common stock to Finder | $ 38 | 38 | |||||
Issuance of common stock to Finder, Shares | 380,000 | ||||||
Issuance of common stock as consideration of business combination | $ 4,455 | 32,007,096 | 32,011,551 | ||||
Issuance of common stock as consideration of business combination, shares | 44,554,455 | ||||||
Redemption of common stock | $ (218) | (218) | |||||
Redemption of common stock, shares | (2,182,470) | ||||||
Foreign currency translation | (796,039) | (796,039) | |||||
Ending balance, value at Dec. 31, 2022 | $ 5,081 | $ 36,701,010 | $ 1,722,262 | $ (9,119,628) | $ (805,112) | $ 43,382 | $ 28,546,995 |
Ending balance, shares at Dec. 31, 2022 | 50,812,035 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss)/income | $ (20,279,224) | $ 12,750,031 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 1,017,125 | 1,047,427 |
Amortization of operating lease right-of-use assets | 236,154 | |
Provision for doubtful accounts | 442,335 | 80,875 |
Deferred tax benefits | (130,848) | (132,130) |
Provision for inventory reserve | 13,818 | |
Interest income | (98,249) | |
Impairment loss for unconsolidated entities | 237,777 | |
Loss on disposal fixed assets | 488 | 57,381 |
Change in fair value of warrant liabilities | (656,164) | |
Change in operating assets and liabilities: | ||
Accounts receivable | (2,239,932) | 1,801,544 |
Prepayment and other current assets | (823,976) | 678,662 |
Inventories | 24,901 | 448,062 |
Prepayments and deposits | 4,858 | 27,832 |
Accounts payable | 2,109,052 | (943,581) |
Operating lease liabilities | (220,287) | |
Advance from customers | 378,262 | (109,613) |
Other payables and accrued liabilities | 281,149 | 324,305 |
Taxes payable | (393,376) | 217,038 |
Net cash (used in)/provided by operating activities | (20,011,706) | 16,163,402 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for business acquisition payable - related parties | (7,846,707) | |
Loan to third parties | (1,536,561) | (14,166,273) |
Loan repayment from third parties | 3,517,456 | 9,087,520 |
Purchases of property and equipment | (270,756) | (21,292) |
Cash received on fixed assets disposal | 94 | |
Investments in unconsolidated entities | (251,095) | |
Net cash provided by/(used in) investing activities | 1,710,139 | (13,197,753) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Amounts advanced from related parties | 283,436 | |
Amounts advanced to related parties | (5,986) | |
Repayments from related parties | 1,365,811 | |
Repayments to related parties | (55) | (1,670,263) |
Repayments of third-party loan | (13,375) | (183,221) |
Cash received from recapitalization | 33,216,420 | |
Proceeds of third-party loan | 74,305 | |
Net cash provided by/(used in) financing activities | 33,271,309 | (204,237) |
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS | (593,338) | (42,590) |
CHANGE IN CASH AND CASH EQUIVALENTS | 14,376,404 | 2,718,822 |
CASH AND CASH EQUIVALENTS, beginning of period | 7,533,934 | 4,815,112 |
CASH AND CASH EQUIVALENTS, end of period | 21,910,338 | 7,533,934 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for income tax | 609 | 11,306 |
Cash paid for interest expense | 5,522 | 3,166 |
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Initial recognition of right-of-use assets and lease liabilities | $ 840,185 |
Nature of business and organiza
Nature of business and organization | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Nature of business and organization | Note 1 — Nature of business and organization MicroCloud Hologram Inc. (formerly known as Golden Path Acquisition Corporation) (“Golden Path” or “the Company”), a Cayman Islands exempted company, is a leading holographic digitalization technology service provider in China, which is committed to providing first-class holographic technology services to the customers worldwide. MC Hologram Inc. (“MC”) is a holding company incorporated on November 10, 2020, under the laws of the Cayman Islands. The Company has no substantive operations other than holding all of the outstanding share capital of Quantum Edge HK Limited (“Mengyun HK”), which was established in Hong Kong on November 25, 2020. Mengyun HK is also a holding company holding all of the outstanding equity of Beijing Xihuiyun Technology Co., Ltd (“Beijing Xihuiyun”) which was established on May 11, 2021 under the law of the People’s Republic of China (“PRC” or “China”). Reorganization On September 10, 2021, MC completed a reorganization of entities under common control of its then existing shareholders, who collectively owned majority of the equity interests of MC. MC, Mengyun HK and Beijing Xihuiyun were established as the holding companies of Shanghai Mengyun. All of these entities are under common control as the same group of shareholders held more than 50% of the voting ownership interest of each entity which results in the consolidation of Shanghai Mengyun and its subsidiaries which have been accounted for as a reorganization of entities under common control at carrying value. After the reorganization, MC owns 100% equity interests of Mengyun HK, Mengyun HK owns 100% equity interests of Beijing Xihuiyun. Mengyun HK and Beijing Xihuiyun together own 100% equity interest of Shanghai Mengyun. The consolidation of the Company and its subsidiaries has been accounted for at historical cost and prepared on the basis as if the aforementioned transactions had become effective as of the beginning of the first period presented in the consolidated financial statements. The Company, through its wholly owned subsidiaries, are mainly engaged in holographic technology: (1) Holographic solutions, and (2) Holographic technology service. The majority of Company’s business activities are carried out in Shenzhen, China. As of December 31, 2022, there are twenty-one subsidiaries under the consolidation of the Shanghai Mengyun. In March 2016, Shanghai Mengyun established wholly owned subsidiaries Shenzhen Mengyun Holographic Technology Co.,Ltd. (“Shenzhen Mengyun”) and Mcloudvr Software Network Technology Co., Limited(“Mcloudvr Software”). Shenzhen Mengyun established Horgos Weiyi Software Technology Co., Ltd. (“Horgos Weiyi”) on September 6, 2016 and Shenzhen Yunao Hongxiang Technology Co., Ltd. (“Shenzhen Yunao”) on December 3, 2021. Shenzhen Mengyun and subsidiaries engaged in holographic integrated entertainment solutions. On June 26, 2017, Shanghai Mengyun acquired Shenzhen Qianhaiyoushi Technology Co., Ltd. (“Qianhai Youshi”) and Qianhai Youshi’s subsidiary Kashgar Youshi Information Technology Co., Ltd. (“Kashgar Youshi”). Qianhai Youshi established wholly owned subsidiaries Horgos Youshi Information Technology Co., Ltd. (“Horgos Youshi”) in November 2020 and acquired Shenzhen Yijia Network Technology Co., Ltd. (“Yijia Network”) in July 2020. Qianhai Youshi and subsidiaries are mainly engaged in holographic content sales and SDK software services. On July 1, 2020, Shenzhen Mengyun acquired Shenzhen Bowei BroadVision Technology Co., Ltd. (“Shenzhen Bowei”), Shenzhen Bowei established wholly owned subsidiaries Horgos BroadVision Technology Co., Ltd. (“Horgos Bowei”) and Broadvision Intelligence (Hong Kong), Ltd. (“Broadvision HK”) in November 2020. Shenzhen Bowei and subsidiaries are mainly engaged in holographic printed circuit board assembly (“PCBA”) solutions. On October 1, 2020, Shenzhen Mengyun acquired Shenzhen Tianyuemeng Technology Co., Ltd. (“Shenzhen Tianyuemeng”). Shenzhen Tianyuemeng established Horgos Tianyuemeng Technology Co., Ltd. (“Horgos Tianyuemeng”) in October 2020 and Horgos Tianyuemeng Technology Co., Ltd.-Shenzhen Branch (“Horgos Tianyuemeng-SZ”) in March 2021, which was later dissolved on December 10, 2021. Shenzhen Tianyuemeng and subsidiary engaged in holographic advertising services and SDK software services. On October 5, 2020, Shenzhen Mengyun acquired Mcloudvr Software Network Technology HK (“Mcloudvr HK”) for no consideration, which engaged in holographic integrated entertainment solutions, from the majority shareholder of Shanghai Mengyun, as of the acquisition date, there is no operation for Mcloudvr HK. Mcloudvr HK and another two investors established Ocean Cloud Technology Co., Limited. (“Ocean HK”) in November 2021 and Ocean HK established Shenzhen Haiyun Xinsheng Technology Co., Ltd. (“Shenzhen Haiyun”) in December 2021. On January 18, 2022, Shenzhen Haiyun acquired Shenzhen Tata Mutual Entertainment Information Technology Co., Ltd. (“Shenzhen Tata”) for RMB 4 (USD 0.62) from four third parties. Shenzhen Tata further established Horgos Tata Mutual Entertainment Information Technology Co., Ltd. (“Horgos Tata”) on March 22, 2022. On June 30, 2022, Shenzhen Haiyun transferred Shenzhen Tata and its subsidiary to an third party for RMB 1 (USD 0.15). On January 29, 2022, Shenzhen Haiyun established Shenzhen Youmi Technology Co., Ltd. (“Shenzhen Youmi”) under the law of PRC. Shenzhen Youmi further established Horgos Youmi Technology Co., Ltd. (“Horgos Youmi”) on March 17, 2022. On February 18, 2022, Shenzhen Haiyun established Shenzhen Yushian Technology Co., Ltd. (“Shenzhen Yushi”) under the law of PRC. Shenzhen Yushi further established Horgos Yushian Technology Co., Ltd. (“Horgos Yushi”) on March 24, 2022. On June 24, 2021 Shanghai Mengyun established Quanyou Vision Technology Co., Ltd (“Shanghai Quanyou”), which primarily engages in software development and was later dissolved on September 1, 2021. On July 31, 2022, Shenzhen Haiyun acquired Beijing Weixiaohai Technology Co., Ltd. (“Beijing Weixiaohai”), which engaged in advertising service. On October 1, 2022, Shenzhen Haiyun transferred Beijing Weixiaohai to a third party for RMB 1 (USD 0.14). The Company’s main recognized revenue producing assets includes patented holographic software and technology, and customer relationship. The unrecognized revenue producing assets include digital product copyright and licensing. The accompanying consolidated financial statements reflect the activities of the Company and each of the following entities as of December 31, 2022: Schedule of accompanying consolidated financial statements Name Background Ownership Quantum Edge HK Limited (“Mengyun HK”) - A Hong Kong company 100% owned by MC - Formed on November 25, 2020 - Registered capital of HK 10,000 (USD 1,290) - A holding company Beijing Xihuiyun Technology Co., Ltd (“Beijing Xihuiyun”) - PRC limited liability company 100% owned by Mengyun HK - Formed on May 11, 2021 - Registered capital of RMB 207,048,000 (USD 30,000,000) - A holding company Shanghai Mengyun Holographic Technology Co., Ltd. (“Shanghai Mengyun”) - A PRC limited liability company 81.63% owned by Beijing Xihuiyun and 18.37% owned by Mengyun HK - Formed on March 24, 2016 - Registered capital of RMB 27,000,000 (USD 4,316,665) - Primarily engages in holographic integrated solutions. Name Background Ownership Shenzhen Mengyun Holographic Technology Co., Ltd. (“Shenzhen Mengyun”) - A PRC limited liability company 100% owned by Shanghai Mengyun - Formed on March 15, 2016 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic integrated solutions. Shenzhen Qianhai Youshi Technology Co., Ltd. (“Qianhai Youshi”) - A PRC limited liability company 100% owned by Shanghai Mengyun - Formed on August 14, 2014 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic content sales and SDK software services. Mcloudvr Software Network Technology Co., Limited (“Mcloudvr Software”) - A Seychelles Islands company 100% owned by Shanghai Mengyun - Formed on February 25, 2016 - Registered capital of USD 50,000 (No operation and dissolved in May 2019) Shenzhen Yijia Network Technology Co., Ltd. (“Yijia Network”) - A PRC limited liability company 100% owned by Qianhai Youshi - Formed on September 25, 2008 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic content sales and SDK software services. Horgos Youshi Network Technology Co., Ltd. (“Horgos Youshi”) - A PRC limited liability company 100% owned by Qianhai Youshi - Formed on November 2, 2020 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic content sales and SDK software services. Horgos Weiyi Software Technology Co., Ltd. (“Horgos Weiyi”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on September 6, 2016 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic integrated solutions. Shenzhen BroadVision Technology Co., Ltd. (“Shenzhen Bowei”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on April 12, 2016 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic PCBA solutions. Mcloudvr Software Network Technology HK Co., Limited (“Mcloudvr HK”) - A Hong Kong company 100% owned by Shenzhen Mengyun - Formed on February 2, 2016 - Registered capital of HKD 100,000 (USD 12,882) - Primarily engages in holographic integrated solutions. Name Background Ownership Shenzhen Tianyuemeng Technology Co., Ltd. (“Shenzhen Tianyuemeng”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on January 6, 2014 - Registered capital of RMB 20,000,000 (USD 3,076,922) - Primarily engages in holographic advertising services. Shenzhen Yunao Hongxiang Technology Co., Ltd. (“Shenzhen Yunao”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on December 3, 2021 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Broadvision Intelligence (Hong Kong), Ltd. (“Broadvision HK”) - A Hong Kong company 100% owned by Shenzhen Bowei - Formed on November 5, 2020 - Registered capital of HKD 10,000 (USD 1,288) - No operation Horgos BroadVision Technology Co., Ltd. (“Horgos Bowei”) - A PRC limited liability company 100% owned by Shenzhen Bowei - Formed on November 4, 2020 - Registered capital of RMB 1,000,000 (USD 153,846) - Primarily engages in holographic PCBA solutions. Horgos Tianyuemeng Technology Co., Ltd. (“Horgos Tianyuemeng”) - A PRC limited liability company 100% owned by Shenzhen Tianyuemeng - Formed on October 23, 2020 - Registered capital of RMB 1,000,000 (USD 153,846) - Primarily engages in SDK software services. Horgos Tianyuemeng Technology Co., Ltd.-Shenzhen Branch (“Horgos Tianyuemeng-SZ”) - A PRC limited liability company 100% owned by Horgos Tianyuemeng - Formed on March 19, 2021 - Registered capital of RMB 1,000,000 (USD 153,846) - No operation - Dissolved on December 10, 2021 Shanghai Mengyun Quanyou Vision Technology Co., Ltd (“Shanghai Quanyou”) - A PRC limited liability company 100% owned by Shanghai Mengyun - Formed on June 24, 2021 - Registered capital of RMB 1,000,000 (USD 153,846) - No operation - Dissolved on September 1, 2021 Ocean Cloud Technology Co., Limited. (“Ocean HK”) - A Hong Kong company 56% owned by Mcloudvr HK - Formed on November 4, 2021 - Registered capital of HKD 10,000 (USD 1,288) - No operation Name Background Ownership Shenzhen Haiyun Xinsheng Technology Co., Ltd. (“Shenzhen Haiyun”) - A PRC limited liability company 100% owned by Ocean HK - Formed on December 3, 2021 - Registered capital of RMB 50,000,000 (USD 7,846,707) - No operation Shenzhen Tata Mutual Entertainment Information Technology Co., Ltd. (“Shenzhen Tata”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on January 16, 2020 - Sold on June 30, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) Shenzhen Youmi Technology Co., Ltd. (“Shenzhen Youmi”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on March 17, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Game promotion and advertising service Shenzhen Yushian Technology Co., Ltd. (“Shenzhen Yushi”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on February 18, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Horgos Tata Mutual Entertainment Information Technology Co., Ltd. (“Horgos Tata”) - A PRC limited liability company 100% owned by Shenzhen Tata - Formed on March 22, 2022 - Sold on June 30, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Game promotion service Horgos Youmi Technology Co., Ltd. (“Horgos Youmi”) - A PRC limited liability company 100% owned by Shenzhen Youmi - Formed on January 29, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Horgos Yushian Technology Co., Ltd. (“Horgos Yushi”) - A PRC limited liability company 100% owned by Shenzhen Yushi - Formed on March 24, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Kashgar Youshi Information Technology Co., Ltd. (“Kashgar Youshi”) - A PRC limited liability company 100% owned by Qianhai Youshi - Formed on May 5, 2016 - Registered capital of RMB 5,000,000 (USD 769,230) - Primarily engages in holographic content sales and SDK software services. Beijing Weixiaohai Technology Co., Ltd. (“Beijing Weixiaohai”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on April 17, 2019 - Registered capital of RMB 8,000,000 (USD 1,124,622) - Primarily engages in Advertising service. Reverse Recapitalization with Golden Path Acquisition Corporation On September 16, 2022, in accordance with the Business Combination and Merger Agreement dated September 10, 2021 (as amended on August 5, 2022 and August 10, 2022, the “Merger Agreement”), by and among Golden Path, Golden Path Merger Sub Corporation (“Golden Path Merger Sub”), the closing of the Business Combination (the “Closing”) occurred, pursuant to which Golden Path issued 44,554,455 2,182,470 50,812,035 6,020,500 33.2 As a result of the consummation of the Business Combination, MC is now a wholly owned subsidiary of the Company, which has changed its name to MicroCloud Hologram Inc. Following the Closing, on September 19, 2022, the ordinary shares and public warrants outstanding upon the Closing began trading on the NASDAQ Stock Exchange (the “NASDAQ”) under the symbols “HOLO” and “HOLOW,” respectively. The transaction was accounted for as a “reverse recapitalization” in accordance with accounting principles generally accepted in the United States (“GAAP”) because the primary assets of Golden Path would be nominal following the close of the Merger. Under this method of accounting, Golden Path was treated as the “acquired” company for financial reporting purposes and MC was determined to be the accounting acquirer based on the terms of the Merger and other factors including: (i) MC’s stockholders have a majority of the voting power of the combined company, (ii) MC comprises a majority of the governing body of the combined company, and MC’s senior management comprises all of the senior management of the combined company, and (iii) MC comprises all of the ongoing operations of the combined entity. Accordingly, for accounting purposes, this transaction was treated as the equivalent of the Company issuing shares for the net assets of Golden Path, accompanied by a recapitalization. The shares and net loss per common share, prior to the Reverse Recapitalization, have been retroactively restated as shares reflecting the Exchange Ratio established in the Reverse Recapitalization (1 Golden Path shares for 1 the Company share). The net assets of Golden Path were recorded at historical costs, with no goodwill or other intangible assets recorded. Operations prior to the Reverse Recapitalization are those of MC. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | Note 2 — Summary of significant accounting policies Liquidity In assessing the Company’s liquidity, the Company monitors and analyses its cash on-hand and its operating and capital expenditure commitments. The Company’s liquidity needs are to meet its working capital requirements, operating expenses and capital expenditure obligations. Cash flow from operations, advance from shareholders, and proceeds from third party loan have been utilized to finance the working capital requirements of the Company. As of December 31, 2022, the Company had cash of USD 21.9 23.0 Basis of presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission, regarding financial reporting, and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operation results. Principles of consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant intercompany transactions and balances between the Company and its subsidiaries are eliminated upon consolidation. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors. Use of estimates and assumptions The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s consolidated financial statements include the useful lives of property and equipment and intangible assets, impairment of long-lived assets and goodwill, allowance for doubtful accounts, revenue recognition, inventory reserve, purchase price allocation for business combination, uncertain tax position, and deferred taxes. Actual results could differ from these estimates. Foreign currency translation and transaction The functional currency of the Company, Menyun HK, Broadvision HK, and Mcloudvr HK is in US dollars and the functional currency of the Company’s other subsidiaries are Renminbi (“RMB”), as determined based on the criteria of Accounting Standards Codification (“ASC”) 830 “Foreign Currency Matters”. The reporting currency of the Company is also the RMB. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange in place at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into the functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the consolidated statement of operations. In the consolidated financial statements, the financial information of the Company and other entities located outside of the PRC has been translated into RMB. Assets and liabilities of the Company translated from their respective functional currencies to the reporting currency at the exchange rates at the balance sheet dates, equity accounts are translated at historical exchange rates and revenues and expenses are translated at the average exchange rates in effect during the reporting period. The resulting foreign currency translation adjustment are recorded in other comprehensive income (loss). The balance sheet amounts, with the exception of shareholders’ equity for MC, Mengyun HK and Mcloudvr HK at December 31, 2022 and 2021 were translated at RMB 1.00 to USD 0.1450 USD 0.1569 RMB 1.00 to USD 0.1486 USD 0.1569 Cash and cash equivalents Cash and cash equivalents primarily consist of bank deposits with original maturities of six months or less, which are unrestricted as to withdrawal and use. Cash and cash equivalents also consist of funds earned from the Company’s operating revenues which were held at third party platform fund accounts which are unrestricted as to immediate use or withdrawal. The Company maintains most of its bank accounts in the PRC. Accounts receivable, net Accounts receivables include trade accounts due from customers. Accounts are considered overdue after 90 days. Management reviews its receivables on a regular basis to determine if the bad debt allowance is adequate, and provides an allowance when necessary. The allowance is based on management’s best estimates of specific losses on individual customer exposures, as well as the historical trends of collections. Account balances are charged off against the allowance after all means of collection have been exhausted and the likelihood of collection is not probable. As of December 31, 2022 and 2021, the Company has $ 705,060 296,051 Inventories, net Inventories are comprised of raw material and finish goods are stated at the lower of cost or net realizable value using the weighted average method. Cost of finished goods comprise direct material and outsourced assembling costs. Management reviews inventories for obsolescence and cost in excess of net realizable value periodically when appropriate and records a reserve against the inventory when the carrying value exceeds net realizable value. As of December 31, 2022 and 2021, the Company has an allowance of $ 25,584 27,692 Prepayments, other current assets and deposits, net Prepayments and other current assets are mainly payments made to vendors or service providers for purchasing goods or services that have not been received or provided, deposits for rent and utilities and employee advances. This amount is refundable and bears no interest. Prepayment and deposit are classified as either current or non-current based on the terms of the respective agreements. These advances are unsecured and are reviewed periodically to determine whether their carrying value has become impaired. As of December 31, 2022 and 2021, the Company made $ 478 518 Due from related parties Due from related parties primarily includes overpayment of acquisition payable to the prior owner of the entity, which the Company acquired in 2017 and advances to the Company’s equity investment investee for operational purpose, interest free and due on demand. Management regularly reviews the aging of receivables and changes in payment trends and records allowances when management believes collection of amounts due are at risk. Accounts considered uncollectable are written off against allowances after exhaustive efforts at collection are made. Loans receivable Loans receivable consists of two loans to third parties, which is carried at cost and includes unpaid principal and interest balances. The Company maintains an allowance for loan losses based on management’s estimate of credit losses inherent in the Company’s loans receivable. As of December 31, 2022, all the loan balance and related accrued interest was fully received. There was no Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and impairment if applicable. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with a 5% residual value. The estimated useful lives are as follows: Schedule of estimated useful lives Useful Life Office equipment 3 Mechanical equipment 3 5 Electronic equipment 3 5 The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives. Intangible assets, net The Company’s intangible assets with definite useful lives primarily consist of customer relationships, software, and non-competing agreements. Identifiable intangible assets resulting from the acquisitions of subsidiaries accounted for using the purchase method of accounting are estimated by management based on the fair value of assets received. The Company amortizes its intangible assets with definite useful lives over their estimated useful lives and reviews these assets for impairment. The Company typically amortizes its intangible assets with definite useful lives on a straight-line basis over the shorter of the contractual terms or the estimated useful lives of three to ten years. Goodwill Goodwill represents the excess of the consideration paid for an acquisition over the fair value of the net identifiable assets of the acquired subsidiaries at the date of acquisition. Goodwill is not amortized and is tested for impairment at least annually, more often when circumstances indicate impairment may have occurred. Goodwill is carried at cost less accumulated impairment losses. If impairment exists, goodwill is immediately written down to its fair value and the loss is recognized in the consolidated statements of income and comprehensive income. Impairment losses on goodwill are not reversed. The Company has the option to assess qualitative factors to determine whether it is necessary to perform further impairment testing in accordance with ASC 350-20, as amended by ASU 2017-04. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then the impairment test described below is required. The Company compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered to be impaired. If the carrying amount of a reporting unit exceeds its fair value, impairment is recognized for the difference, limited to the amount of goodwill recognized for the reporting unit. Estimating fair value is performed by utilizing various valuation techniques, with the primary technique being discounted cash flows. Impairment for long-lived assets Long-lived assets, including property and equipment and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. For the years ended December 31, 2022 and 2021, no Investments in unconsolidated entities The Company’s investments in unconsolidated entities consist of equity investments without readily determinable fair value. The Company follows ASC Topic 321, Investments Equity Securities (“ASC 321”) to account for investments that do not have readily determinable fair value and over which the Company does not have significant influence. The Company uses the measurement alternative to measure those investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer, if any. An impairment charge is recorded if the carrying amount of the investment exceeds its fair value and this condition is determined to be other-than temporary. For the years ended of December 31, 2022 and 2021, the Company made $ 237,777 - Business combination The purchase price of an acquired company is allocated between tangible and intangible assets acquired and liabilities assumed from the acquired business based on their estimated fair values, with the residual of the purchase price recorded as goodwill. Transaction costs associated with business combinations are expensed as incurred, and are included in general and administrative expenses in the Company’s consolidated statements of income and comprehensive income. The results of operations of the acquired business are included in the Company’s operating results from the date of acquisition. Fair value measurement U.S. GAAP regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. U.S. GAAP defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follow: 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, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Noncontrolling Interests The Company’s noncontrolling interests represent the minority shareholders’ ownership interests related to the Company’s subsidiaries, including 44% for Ocean HK and its subsidiaries. The noncontrolling interests are presented in the consolidated balance sheets separately from equity attributable to the shareholders of the Company. Noncontrolling interests in the results of the Company are presented on the consolidated statement of income as allocations of the total income or loss for the year ended December 31, 2022 between noncontrolling interest holders and the shareholders of the Company. Common Stock Warrants The Company accounts for common stock warrants as either equity instruments or liabilities in accordance with ASC 480, Distinguishing Liabilities from Equity Revenue recognition Effective January 1, 2019, the Company adopted ASC Topic 606 using the modified retrospective adoption method. Based on the requirements of ASC Topic 606, revenue is recognized when control of the promised goods or services is transferred to the customers in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those goods or services. The Company primarily sells its products to hospitals and medical equipment companies. Revenue is recognized when the following 5-step revenue recognition criteria are met: 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 5) Recognize revenue when or as the entity satisfies a performance obligation The Company’s revenue recognition policies effective upon the adoption of ASC 606 are as follows: (i) Holographic Solutions a. Holographic Technology LiDAR Products The Company generates LiDAR revenue through selling integrated circuit board embedded with holographic software. The Company typically enters into written contracts with its customer where the rights of the parties, including payment terms, are identified and sales prices to the customers are fixed with no separate sales rebate, discount, or other incentive and no right of return exists on sales of inventory. The Company’s performance obligation is to deliver products according to contract specifications. The Company recognizes product revenue at a point in time when the control of products is transferred to customers. b. Holographic Technology Intelligence Vision software and Technology Development Service The Company generates revenue by developing ADAS software and technology, which are generally on a fixed-priced basis. The Company has no alternative use for the customized software and the Company has an enforceable right to payment for performance completed to date. Revenues from ADAS software development contracts are recognized over time during the contract period based on the Company’s measurement of progress towards completion using input method, which is usually measured by comparing labor hours expended to date to total estimated labor hours needed to satisfy the performance obligation. As of December 31, 2022 and 2021, the Company’s aggregate amount of transaction price allocated to unsatisfied performance obligation is $ 384,489 67,535 c. Holographic Technology Licensing and Content Products The Company provides holographic content products and holographic software for music videos, shows, and commercials on a fixed-price basis. These contents and software are generally pre-developed and exist when made available to the customer. Content products are delivered through its website or offline using hard drive. Revenues from licensing and content products are recognized at the point in time when the control of products or services is transferred to customers. No upgrades, maintenance, or any other post-contract customer support are provided. d. Holographic Technology Hardware Sales The Company is a distributer of holographic hardware and generates revenue through resale. In accordance with ASC 606, revenue recognition: principal agent consideration, an entity is a principal if it controls the specified good or service before that good or service is transferred to a customer. Otherwise, the entity is an agent in the transaction. The Company evaluates three indicators of control in accordance with ASU 2016-08: 1) For hardware sales, the Company is the most visible entity to customers and assumes fulfilment risk and risks related to the acceptability of products, including addressing customer complaints directly and handling of product returns or refunds directly. 2) The Company assumes inventory risk after taking the title from vendors and is responsible for product damage during shipment period prior to acceptance of its customers and is also responsible for product return if the customer is not satisfied with the products. 3) The Company determines the resale price of hardware products. 4) The Company is the party that directs the use of the inventory and can prevent the vendor from transferring the product to a customer or to redirect the products to a different customer. After evaluating the above scenario, the Company considers itself the principal of these arrangements and records hardware sales revenue on a gross basis. Hardware sales contracts are on a fixed price basis with no separate sales rebate, discount, or other incentive. Revenue is recognized at a point in time when the Company has delivered products and the acceptance by its customer with no future obligation. The Company generally permits returns of products due to deficits; however, returns are historically insignificant. (ii) Holographic Technology Service Holographic advertisements are the use of holographic technology integrated into advertisements on media platforms and offline display. The Company enters advertising contracts with advertisers to promote merchandises and services where the price, which is generally based on cost per action (“CPA”), is fixed and determinable. The Company provides its advertising service to channel providers where the amounts cost per action are also fixed and determinable. Revenue is recognized at a point of time when agreed actions are performed. The Company considers itself as provider of the services under the CPA model as it has the control of the services at any time before it is transferred to the customers which is evidenced by 1) having a right to a service to be performed by the other party, which gives the Company the ability to direct that party to provide the service to the customers on the Company’s behalf. 2) having discretion in setting the price for the service 3) billing monthly advertising fee directly to customers by settling valid CPA data with customers. Therefore, the Company acts as the principal of these arrangements and reports revenue earned and costs incurred related to these transactions on a gross basis. The Company also provides advertisement services through influencers on social networks. The Company charges advertisers a fixed rate, which is generally a fixed percentage of total value of merchandise sold over a specific period (“GMV”). Revenue is recognized at a point of time when merchandise is sold through social network. The Company’s SDK service is a collection of software development tools in one installable package that enables customers (usually software developers) to add holographic functionality and run holographic advertisements in their APPs or software. SDK contracts are primarily on a fixed rate basis, or cost per SDK Connection. The Company recognizes SDK service revenue at a point in time when a user completes an SDK connection via a designated portal. Service fees are generally billed monthly based on per-connection basis. The Company also provides game promotion services for game developers and licensed game operators. The Company acted as a marketing channel that it will promote the games through in-house or third-party platforms, from which users can download the mobile and purchase virtual currency for in game premium features to enhance their game playing experience. The Company contracts with third party payment platforms for collection services offered to game players who have purchased virtual currency. The game developers, licensed operator, payment platforms and the marketing channels are entitled to profit sharing based on a prescribed percentage of the gross amount charged to the game players. The Company’s obligation in the promotion services is completed at a point in time when the game players made a payment to purchase virtual currency. The Company considered itself an agent in these arrangements since it does not control the services at any time. Accordingly, the Company records the game promotion service revenue on a net basis. Contract balances The Company records receivable related to revenue when it has an unconditional right to invoice and receive payment. Payments received from customers before all of the relevant criteria for revenue recognition met are recorded as deferred revenues. The Company’s disaggregate revenue streams are summarized and disclosed in Note 22. Cost of revenues For holographic solutions, the cost of revenue consists primarily of the costs of hardware products sold and outsourced content providers, third party software development costs, and compensation expenses for the Company’s professionals. For holographic technology service, the cost of revenue consists primarily of costs paid to channel distributors for advertising services and compensation expenses for the Company’s professionals. Advertising costs Advertising costs amounted to $ 555,142 23,308 Research and development Research and development expenses include salaries and other compensation-related expenses to the Company’s research and product development personnel, outsourced subcontractors, as well as office rental, depreciation and related expenses for the Company’s research and product development team. Value added taxes (“VAT”) Revenue represents the invoiced value of service, net of VAT. VAT is based on the gross sales price. The VAT rate is 6% on services and 13% on goods in China. Entities that are VAT general taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities. Net VAT balance between input VAT and output VAT is recorded in taxes payable. All of the VAT returns filed by the Company’s subsidiaries in China, have been and remain subject to examination by the tax authorities for five years from the date of filing. Income taxes The Company are accounted for current income taxes in accordance with the laws of the relevant tax authorities. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes is accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the net deferred tax asset will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit has a greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. Other income, net Other income includes government subsidies which are amounts granted by local government authorities as an incentive for companies to promote development of the local technology industry. The Company receives government subsidies and records such government subsidies as a liability when it is received. The Company records government subsidies as other income when there is no further performance obligation. Total government subsidies amounted to $ 71,156 12,082 Other income also includes $ 159,255 183,681 Other income also includes $ 84,257 42,920 Operating leases Effective January 1, 2022, the Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require the Company to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. On January 1, 2022, the Company recognized approximately RMB 5.7 0.9 5.7 0.9 5.6 7 The Company determines if a contract contains a lease at inception. US GAAP requires that the Company’s leases be evaluated and classified as operating or finance leases for financial reporting purposes. The classification evaluation begins at the commencement date and the lease term used in the evaluation includes the non-cancellable period for which the Company has the right to use the underlying asset, together with renewal option periods when the exercise of the renewal option is reasonably certain and failure to exercise such option which result in an economic penalty. All of the Company’s real estate leases are classified as operating leases. When determining the lease payments for an operating lease transitioning to ASC 842 using the effective date, it’s based on future payments at the transition date, based on the present value of lease payments over the remaining lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and includes the associated operating lease payments in the undiscounted future pre-tax cash flows. Statutory reserves Pursuant to the laws applicable to the PRC, PRC entities must make appropriations from after-tax profit to the non-distributable “statutory surplus reserve fund”. Subject to certain cumulative limits, the “statutory surplus reserve fund” requires annual appropriations of 10% of after-tax profit until the aggregated appropriations reach 50% of the registered capital (as determined under accounting principles generally accepted in the PRC (“PRC GAAP”) at each year-end). For foreign invested enterprises and joint ventures in the PRC, annual appropriations should be made to the “reserve fund”. For foreign invested enterprises, the annual appropriation for the “reserve fund” cannot be less than 10% of after-tax profits until the aggregated appropriations reach 50% of the registered capital (as determined under PRC GAAP at each year-end). If the Company has accumulated loss from prior periods, the Company is able to use the current period net income after tax to offset against the accumulate loss. Earnings per share The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average common share outstanding for the period. Dilut |
Reverse Recapitalization
Reverse Recapitalization | 12 Months Ended |
Dec. 31, 2022 | |
Reverse Recapitalization | |
Reverse Recapitalization | Note 3 — Reverse Recapitalization On September 16, 2022, MC merged with Golden Path Merger Sub and survived the merger and continued as the surviving company and a wholly owned subsidiary of Golden Path and continued its business operations. Immediately prior to the closing of the Merger, holders of 2,182,470 3,567,530 Upon the Closing, 575,000 Upon the Closing, 27,050 In connection with the Merger, 380,000 As of December 31, 2022 and after giving effect to all exchange, there were 50,812,035 shares of Common Stock outstanding, comprised of the 4,142,530 shares issued to public investors, 1,735,050 common stock hold by founder/sponsor, 380,000 common stocks issued to Peace Asset, and 44,554,455 common stocks issued to MC shareholders. The number of shares of Common Stock issued immediately following the consummation of the Merger was: Schedule of consummation of Merger Shares Ordinary shares of Golden Path, outstanding prior to Merger $ 5,750,000 Less redemption of Golden Path shares $ (2,182,470 ) Public shares following redemptions $ 3,567,530 Shares issued upon closing to public shareholders (from rights) 575,000 Founder (Sponsor) Shares 1,708,000 Shares issued upon closing to Sponsor (from rights) 27,050 Shares issued upon closing to Finder (engaged Peace Asset) 380,000 MC shares $ 44,554,455 Total shares of common stock immediately after Merger $ 50,812,035 The Merger was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, Golden Path was treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the financial statements of MC are represented as a continuation of the financial statements of Golden Path, with the Merger being treated as the equivalent of MC issuing stock for the net assets of Golden Path, accompanied by a recapitalization. The net assets of Golden Path are stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Merger are those of MC in future reports. MC has been determined to be the accounting acquirer based on evaluation of the following facts and circumstances as of the Closing: (i) MC’s stockholders have a majority of the voting power of the combined company, (ii) MC comprises a majority of the governing body of the combined company, and MC’s senior management comprises all of the senior management of the combined company, and (iii) MC comprises all of the ongoing operations of the combined entity. Following the approval of the Business Combination, on September 16, 2022, we received net cash proceeds of $ 33.2 |
Accounts receivable, net
Accounts receivable, net | 12 Months Ended |
Dec. 31, 2022 | |
Credit Loss [Abstract] | |
Accounts receivable, net | Note 4 — Accounts receivable, net Accounts receivable, net consisted of the following: Schedule of Accounts receivable, net Years ended 2022 2021 Accounts receivable $ 12,355,072 $ 11,007,816 Less: allowance for doubtful accounts (705,060 ) (296,051 ) Accounts receivable, net $ 11,650,012 $ 10,711,765 Movement of allowance for doubtful accounts is as follows: Schedule of allowance for doubtful accounts Years ended 2022 2021 Beginning balance $ 296,051 $ 209,456 Provision for doubtful accounts $ 442,335 $ 81,661 Exchange difference $ (33,326 ) $ 4,934 Ending balance $ 705,060 $ 296,051 Net provision for doubtful accounts for the years ended December 31, 2022 and 2021 amounted to $ 442,335 81,661 |
Inventories, net
Inventories, net | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Note 5 — Inventories, net Schedule of inventories, net Years ended 2022 2021 Raw materials $ 263,304 $ 233,687 Finished goods 17,159 96,183 Total 280,463 329,870 Less: Inventory allowance (25,584 ) (27,692 ) Inventories, net $ 254,879 $ 302,178 As of December 31, 2022 and 2021, the management of the Company estimated its inventories at the lower of cost or market, determined on a weighted average method, or net realizable value. The Company recognized Nil 0 13,818 Movement of inventory reserve is as follows: Schedule of inventory reserve Years ended 2022 2021 Beginning balance $ 27,692 $ 13,556 Provision for inventory reserve - 13,818 Exchange difference (2,108 ) 318 Ending balance $ 25,584 $ 27,692 |
Property and equipment, net
Property and equipment, net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Note 6 — Property and equipment, net Property and equipment, net consist of the following: Schedule of Property and equipment, net Years ended 2022 2021 Office equipment $ 165,351 $ 179,526 Mechanical equipment 153,566 166,221 Electronic and other equipment 355,875 99,280 Vehicles 6,377 6,902 Less: accumulated depreciation (442,249 ) (405,752 ) Total $ 238,920 $ 46,177 Depreciation expense for the years ended December 31 30, 2022 and 2021 amounted to $ 69,104 45,659 488 57,381 |
Intangible assets, net
Intangible assets, net | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible assets, net | Note 7 — Intangible assets, net The Company’s intangible assets with definite useful lives primarily consist of accounting software. The following table summarizes acquired intangible asset balances as of: Schedule of Intangible assets, net Years ended 2022 2021 Customer relationship $ 1,928,318 $ 2,087,224 Software 2,137,916 2,314,093 Non-compete agreements 333,469 360,949 Less: accumulated amortization (2,170,317 ) (1,348,044 ) Total $ 2,229,386 $ 3,414,222 Amortization expense charged to operations for the years ended December 31, 2022 and 2021 was $ 948,021 1,001,768 The estimated annual amortization expense for each of the five succeeding fiscal years is as follow: Schedule of estimated annual amortization expense Year ending December 31, 2023 $ 914,588 2024 667,044 2025 647,666 2026 88 Total $ 2,229,386 |
Prepayment, other assets, and d
Prepayment, other assets, and deposits | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepayment, other assets, and deposits | Note 8 — Prepayment, other assets, and deposits Schedule of current and non current assets Years ended 2022 2021 Current: Inventory Purchase $ 457,875 $ 14,106 Rent and rent deposits 18,776 7,688 VAT 129,480 24,735 Professional service 231,066 10,462 Other services 57,282 41,072 Prepayment and other current assets $ 894,479 $ 98,063 Non-current: Rent deposits $ 59,144 $ 53,998 Other 1,794 17,092 Allowance for doubtful accounts (478 ) (518 ) Prepayment and deposit $ 60,460 $ 70,572 Movement of allowance for doubtful accounts is as follows: Schedule of allowance for doubtful accounts Years ended 2022 2021 Beginning balance $ 518 $ 1,303 Recovery of doubtful accounts - (786 ) Exchange difference (40 ) 1 Ending balance $ 478 $ 518 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 9 — Goodwill Goodwill represents the excess of the consideration paid of an acquisition over the fair value of the net identifiable assets of the acquired subsidiaries at the date of acquisition. Goodwill is not amortized and is tested for impairment at least annually, more often when circumstances indicate impairment may have occurred. The following table summarizes the components of acquired goodwill balances as of: Schedule of Goodwill Years ended 2022 2021 Goodwill from Shenzhen Bowei acquisition* $ 1,410,585 $ 1,526,826 Goodwill from Shenzhen Tianyuemeng acquisition** 1,656,732 1,793,256 Goodwill $ 3,067,317 $ 3,320,082 * On July 1, 2020, Shenzhen Mengyun entered into acquisition agreement to acquire 100% equity interests of Shenzhen Bowei, a provider of holographic PCBA solutions. The transaction consummated on July 1, 2020. According to the agreement, acquisition consideration is RMB 20,000,000 (approximately USD 3.1 million) to acquire the 100% equity interests of Shenzhen Bowei. Acquired amortizable intangible assets includes customer relationship, software, and non-compete agreements. Approximately RMB 9.7 million (USD 1.5 million) of goodwill arising from the acquisition is mainly attributable to the excess of the consideration paid over the fair value of the net assets acquired that cannot be recognized separately as identifiable assets under U.S. GAAP, and comprise (a) the assembled work force and (b) the expected but unidentifiable business growth as a result of the synergy resulting from the acquisition. ** On October 1, 2020, Shenzhen Mengyun entered into acquisition agreement to acquire 100% equity interests of Shenzhen Tianyuemeng, an entity focused on holographic advertising services. The transaction consummated on October 1, 2020. According to the agreement, acquisition consideration is RMB 30,000,000 (approximately USD 4.6 million) to acquire the 100% equity interests of Shenzhen Tianyuemeng. Acquired amortizable intangible assets includes customer relationship, software, and non-compete agreements. Approximately RMB 11.4 million (USD 1.8 million) of goodwill arising from the acquisition is mainly attributable to the excess of the consideration paid over the fair value of the net assets acquired that cannot be recognized separately as identifiable assets under U.S. GAAP, and comprise (a) the assembled work force and (b) the expected but unidentifiable business growth as a result of the synergy resulting from the acquisition. The changes in the carrying amount of goodwill allocated to reportable segments as of December 31, 2021 and December 31, 2022 are as follows Schedule of changes in the carrying amount of goodwill Holographic Holographic Total As of December 31, 2021 $ 1,526,826 $ 1,793,256 $ 3,320,082 As of December 31, 2022 $ 1,410,585 $ 1,656,732 $ 3,067,317 |
Investments in unconsolidated e
Investments in unconsolidated entities | 12 Months Ended |
Dec. 31, 2022 | |
Investment Company [Abstract] | |
Investments in unconsolidated entities | Note 11 — Investments in unconsolidated entities Schedule of investments Years ended 2022 2021 Equity investments without readily determinable fair value: 19.9% Investment (1) $ 289,973 $ 313,869 4.4% Investment (2) 72,493 78,467 5% Investment (3) 86,992 94,160 3% Investment (4) 144,986 156,934 Impairment (594,444 ) (392,335 ) Total $ - $ 251,095 (1) In August 2016, Shenzhen Mengyun invested RMB 2,000,000 in a company in the technology development and animation design areas for 19.9% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 2,000,000 (USD 306,645) impairment loss for the investment in 2018. (2) In November 2015, Shanghai Mengyun invested RMB 500,000 in a company in the database service for 4.44% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 500,000 (USD 76,661) impairment loss for the investment in 2018. (3) In September 2021, Shenzhen Mengyun invested RMB 600,000 in a company specializing in research and development of smart wearable devices for 5% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 600,000 (USD 89,166) impairment loss for the investment in 2022. (4) In October 2021, Shenzhen Mengyun invested RMB 1,000,000 in a company specializing in VR/AR education technology for 3% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 1,000,000 (USD 148,611) impairment loss for the investment in 2022. |
Loan receivable
Loan receivable | 12 Months Ended |
Dec. 31, 2022 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Abstract] | |
Loan receivable | Note 12 — Loan receivable On September 1, 2021 and October 1, 2021, the Company entered into a RMB 10,000,000 1,575,746 4,200,000 661,813 14,200,000 2,228,465 162,321 25,474 On September 1, 2021, the Company entered into a RMB 50,806,587 (USD 7,853,126) loan agreement with a third party to provide funds for their operations with 4.35% annual interest rate, no collateral and is due on August 31, 2022. On October 12, 2021, the Company entered into an amended loan agreement with the third party to increase the loan amount by RMB 25,100,000 (USD 3,939,047) which is due on October 12, 2022. As of December 31, 2021, the loan receivable and related accrued interest was RMB 12,703,387 (USD 1,993,595), and RMB 626,054 (USD 98,249), respectively, which were subsequently received in March 2022. In January 2022, the Company further funded RMB 10,000,000 (USD 1,575,746) to the borrower. As of December 31, 2022, the loan balance RMB 10,000,000 (USD 1,405,778) and related accrued interest RMB 251,326 (USD 35,331) was fully received. |
Other payables and accrued liab
Other payables and accrued liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Other payables and accrued liabilities | Note 13 — Other payables and accrued liabilities Other payables and accrued liabilities consist of the following: Schedule of Other payables and accrued liabilities Years ended 2022 2021 Employee compensation payable $ 996,823 $ 895,172 Payable from prior acquisition* 563,524 609,962 Other 404,154 44,358 $ 1,964,501 $ 1,549,492 * These payables are from an entity acquired in 2015 for inventory purchase, which the Company is still obligated to pay if any of the vendors ask for the payment in the future. |
Related party balances and tran
Related party balances and transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related party balances and transactions | Note 14 — Related party balances and transactions The amounts due from related parties consist of the following: Schedule of related parties RP Name Relationship Nature Years ended 2022 2021 Shenzhen Ultimate Holographic Culture Communication Co., Ltd. Shenzhen Mengyun’s 19.9% equity investment Advances for operational purposes, no interest, due on demand $ 8,740 $ 3,139 $ 8,740 $ 3,139 The amounts due to related parties consists of the following: RP Name Relationship Nature Years ended 2022 2021 Never Stop Holdings Limited Former shareholder of Mengyun Cayman Advances, no interest, due on demand $ - $ 280,000 Yuxiu Han Former shareholder and current legal representative of Shenzhen Bowei Advances for operational purpose, no interest, due on demand 50,745 54,927 Zijuan Han Supervisor of Horgos Bowei Short-term loan - 58 $ 50,745 $ 334,985 |
Loan payable
Loan payable | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Loan payable | Note 15 — Loan payable S Schedule of Short-term bank borrowings Bank name Term Interest Collateral/Guarantee December 31, Shenzhen Qianhai Webank Co., LTD From March 28, 2022 to March 28, 2023 5.4% Guaranteed by Shenzhen Sme Financing Guarantee Co., LTD $ 59,444 $ 59,444 |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Note 16 — Income taxes Cayman Islands MC was incorporated in the Cayman Islands and is not subject to tax on income or capital gains under the laws of Cayman Islands. Additionally, the Cayman Islands does not impose a withholding tax on payments of dividends to shareholders. Seychelles Mcloudvr Software is incorporated in Seychelles and is not subject to tax on income generated outside of Seychelles under the current law. In addition, upon payments of dividends by these entities to their shareholders, no withholding tax will be imposed. Hong Kong Mengyun HK, Broadvision HK, Ocean HK and Mcloudvr HK are incorporated in Hong Kong and is subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. The applicable tax rate is 16.5 PRC The subsidiaries incorporated in the PRC are governed by the income tax laws of the PRC and the income tax provision for operations in the PRC is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Enterprise Income Tax Laws of the PRC (the “EIT Laws”), domestic enterprises and Foreign Investment Enterprises (the “FIE”) are subject to a unified 25% enterprise income tax rate while preferential tax rates, tax holidays and even tax exemptions may be granted on a case-by-case basis. EIT grants preferential tax treatment to certain High and New Technology Enterprises (“HNTEs”). Under this preferential tax treatment, HNTEs are entitled to an income tax rate of 15%, subject to a requirement that they re-apply for HNTE status every three years. Shanghai Mengyun obtained the “high-tech enterprise” tax status in October 2017 and further renewed in December 2020, which reduced its statutory income tax rate to 15% from January 2017 to December 2023. Shenzhen Mengyun obtained the “high-tech enterprise” tax status in November 2018 and further renewed in December 2021, which reduced its statutory income tax rate to 15% from January 2018 to December 2024. Shenzhen Bowei obtained the “high-tech enterprise” tax status in December 2021, which reduced its statutory income tax rate to 15% from December 2021 to December 2024. Horgos Weiyi, Horgos Youshi, Horgos Bowei and Horgos Tianyuemeng were formed and registered in Horgos in Xinjiang Province, China from 2016 to 2020, and Kashgar Youshi was formed and registered in Kashgar in Xinjiang Provence, China in 2016. These companies are not subject to income tax for 5 years and can obtain another two years of tax exemption status and three years at reduced income tax rate of 12.5% after the 5 years due to the local tax policies to attract companies in various industries. The Ministry of Finance (“MOF”) and State Administration of Taxation (“SAT”) on January 17, 2019 jointly issued Cai Shui 2019 No. 13. This clarified that from January 1, 2019 to December 31, 2021, eligible small enterprises whose RMB 1,000,000 of annual taxable income is eligible for a 75% reduction on a rate of 20% (i.e., effective rate is 5%) and the income between RMB 1,000,000 and RMB 3,000,000 is eligible for 50% reduction on a rate of 20% (i.e., effective rate is 10%). On April 2, 2021, MOF and SAT further jointly issued Cai Shui 2021 No. 12, which clarified that from January 1, 2022 to December 31, 2022, eligible small enterprises whose RMB 1,000,000 of annual taxable income is eligible for an extra 50% reduction base on Cai Shui 2019 No. 13 (i.e., effective rate is 2.5%). On March 14, 2022, MOF and SAT further jointly issued Cai Shui 2022 No. 13, which clarified that from January 1, 2022 to December 31, 2022, eligible small enterprises whose income between RMB 1,000,000 and RMB 3,000,000 is eligible for an extra 50% reduction base on Cai Shui 2019 No. 13 (i.e., effective rate is 5%). For the years ended December 30, 2021 and 2022, Shenzhen Tianyuemeng and Shenzhen Yunao were eligible to employ this policy. Tax savings for those entities in Xinjiang province including Horgos Weiyi, Horgos Youshi, Horgos Bowei, Kashgar Youshi and Horgos Tianyuemeng and for those entities eligible for small enterprises including Shenzhen Tianyuemeng and Shenzhen Yunao and HNTEs including Shanghai Mengyun, Shenzhen Mengyun and Shenzhen Bowei for the years ended December 31, 2022 and 2021 amounted to $ 186,403 431,109 0.004 0.008 Significant components of the income tax expense (benefit) consisted of the following: Schedule of income tax expense (benefit) Years ended 2022 2021 Current income tax expense $ 8,075 $ 7,398 Deferred income tax benefit (130,848 ) (132,130 ) Total $ (122,773 ) $ (124,732 ) The following table reconciles China statutory rates to the Company’s effective tax rate: Schedule of effective tax rate For the 2022 2021 China statutory income tax rate 25.00 % 25.00 % Preferential tax rate reduction (24.51 )% (24.76 )% Change in valuation allowance (2.01 )% 0.44 % Additional R&D deduction in China 0.83 % (1.24 )% Permanent difference (0.06 )% (0.37 )% Tax rate difference outside China (1) 0.04 % (0.04 )% Effective tax rate (0.71 )% (0.97 )% (1) It is mainly due to the lower tax rate of the entities incorporated in Hong Kong. Deferred tax assets and liabilities — China Significant components of deferred tax assets and liabilities were as follows: Schedule of deferred tax assets and liabilities Years ended 2022 2021 Deferred tax assets: Allowance for doubtful accounts $ 37,242 $ 36,847 Depreciation and amortization - 485 Impairment loss for investment 34,797 - Net operating loss carry forward 494,364 240,058 Inventory reserve 3,838 6,923 Right of use 2,045 - Less: valuation allowance (442,832 ) (160,172 ) Deferred tax assets, net 129,454 124,141 Deferred tax liabilities: Recognition of intangible assets arising from business acquisition (289,884 ) (435,968 ) Deferred tax liabilities, net (289,884 ) (435,968 ) Total deferred tax liabilities, net $ (160,430 ) $ (311,827 ) The Company evaluated the recoverable amounts of deferred tax assets, and provided a valuation allowance to the extent that future taxable profits will be available against which the net operating loss and temporary differences can be utilized. Valuation allowance is provided against deferred tax assets when the Company determines that it is more likely than not that the deferred tax assets will not be utilized in the future. In making such determination, the Company considered factors including future taxable income exclusive of reversing temporary differences and tax loss carry forwards. Valuation allowance was provided for net operating loss carry forward because it was more likely than not that such deferred tax assets would not be realized based on the Company’s estimate of its future taxable income. If events occur in the future that allow the Company to realize more of its deferred income tax than the presently recorded amounts, an adjustment to the valuation allowances will result in a decrease in tax expense when those events occur. The valuation allowance was increased by $ 282,660 56,096 The Company recognized deferred tax liabilities related to the excess of the intangible assets reporting basis over its income tax basis as a result of fair value adjustment from acquisitions in 2020. The deferred tax liabilities will reverse as the intangible assets are amortized for financial statement reporting purposes. As of December 31, 2022, the Company had net operating loss carry forwards of approximately $ 4,714,514 Uncertain tax positions The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of December 31, 2022 and 2021, the Company did not have any significant unrecognized uncertain tax positions. The Company did not incur any interest and penalties related to potential underpaid income tax expenses. As of December 31, 2022 and 2022, the Company also does not anticipate any significant increases or decreases in unrecognized tax benefits in the next 12 months from December 31, 2022. Value added taxes (“VAT”) Revenue represents the invoiced value of service, net of VAT. The VAT are based on gross sales price. VAT rate is 6 13 Taxes payable consisted of the following: Schedule of Taxes payable Years ended 2022 2021 VAT taxes payable $ 7,199 $ 414,665 Income taxes payable 68,660 72,359 Other taxes payable 11,460 $ 22,900 Totals $ 87,319 $ 509,924 |
Concentration of risk
Concentration of risk | 12 Months Ended |
Dec. 31, 2022 | |
Risks and Uncertainties [Abstract] | |
Concentration of risk | Note 17 — Concentration of risk Credit risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and short-term investments consisting of time deposit. In China, the insurance coverage for cash deposits at each bank is RMB 500,000 151,119,985 21,910,338 48,006,979 7,533,934 140,010,910 20,299,674 39,962,354 6,271,457 A majority of the Company’s expense transactions are denominated in RMB and a significant portion of the Company and its subsidiaries’ assets and liabilities are denominated in RMB. RMB is not freely convertible into foreign currencies. In the PRC, certain foreign exchange transactions are required by law to be transacted only by authorized financial institutions at exchange rates set by the PBOC. Remittances in currencies other than RMB by the Company in China must be processed through the PBOC or other China foreign exchange regulatory bodies which require certain supporting documentation in order to affect the remittance. To the extent that the Company needs to convert U.S. dollars into RMB for capital expenditures and working capital and other business purposes, appreciation of RMB against the U.S. dollar would have an adverse effect on the RMB amount the Company would receive from the conversion. Conversely, if the Company decides to convert RMB into U.S. dollar for the purpose of making payments for dividends, strategic acquisition or investments or other business purposes, appreciation of the U.S. dollar against the RMB would have a negative effect on the U.S. dollar amount available to the Company. Customer concentration risk For the years ended December 31, 2022, one customer accounted for 12.9 18.7 As of December 31, 2022, two customers accounted for 26.4 15.8 27.8 19.9 Vendor concentration risk For the years ended December 31, 2022, one vendor accounted for 13.8 35.1 15.0 As of December 31, 2022, two vendors accounted for 63.6 10.0 41.1 18.6 15.9 |
Shareholders_ equity
Shareholders’ equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Shareholders’ equity | Note 18 — Shareholders’ equity Ordinary shares MC was established under the laws of Cayman Islands on November 10, 2020 with authorized share of 500,000,000 0.0001 132,000,000 At the closing of the Business Combination, the issued and outstanding shares in MC held by the former MC shareholders was cancelled and ceased to exist, in exchange for the issue of an aggregate of 44,554,455 The number of shares of Common Stock issued immediately following the consummation of the Merger was 50,812,035 0.0001 Restricted assets The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiary. Relevant PRC statutory laws and regulations permit payments of dividends by Beijing Xihuiyun and Shanghai Mengyun (collectively “Mengyun PRC entities”) only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. The results of operations reflected in the accompanying consolidated financial statements prepared in accordance with U.S. GAAP differ from those reflected in the statutory financial statements of Mengyun PRC entities. Mengyun PRC entities are required to set aside at least 10% of their after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital. In addition, Mengyun PRC entities may allocate a portion of its after-tax profits based on PRC accounting standards to an enterprise expansion fund and staff bonus and welfare fund at its discretion. Mengyun PRC entities may allocate a portion of its after-tax profits based on PRC accounting standards to a discretionary surplus fund at its discretion. The statutory reserve funds and the discretionary funds are not distributable as cash dividends. Remittance of dividends by a wholly foreign-owned company out of China is subject to examination by the banks designated by State Administration of Foreign Exchange. As a result of the foregoing restrictions, Mengyun PRC entities are restricted in their ability to transfer their assets to the Company. Foreign exchange and other regulations in the PRC may further restrict Mengyun PRC entities from transferring funds to the Company in the form of dividends, loans and advances. As of December 31, 2022 and 2021, amounts restricted are the paid-in-capital and statutory reserve of Mengyun PRC entities, which amounted to $ 6,121,025 5,739,184 Statutory reserve During the year ended December 31, 2022 and 2021, Mengyun PRC entities collectively attributed $ 381,841 429,785 the Company’s aggregate amount of statutory reserve is $ 1,722,262 1,340,421 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Note 19 — Leases The Company has several offices lease agreements with lease terms ranging from two to six years. Upon adoption of ASU 2016-02 on January 1, 2022, the Company recognized approximately RMB 5.7 0.9 5.7 0.9 5.4 7.0 The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The leases generally do not contain options to extend at the time of expiration. As of December 31, 2022, the Company’s operating leases had a weighted average remaining lease term of approximately 2.93 For the years ended December 31, 2022, rent expenses for the operating leases and short-term lease (less than one year) were $ 281,363 95,067 For the years ended December 31, 2021, rent expenses for the operating leases were $ 361,079 The five-year maturity of the Company’s lease obligations is presented below: Schedule of lease liabilities Years ending December 31, 2023 $ 264,965 2024 181,569 2025 139,546 2026 80,576 Total lease payments 666,656 Less: Interest (61,875 ) Present value of lease liabilities $ 604,781 Future amortization of Company’s ROU assets is presented below: Schedule of Future amortization of Company’s ROU assets Twelve months ending December 31, 2023 $ 236,409 2024 159,095 2025 119,733 2026 74,064 Total $ 589,301 |
Warrant liabilities
Warrant liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Warrant Liabilities | |
Warrant liabilities | Note 20 — Warrant liabilities As of December 31, 2022, the Company has 5,750,000 270,500 The Company accounts for its outstanding Warrants in accordance with the guidance contained in ASC 815-40-15-7D and 7F. Management has determined that under the Private Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Private Warrants as liabilities at their fair value and adjusts the Private Warrants to fair value at each reporting period. Management has further determined that its Public Warrants qualify for equity treatment. Warrant liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in our statements of operations. The Private Warrants are valued using a Black Scholes model. Public Warrants On June 24, 2021, the Company sold 5,750,000 10.00 Each Public Unit consists of one ordinary share of the Company, $0.0001 par value per share, one right and one redeemable warrant (the “Public Warrant”). Each Public Warrant entitles the holder to purchase one-half (1/2) of an ordinary share at an exercise price of $11.50 No public warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the ordinary shares issuable upon exercise of the warrants and a current prospectus relating to such ordinary shares. It is the Company’s current intention to have an effective and current registration statement covering the ordinary shares issuable upon exercise of the warrants and a current prospectus relating to such ordinary shares in effect promptly following consummation of an initial business combination. The Public Warrants became exercisable on September 16, 2022, the later of (a) the consummation of a Business Combination, which was September 16, 2022, or (b) 12 months from the effective date of the registration statement relating to the Initial Offering, which was June 21, 2021. No Public Warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the ordinary shares issuable upon exercise of the Public Warrants and a current prospectus relating to such ordinary shares. The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of a Business Combination, the Company will use its best efforts to file, and within 60 business days following a Business Combination to have declared effective, a registration statement covering the ordinary shares issuable upon exercise of the warrants. Notwithstanding the foregoing, if a registration statement covering the ordinary shares issuable upon the exercise of the Public Warrants is not effective within 60 days, the holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise the Public Warrants on a cashless basis pursuant to an available exemption from registration under the Securities Act. If an exemption from registration is not available, holders will not be able to exercise their Public Warrants on a cashless basis. The Public Warrants will expire five years from the consummation of a Business Combination or earlier upon redemption or liquidation. The Company may call the warrants for redemption (excluding the Private Warrants), in whole and not in part, at a price of $ 0.01 ● at any time while the Public Warrants are exercisable, ● upon not less than 30 days’ prior written notice of redemption to each Public Warrant holder, ● if, and only if, the reported last sale price of the ordinary shares equals or exceeds $ 16.50 ● if, and only if, there is a current registration statement in effect with respect to the issuance of the ordinary shares underlying such warrants at the time of redemption and for the entire 30-day trading period referred to above and continuing each day thereafter until the date of redemption. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such warrants. Accordingly, the warrants may expire worthless. Private Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated a private placement of 270,500 10.0 The private warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities on the balance sheets. The warrants were classified as Level 3 at the initial measurement date due to the use of unobservable inputs. The fair value of these warrants, using the Black-Scholes option pricing model, on the date of issuance was $625,000. Variables used in the option-pricing model include (1) risk-free interest rate at the date of grant (0.90%), (2) expected warrant life of 5 years, (3) expected volatility of 58.40%, and (4) expected dividend yield of 0. The key inputs into the Black-Scholes model were as follows at their following measurement dates: Schedule of Black-Scholes model Input December 31, December 31, Share price $ 2.27 $ 9.96 Risk-free interest rate 4.02 % 1.26 % Volatility 65.2 % 59.8 % Exercise price 11.50 11.50 Warrant life 4.71 5 As of December 31, 2021, the aggregate value of the private warrants was $ 0.64 77,883 0.062 0.656 The following table presents information about the Company’s warrants that were measured at fair value on a recurring basis as of June 30, 2022 and December 31, 2022, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis Description June 30, Quoted Prices In Significant Other Significant Other Liabilities: Warrant liability $ 717,873 $ - $ - $ 717,873 Description December 31, Quoted Prices In Significant Other Significant Other Liabilities: Warrant liability $ 61,709 $ - $ - $ 61,709 The following table summarizes the Company’s Warrants activities and status of Warrants on December 31, 2022: Schedule of Warrants activities Private Warrants Warrants Weighted Average Outstanding as of June 30, 2021 270,500 $ 11.50 5 Issued - - - Forfeited - - - Exercised - - - Expired - - - Outstanding as of June 30, 2022 270,500 $ 11.50 5 Issued - - - Forfeited - - - Exercised - - - Expired - - - Outstanding as of December 31, 2022 270,500 $ 11.50 5 |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Note 21 — Commitments and contingencies Contingencies From time to time, the Company is party to certain legal proceedings, as well as certain asserted and un-asserted claims. Amounts accrued, as well as the total amount of reasonably possible losses with respect to such matters, individually and in the aggregate, are not deemed to be material to the consolidated financial statements. COVID-19 The ongoing outbreak of the novel coronavirus (COVID-19) has spread rapidly to many parts of the world. In March 2020, the World Health Organization declared the COVID-19 as a pandemic. The pandemic has resulted in quarantines, travel restrictions, and temporary closure of stores and business facilities in China from February to mid-March in 2020. All of the Company’s business operations and the workforce are concentrated in China, so the Company closed offices and implemented work-from-home policy during that period. Due to the nature of the Company’s business, the impact of the closure on the operational capabilities was not significant. However, the Company’s customers were negatively impacted by the pandemic and reduced their budgets for online advertising and marketing. In addition, the omicron variant of COVID-19 hit China hard in 2022. The surge in positive cases has resulted in local authorities implementing numerous unprecedented measures such as regional quarantines, travel restrictions, routine tests, and temporary closure of stores and business facilities in China, including Shanghai and Shenzhen. The reductions in travel and outdoor activities have caused diminishing market demand on entertainment services, which may negatively impact our business and revenue. The degree to which the pandemic ultimately impacts our business and results of operations will depend on future developments beyond our control, including the severity of the pandemic, the extent of actions to contain or treat the virus, how quickly and to what extent normal economic and operating conditions can resume, and the severity and duration of the global economic downturn that results from the pandemic. |
Segments
Segments | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segments | Note 22 — Segments ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in financial statements for detailing the Company’s business segments. The Company’s chief operating decision maker is the Chief Executive Officer, who reviews the financial information of the separate operating segments when making decisions about allocating resources and assessing the performance of the group. The Company has determined that it has two operating segments: (1) Holographic solutions, and (2) Holographic technology service. The summary information by segment are as follows: Schedule of segments Holographic Holographic Total Revenues $ 22,885,519 $ 49,627,316 $ 72,512,835 Cost of revenues (18,696,052 ) (20,638,106 ) (39,334,158 ) Gross profit 4,189,467 28,989,210 33,178,677 Depreciation and amortization (410,344 ) (606,781 ) (1,017,125 ) Total capital expenditures $ (270,756 ) $ - $ (270,756 ) Holographic Holographic Total Revenues $ 20,695,096 $ 35,589,221 $ 56,284,317 Cost of revenues (14,566,478 ) (2,480,186 ) (17,046,664 ) Gross profit 6,128,618 33,109,035 39,237,653 Depreciation and amortization (406,504 ) (640,923 ) (1,047,427 ) Total capital expenditures $ (20,320 ) $ (972 ) $ (21,292 ) Total assets as of: Years ended 2022 2021 Holographic solutions $ 29,063,408 $ 16,208,983 Holographic technology service 11,840,424 11,634,088 Total Assets $ 40,903,832 $ 27,843,071 Disaggregated information of holographic solutions revenues by business lines are as follows: Schedule of Disaggregation Years ended December 31, 2022 2021 Holographic Technology LiDAR Products $ 6,700,300 $ 9,134,995 Holographic Technology Intelligence Vision software and Technology Development Service 1,881,253 2,213,521 Holographic Technology Licensing and Content Product 4,323,541 4,822,333 Holographic Hardware Sales 9,980,425 4,273,351 Total Holographic Solutions $ 22,885,519 $ 20,444,200 |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent events | Note 23 — Subsequent events The Company did not identify any subsequent events that would have required adjustment or disclosure on the combined and consolidated financial statements. |
Financial information of the pa
Financial information of the parent company | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Financial information of the parent company | Note 24 — Financial information of the parent company The Company performed a test on the restricted net assets of consolidated subsidiary in accordance with Securities and Exchange Commission Regulation S-X Rule 4-08(e)(3), “General Notes to Financial Statements” and concluded that it was applicable for the Company to disclose the financial statements for MC, the parent company. The subsidiary did not pay any dividends to the Company for the six months presented. For the purpose of presenting parent only financial information, the Company records its investment in its subsidiary under the equity method of accounting. Such investment is presented on the separate balance sheets of the Parent Company as “Investment in subsidiary” and the income of the subsidiary is presented as “share of income of subsidiary”. Certain information and footnote disclosures generally included in financial statements prepared in accordance with U.S. GAAP have been condensed and omitted. The Company did not have significant capital and other commitments, long-term obligations, or guarantees as of December 31, 2022. PARENT COMPANY BALANCE SHEETS Schedule of Condensed Balance Sheets December 31, December 31, ASSETS Cash $ 582,069 $ 23,261 Accounts receivable - 100,000 Investment in subsidiaries 28,321,872 17,929,514 Total assets $ 28,903,941 $ 18,052,775 LIABILITIES AND EQUITY LIABILITIES Accrued liabilities $ 338,619 $ - Due to related party - 429,175 Warrant liabilities 61,709 - Total liabilities 400,328 429,175 COMMITMENTS AND CONTINGENCIES EQUITY Ordinary shares, $0.0001 par value 5,081 13,511 Additional paid-in capital 36,701,010 4,693,914 (Accumulated deficit) retained earnings (9,119,628 ) 11,584,827 Statutory reserves 1,722,262 1,340,421 Accumulated other comprehensive loss (805,112 ) (9,073 ) Total equity 28,503,613 17,623,600 Total liabilities and equity $ 28,903,941 $ 18,052,775 PARENT COMPANY STATEMENTS OF INCOME AND COMPREHENSIVE INCOME Schedule of Condensed Statements of Income And Comprehensive Income For the 2022 2021 REVENUES $ - $ 1,100,000 COST OF REVENUES - (1,020,000 ) GROSS PROFIT - 80,000 COSTS AND EXPENSES General and Administrative expenses (186,367 ) (385,914 ) Research and development expenses (25,000,000 ) - Total costs and expenses (25,186,367 ) (385,914 ) EQUITY INCOME OF SUBSIDIARIES 4,250,979 13,055,945 (LOSS)/INCOME BEFORE INCOME TAXES (20,935,388 ) 12,750,031 (LOSS)/INCOME FROM OPERATION (20,935,388 ) 12,750,031 CHANGE IN FAIR VALUE OF WARRANT LIABILITIES 656,164 - PROVISION FOR INCOME TAXES - - NET (LOSS)/INCOME $ (20,279,224 ) $ 12,750,031 FOREIGN CURRENCY TRANSLATION ADJUSTMENT 147,929 (5,025 ) COMPREHENSIVE (LOSS)/INCOME $ (20,131,295 ) $ 12,745,006 PARENT COMPANY STATEMENTS OF CASH FLOWS Schedule of Condensed Statements of Cash Flows For the 2022 2021 CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss)/income $ (20,279,224 ) $ 12,750,031 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Equity income of subsidiaries (4,250,979 ) (13,055,945 ) Change in fair value of warrant liabilities (656,164 ) - Change in operating assets and liabilities: Accounts receivable 100,000 (100,000 ) Other payables and accrued liabilities 72,923 429,175 Net cash (used in)/provided by operating activities (25,013,444 ) 23,261 CASH FLOWS FROM FINANCING ACTIVITIES: Amounts advanced to subsidiary (7,644,168 ) - Cash received from recapitalization 33,216,420 - Net cash provided by financing activities 25,572,252 - EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS $ - $ - CHANGES IN CASH $ 558,808 $ 23,261 CASH, beginning of period $ 23,261 $ - CASH, end of period $ 582,069 $ 23,261 |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Liquidity | Liquidity In assessing the Company’s liquidity, the Company monitors and analyses its cash on-hand and its operating and capital expenditure commitments. The Company’s liquidity needs are to meet its working capital requirements, operating expenses and capital expenditure obligations. Cash flow from operations, advance from shareholders, and proceeds from third party loan have been utilized to finance the working capital requirements of the Company. As of December 31, 2022, the Company had cash of USD 21.9 23.0 |
Basis of presentation | Basis of presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission, regarding financial reporting, and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operation results. |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant intercompany transactions and balances between the Company and its subsidiaries are eliminated upon consolidation. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors. |
Use of estimates and assumptions | Use of estimates and assumptions The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s consolidated financial statements include the useful lives of property and equipment and intangible assets, impairment of long-lived assets and goodwill, allowance for doubtful accounts, revenue recognition, inventory reserve, purchase price allocation for business combination, uncertain tax position, and deferred taxes. Actual results could differ from these estimates. |
Foreign currency translation and transaction | Foreign currency translation and transaction The functional currency of the Company, Menyun HK, Broadvision HK, and Mcloudvr HK is in US dollars and the functional currency of the Company’s other subsidiaries are Renminbi (“RMB”), as determined based on the criteria of Accounting Standards Codification (“ASC”) 830 “Foreign Currency Matters”. The reporting currency of the Company is also the RMB. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange in place at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into the functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the consolidated statement of operations. In the consolidated financial statements, the financial information of the Company and other entities located outside of the PRC has been translated into RMB. Assets and liabilities of the Company translated from their respective functional currencies to the reporting currency at the exchange rates at the balance sheet dates, equity accounts are translated at historical exchange rates and revenues and expenses are translated at the average exchange rates in effect during the reporting period. The resulting foreign currency translation adjustment are recorded in other comprehensive income (loss). The balance sheet amounts, with the exception of shareholders’ equity for MC, Mengyun HK and Mcloudvr HK at December 31, 2022 and 2021 were translated at RMB 1.00 to USD 0.1450 USD 0.1569 RMB 1.00 to USD 0.1486 USD 0.1569 |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents primarily consist of bank deposits with original maturities of six months or less, which are unrestricted as to withdrawal and use. Cash and cash equivalents also consist of funds earned from the Company’s operating revenues which were held at third party platform fund accounts which are unrestricted as to immediate use or withdrawal. The Company maintains most of its bank accounts in the PRC. |
Accounts receivable, net | Accounts receivable, net Accounts receivables include trade accounts due from customers. Accounts are considered overdue after 90 days. Management reviews its receivables on a regular basis to determine if the bad debt allowance is adequate, and provides an allowance when necessary. The allowance is based on management’s best estimates of specific losses on individual customer exposures, as well as the historical trends of collections. Account balances are charged off against the allowance after all means of collection have been exhausted and the likelihood of collection is not probable. As of December 31, 2022 and 2021, the Company has $ 705,060 296,051 |
Inventories, net | Inventories, net Inventories are comprised of raw material and finish goods are stated at the lower of cost or net realizable value using the weighted average method. Cost of finished goods comprise direct material and outsourced assembling costs. Management reviews inventories for obsolescence and cost in excess of net realizable value periodically when appropriate and records a reserve against the inventory when the carrying value exceeds net realizable value. As of December 31, 2022 and 2021, the Company has an allowance of $ 25,584 27,692 |
Prepayments, other current assets and deposits, net | Prepayments, other current assets and deposits, net Prepayments and other current assets are mainly payments made to vendors or service providers for purchasing goods or services that have not been received or provided, deposits for rent and utilities and employee advances. This amount is refundable and bears no interest. Prepayment and deposit are classified as either current or non-current based on the terms of the respective agreements. These advances are unsecured and are reviewed periodically to determine whether their carrying value has become impaired. As of December 31, 2022 and 2021, the Company made $ 478 518 |
Due from related parties | Due from related parties Due from related parties primarily includes overpayment of acquisition payable to the prior owner of the entity, which the Company acquired in 2017 and advances to the Company’s equity investment investee for operational purpose, interest free and due on demand. Management regularly reviews the aging of receivables and changes in payment trends and records allowances when management believes collection of amounts due are at risk. Accounts considered uncollectable are written off against allowances after exhaustive efforts at collection are made. |
Loans receivable | Loans receivable Loans receivable consists of two loans to third parties, which is carried at cost and includes unpaid principal and interest balances. The Company maintains an allowance for loan losses based on management’s estimate of credit losses inherent in the Company’s loans receivable. As of December 31, 2022, all the loan balance and related accrued interest was fully received. There was no |
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and impairment if applicable. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with a 5% residual value. The estimated useful lives are as follows: Schedule of estimated useful lives Useful Life Office equipment 3 Mechanical equipment 3 5 Electronic equipment 3 5 The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives. |
Intangible assets, net | Intangible assets, net The Company’s intangible assets with definite useful lives primarily consist of customer relationships, software, and non-competing agreements. Identifiable intangible assets resulting from the acquisitions of subsidiaries accounted for using the purchase method of accounting are estimated by management based on the fair value of assets received. The Company amortizes its intangible assets with definite useful lives over their estimated useful lives and reviews these assets for impairment. The Company typically amortizes its intangible assets with definite useful lives on a straight-line basis over the shorter of the contractual terms or the estimated useful lives of three to ten years. |
Goodwill | Goodwill Goodwill represents the excess of the consideration paid for an acquisition over the fair value of the net identifiable assets of the acquired subsidiaries at the date of acquisition. Goodwill is not amortized and is tested for impairment at least annually, more often when circumstances indicate impairment may have occurred. Goodwill is carried at cost less accumulated impairment losses. If impairment exists, goodwill is immediately written down to its fair value and the loss is recognized in the consolidated statements of income and comprehensive income. Impairment losses on goodwill are not reversed. The Company has the option to assess qualitative factors to determine whether it is necessary to perform further impairment testing in accordance with ASC 350-20, as amended by ASU 2017-04. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then the impairment test described below is required. The Company compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered to be impaired. If the carrying amount of a reporting unit exceeds its fair value, impairment is recognized for the difference, limited to the amount of goodwill recognized for the reporting unit. Estimating fair value is performed by utilizing various valuation techniques, with the primary technique being discounted cash flows. |
Impairment for long-lived assets | Impairment for long-lived assets Long-lived assets, including property and equipment and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. For the years ended December 31, 2022 and 2021, no |
Investments in unconsolidated entities | Investments in unconsolidated entities The Company’s investments in unconsolidated entities consist of equity investments without readily determinable fair value. The Company follows ASC Topic 321, Investments Equity Securities (“ASC 321”) to account for investments that do not have readily determinable fair value and over which the Company does not have significant influence. The Company uses the measurement alternative to measure those investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer, if any. An impairment charge is recorded if the carrying amount of the investment exceeds its fair value and this condition is determined to be other-than temporary. For the years ended of December 31, 2022 and 2021, the Company made $ 237,777 - |
Business combination | Business combination The purchase price of an acquired company is allocated between tangible and intangible assets acquired and liabilities assumed from the acquired business based on their estimated fair values, with the residual of the purchase price recorded as goodwill. Transaction costs associated with business combinations are expensed as incurred, and are included in general and administrative expenses in the Company’s consolidated statements of income and comprehensive income. The results of operations of the acquired business are included in the Company’s operating results from the date of acquisition. |
Fair value measurement | Fair value measurement U.S. GAAP regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. U.S. GAAP defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follow: 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, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. |
Noncontrolling Interests | Noncontrolling Interests The Company’s noncontrolling interests represent the minority shareholders’ ownership interests related to the Company’s subsidiaries, including 44% for Ocean HK and its subsidiaries. The noncontrolling interests are presented in the consolidated balance sheets separately from equity attributable to the shareholders of the Company. Noncontrolling interests in the results of the Company are presented on the consolidated statement of income as allocations of the total income or loss for the year ended December 31, 2022 between noncontrolling interest holders and the shareholders of the Company. |
Common Stock Warrants | Common Stock Warrants The Company accounts for common stock warrants as either equity instruments or liabilities in accordance with ASC 480, Distinguishing Liabilities from Equity |
Revenue recognition | Revenue recognition Effective January 1, 2019, the Company adopted ASC Topic 606 using the modified retrospective adoption method. Based on the requirements of ASC Topic 606, revenue is recognized when control of the promised goods or services is transferred to the customers in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those goods or services. The Company primarily sells its products to hospitals and medical equipment companies. Revenue is recognized when the following 5-step revenue recognition criteria are met: 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 5) Recognize revenue when or as the entity satisfies a performance obligation The Company’s revenue recognition policies effective upon the adoption of ASC 606 are as follows: (i) Holographic Solutions a. Holographic Technology LiDAR Products The Company generates LiDAR revenue through selling integrated circuit board embedded with holographic software. The Company typically enters into written contracts with its customer where the rights of the parties, including payment terms, are identified and sales prices to the customers are fixed with no separate sales rebate, discount, or other incentive and no right of return exists on sales of inventory. The Company’s performance obligation is to deliver products according to contract specifications. The Company recognizes product revenue at a point in time when the control of products is transferred to customers. b. Holographic Technology Intelligence Vision software and Technology Development Service The Company generates revenue by developing ADAS software and technology, which are generally on a fixed-priced basis. The Company has no alternative use for the customized software and the Company has an enforceable right to payment for performance completed to date. Revenues from ADAS software development contracts are recognized over time during the contract period based on the Company’s measurement of progress towards completion using input method, which is usually measured by comparing labor hours expended to date to total estimated labor hours needed to satisfy the performance obligation. As of December 31, 2022 and 2021, the Company’s aggregate amount of transaction price allocated to unsatisfied performance obligation is $ 384,489 67,535 c. Holographic Technology Licensing and Content Products The Company provides holographic content products and holographic software for music videos, shows, and commercials on a fixed-price basis. These contents and software are generally pre-developed and exist when made available to the customer. Content products are delivered through its website or offline using hard drive. Revenues from licensing and content products are recognized at the point in time when the control of products or services is transferred to customers. No upgrades, maintenance, or any other post-contract customer support are provided. d. Holographic Technology Hardware Sales The Company is a distributer of holographic hardware and generates revenue through resale. In accordance with ASC 606, revenue recognition: principal agent consideration, an entity is a principal if it controls the specified good or service before that good or service is transferred to a customer. Otherwise, the entity is an agent in the transaction. The Company evaluates three indicators of control in accordance with ASU 2016-08: 1) For hardware sales, the Company is the most visible entity to customers and assumes fulfilment risk and risks related to the acceptability of products, including addressing customer complaints directly and handling of product returns or refunds directly. 2) The Company assumes inventory risk after taking the title from vendors and is responsible for product damage during shipment period prior to acceptance of its customers and is also responsible for product return if the customer is not satisfied with the products. 3) The Company determines the resale price of hardware products. 4) The Company is the party that directs the use of the inventory and can prevent the vendor from transferring the product to a customer or to redirect the products to a different customer. After evaluating the above scenario, the Company considers itself the principal of these arrangements and records hardware sales revenue on a gross basis. Hardware sales contracts are on a fixed price basis with no separate sales rebate, discount, or other incentive. Revenue is recognized at a point in time when the Company has delivered products and the acceptance by its customer with no future obligation. The Company generally permits returns of products due to deficits; however, returns are historically insignificant. (ii) Holographic Technology Service Holographic advertisements are the use of holographic technology integrated into advertisements on media platforms and offline display. The Company enters advertising contracts with advertisers to promote merchandises and services where the price, which is generally based on cost per action (“CPA”), is fixed and determinable. The Company provides its advertising service to channel providers where the amounts cost per action are also fixed and determinable. Revenue is recognized at a point of time when agreed actions are performed. The Company considers itself as provider of the services under the CPA model as it has the control of the services at any time before it is transferred to the customers which is evidenced by 1) having a right to a service to be performed by the other party, which gives the Company the ability to direct that party to provide the service to the customers on the Company’s behalf. 2) having discretion in setting the price for the service 3) billing monthly advertising fee directly to customers by settling valid CPA data with customers. Therefore, the Company acts as the principal of these arrangements and reports revenue earned and costs incurred related to these transactions on a gross basis. The Company also provides advertisement services through influencers on social networks. The Company charges advertisers a fixed rate, which is generally a fixed percentage of total value of merchandise sold over a specific period (“GMV”). Revenue is recognized at a point of time when merchandise is sold through social network. The Company’s SDK service is a collection of software development tools in one installable package that enables customers (usually software developers) to add holographic functionality and run holographic advertisements in their APPs or software. SDK contracts are primarily on a fixed rate basis, or cost per SDK Connection. The Company recognizes SDK service revenue at a point in time when a user completes an SDK connection via a designated portal. Service fees are generally billed monthly based on per-connection basis. The Company also provides game promotion services for game developers and licensed game operators. The Company acted as a marketing channel that it will promote the games through in-house or third-party platforms, from which users can download the mobile and purchase virtual currency for in game premium features to enhance their game playing experience. The Company contracts with third party payment platforms for collection services offered to game players who have purchased virtual currency. The game developers, licensed operator, payment platforms and the marketing channels are entitled to profit sharing based on a prescribed percentage of the gross amount charged to the game players. The Company’s obligation in the promotion services is completed at a point in time when the game players made a payment to purchase virtual currency. The Company considered itself an agent in these arrangements since it does not control the services at any time. Accordingly, the Company records the game promotion service revenue on a net basis. |
Contract balances | Contract balances The Company records receivable related to revenue when it has an unconditional right to invoice and receive payment. Payments received from customers before all of the relevant criteria for revenue recognition met are recorded as deferred revenues. The Company’s disaggregate revenue streams are summarized and disclosed in Note 22. |
Cost of revenues | Cost of revenues For holographic solutions, the cost of revenue consists primarily of the costs of hardware products sold and outsourced content providers, third party software development costs, and compensation expenses for the Company’s professionals. For holographic technology service, the cost of revenue consists primarily of costs paid to channel distributors for advertising services and compensation expenses for the Company’s professionals. |
Advertising costs | Advertising costs Advertising costs amounted to $ 555,142 23,308 |
Research and development | Research and development Research and development expenses include salaries and other compensation-related expenses to the Company’s research and product development personnel, outsourced subcontractors, as well as office rental, depreciation and related expenses for the Company’s research and product development team. |
Value added taxes (“VAT”) | Value added taxes (“VAT”) Revenue represents the invoiced value of service, net of VAT. VAT is based on the gross sales price. The VAT rate is 6% on services and 13% on goods in China. Entities that are VAT general taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities. Net VAT balance between input VAT and output VAT is recorded in taxes payable. All of the VAT returns filed by the Company’s subsidiaries in China, have been and remain subject to examination by the tax authorities for five years from the date of filing. |
Income taxes | Income taxes The Company are accounted for current income taxes in accordance with the laws of the relevant tax authorities. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes is accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the net deferred tax asset will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit has a greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. |
Other income, net | Other income, net Other income includes government subsidies which are amounts granted by local government authorities as an incentive for companies to promote development of the local technology industry. The Company receives government subsidies and records such government subsidies as a liability when it is received. The Company records government subsidies as other income when there is no further performance obligation. Total government subsidies amounted to $ 71,156 12,082 Other income also includes $ 159,255 183,681 Other income also includes $ 84,257 42,920 |
Operating leases | Operating leases Effective January 1, 2022, the Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require the Company to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. On January 1, 2022, the Company recognized approximately RMB 5.7 0.9 5.7 0.9 5.6 7 The Company determines if a contract contains a lease at inception. US GAAP requires that the Company’s leases be evaluated and classified as operating or finance leases for financial reporting purposes. The classification evaluation begins at the commencement date and the lease term used in the evaluation includes the non-cancellable period for which the Company has the right to use the underlying asset, together with renewal option periods when the exercise of the renewal option is reasonably certain and failure to exercise such option which result in an economic penalty. All of the Company’s real estate leases are classified as operating leases. When determining the lease payments for an operating lease transitioning to ASC 842 using the effective date, it’s based on future payments at the transition date, based on the present value of lease payments over the remaining lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and includes the associated operating lease payments in the undiscounted future pre-tax cash flows. |
Statutory reserves | Statutory reserves Pursuant to the laws applicable to the PRC, PRC entities must make appropriations from after-tax profit to the non-distributable “statutory surplus reserve fund”. Subject to certain cumulative limits, the “statutory surplus reserve fund” requires annual appropriations of 10% of after-tax profit until the aggregated appropriations reach 50% of the registered capital (as determined under accounting principles generally accepted in the PRC (“PRC GAAP”) at each year-end). For foreign invested enterprises and joint ventures in the PRC, annual appropriations should be made to the “reserve fund”. For foreign invested enterprises, the annual appropriation for the “reserve fund” cannot be less than 10% of after-tax profits until the aggregated appropriations reach 50% of the registered capital (as determined under PRC GAAP at each year-end). If the Company has accumulated loss from prior periods, the Company is able to use the current period net income after tax to offset against the accumulate loss. |
Earnings per share | Earnings per share The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average common share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. |
Segment reporting | Segment reporting ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in financial statements for detailing the Company’s business segments. The Company’s chief operating decision maker is the Chief Executive Officer, who reviews the financial information of the separate operating segments when making decisions about allocating resources and assessing the performance of the group. The Company has determined that it has two operating segments: (1) Holographic solutions, and (2) Holographic technology service. |
Employee benefits | Employee benefits The full-time employees of the Company are entitled to staff welfare benefits including medical care, housing fund, pension benefits, unemployment insurance and other welfare, which are government mandated defined contribution plans. The Company is required to accrue for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant PRC regulations, and make cash contributions to the state-sponsored plans out of the amounts accrued. Total expenses for the plans were $ 688,136 535,884 |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments — Credit Losses, and made several consequential amendments to the Codification. Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments — Credit Losses — Available-for-Sale Debt Securities. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-02 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses, leases, and hedging standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022. The Company is still evaluating the impact of the adoption of this ASU on the Company’s consolidated financial statements. In October 2020, the FASB issued ASU 2020-08, “Codification Improvements to Subtopic 310-20, Receivables — Nonrefundable Fees and Other Costs”. The amendments in this Update represent changes to clarify the Codification. The amendments make the Codification easier to understand and easier to apply by eliminating inconsistencies and providing clarifications. ASU 2020-08 is effective for the Company for annual and interim reporting periods beginning July 1, 2021. Early application is not permitted. All entities should apply the amendments in this Update on a prospective basis as of the beginning of the period of adoption for existing or newly purchased callable debt securities. These amendments do not change the effective dates for Update 2017-08. The adoption of this new standard does not have material impact on Company’s consolidated financial statements and related disclosures. Except as mentioned above, the Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, statements of income and comprehensive income and statements of cash flows. |
Nature of business and organi_2
Nature of business and organization (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of accompanying consolidated financial statements | Schedule of accompanying consolidated financial statements Name Background Ownership Quantum Edge HK Limited (“Mengyun HK”) - A Hong Kong company 100% owned by MC - Formed on November 25, 2020 - Registered capital of HK 10,000 (USD 1,290) - A holding company Beijing Xihuiyun Technology Co., Ltd (“Beijing Xihuiyun”) - PRC limited liability company 100% owned by Mengyun HK - Formed on May 11, 2021 - Registered capital of RMB 207,048,000 (USD 30,000,000) - A holding company Shanghai Mengyun Holographic Technology Co., Ltd. (“Shanghai Mengyun”) - A PRC limited liability company 81.63% owned by Beijing Xihuiyun and 18.37% owned by Mengyun HK - Formed on March 24, 2016 - Registered capital of RMB 27,000,000 (USD 4,316,665) - Primarily engages in holographic integrated solutions. Name Background Ownership Shenzhen Mengyun Holographic Technology Co., Ltd. (“Shenzhen Mengyun”) - A PRC limited liability company 100% owned by Shanghai Mengyun - Formed on March 15, 2016 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic integrated solutions. Shenzhen Qianhai Youshi Technology Co., Ltd. (“Qianhai Youshi”) - A PRC limited liability company 100% owned by Shanghai Mengyun - Formed on August 14, 2014 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic content sales and SDK software services. Mcloudvr Software Network Technology Co., Limited (“Mcloudvr Software”) - A Seychelles Islands company 100% owned by Shanghai Mengyun - Formed on February 25, 2016 - Registered capital of USD 50,000 (No operation and dissolved in May 2019) Shenzhen Yijia Network Technology Co., Ltd. (“Yijia Network”) - A PRC limited liability company 100% owned by Qianhai Youshi - Formed on September 25, 2008 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic content sales and SDK software services. Horgos Youshi Network Technology Co., Ltd. (“Horgos Youshi”) - A PRC limited liability company 100% owned by Qianhai Youshi - Formed on November 2, 2020 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic content sales and SDK software services. Horgos Weiyi Software Technology Co., Ltd. (“Horgos Weiyi”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on September 6, 2016 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic integrated solutions. Shenzhen BroadVision Technology Co., Ltd. (“Shenzhen Bowei”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on April 12, 2016 - Registered capital of RMB 10,000,000 (USD 1,538,461) - Primarily engages in holographic PCBA solutions. Mcloudvr Software Network Technology HK Co., Limited (“Mcloudvr HK”) - A Hong Kong company 100% owned by Shenzhen Mengyun - Formed on February 2, 2016 - Registered capital of HKD 100,000 (USD 12,882) - Primarily engages in holographic integrated solutions. Name Background Ownership Shenzhen Tianyuemeng Technology Co., Ltd. (“Shenzhen Tianyuemeng”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on January 6, 2014 - Registered capital of RMB 20,000,000 (USD 3,076,922) - Primarily engages in holographic advertising services. Shenzhen Yunao Hongxiang Technology Co., Ltd. (“Shenzhen Yunao”) - A PRC limited liability company 100% owned by Shenzhen Mengyun - Formed on December 3, 2021 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Broadvision Intelligence (Hong Kong), Ltd. (“Broadvision HK”) - A Hong Kong company 100% owned by Shenzhen Bowei - Formed on November 5, 2020 - Registered capital of HKD 10,000 (USD 1,288) - No operation Horgos BroadVision Technology Co., Ltd. (“Horgos Bowei”) - A PRC limited liability company 100% owned by Shenzhen Bowei - Formed on November 4, 2020 - Registered capital of RMB 1,000,000 (USD 153,846) - Primarily engages in holographic PCBA solutions. Horgos Tianyuemeng Technology Co., Ltd. (“Horgos Tianyuemeng”) - A PRC limited liability company 100% owned by Shenzhen Tianyuemeng - Formed on October 23, 2020 - Registered capital of RMB 1,000,000 (USD 153,846) - Primarily engages in SDK software services. Horgos Tianyuemeng Technology Co., Ltd.-Shenzhen Branch (“Horgos Tianyuemeng-SZ”) - A PRC limited liability company 100% owned by Horgos Tianyuemeng - Formed on March 19, 2021 - Registered capital of RMB 1,000,000 (USD 153,846) - No operation - Dissolved on December 10, 2021 Shanghai Mengyun Quanyou Vision Technology Co., Ltd (“Shanghai Quanyou”) - A PRC limited liability company 100% owned by Shanghai Mengyun - Formed on June 24, 2021 - Registered capital of RMB 1,000,000 (USD 153,846) - No operation - Dissolved on September 1, 2021 Ocean Cloud Technology Co., Limited. (“Ocean HK”) - A Hong Kong company 56% owned by Mcloudvr HK - Formed on November 4, 2021 - Registered capital of HKD 10,000 (USD 1,288) - No operation Name Background Ownership Shenzhen Haiyun Xinsheng Technology Co., Ltd. (“Shenzhen Haiyun”) - A PRC limited liability company 100% owned by Ocean HK - Formed on December 3, 2021 - Registered capital of RMB 50,000,000 (USD 7,846,707) - No operation Shenzhen Tata Mutual Entertainment Information Technology Co., Ltd. (“Shenzhen Tata”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on January 16, 2020 - Sold on June 30, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) Shenzhen Youmi Technology Co., Ltd. (“Shenzhen Youmi”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on March 17, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Game promotion and advertising service Shenzhen Yushian Technology Co., Ltd. (“Shenzhen Yushi”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on February 18, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Horgos Tata Mutual Entertainment Information Technology Co., Ltd. (“Horgos Tata”) - A PRC limited liability company 100% owned by Shenzhen Tata - Formed on March 22, 2022 - Sold on June 30, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Game promotion service Horgos Youmi Technology Co., Ltd. (“Horgos Youmi”) - A PRC limited liability company 100% owned by Shenzhen Youmi - Formed on January 29, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Horgos Yushian Technology Co., Ltd. (“Horgos Yushi”) - A PRC limited liability company 100% owned by Shenzhen Yushi - Formed on March 24, 2022 - Registered capital of RMB 5,000,000 (USD 784,671) - Advertising service Kashgar Youshi Information Technology Co., Ltd. (“Kashgar Youshi”) - A PRC limited liability company 100% owned by Qianhai Youshi - Formed on May 5, 2016 - Registered capital of RMB 5,000,000 (USD 769,230) - Primarily engages in holographic content sales and SDK software services. Beijing Weixiaohai Technology Co., Ltd. (“Beijing Weixiaohai”) - A PRC limited liability company 100% owned by Shenzhen Haiyun - Formed on April 17, 2019 - Registered capital of RMB 8,000,000 (USD 1,124,622) - Primarily engages in Advertising service. |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives | Schedule of estimated useful lives Useful Life Office equipment 3 Mechanical equipment 3 5 Electronic equipment 3 5 |
Reverse Recapitalization (Table
Reverse Recapitalization (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Reverse Recapitalization | |
Schedule of consummation of Merger | Schedule of consummation of Merger Shares Ordinary shares of Golden Path, outstanding prior to Merger $ 5,750,000 Less redemption of Golden Path shares $ (2,182,470 ) Public shares following redemptions $ 3,567,530 Shares issued upon closing to public shareholders (from rights) 575,000 Founder (Sponsor) Shares 1,708,000 Shares issued upon closing to Sponsor (from rights) 27,050 Shares issued upon closing to Finder (engaged Peace Asset) 380,000 MC shares $ 44,554,455 Total shares of common stock immediately after Merger $ 50,812,035 |
Accounts receivable, net (Table
Accounts receivable, net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Credit Loss [Abstract] | |
Schedule of Accounts receivable, net | Schedule of Accounts receivable, net Years ended 2022 2021 Accounts receivable $ 12,355,072 $ 11,007,816 Less: allowance for doubtful accounts (705,060 ) (296,051 ) Accounts receivable, net $ 11,650,012 $ 10,711,765 |
Schedule of allowance for doubtful accounts | Schedule of allowance for doubtful accounts Years ended 2022 2021 Beginning balance $ 296,051 $ 209,456 Provision for doubtful accounts $ 442,335 $ 81,661 Exchange difference $ (33,326 ) $ 4,934 Ending balance $ 705,060 $ 296,051 |
Inventories, net (Tables)
Inventories, net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories, net | Schedule of inventories, net Years ended 2022 2021 Raw materials $ 263,304 $ 233,687 Finished goods 17,159 96,183 Total 280,463 329,870 Less: Inventory allowance (25,584 ) (27,692 ) Inventories, net $ 254,879 $ 302,178 |
Schedule of inventory reserve | Schedule of inventory reserve Years ended 2022 2021 Beginning balance $ 27,692 $ 13,556 Provision for inventory reserve - 13,818 Exchange difference (2,108 ) 318 Ending balance $ 25,584 $ 27,692 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and equipment, net | Schedule of Property and equipment, net Years ended 2022 2021 Office equipment $ 165,351 $ 179,526 Mechanical equipment 153,566 166,221 Electronic and other equipment 355,875 99,280 Vehicles 6,377 6,902 Less: accumulated depreciation (442,249 ) (405,752 ) Total $ 238,920 $ 46,177 |
Intangible assets, net (Tables)
Intangible assets, net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible assets, net | Schedule of Intangible assets, net Years ended 2022 2021 Customer relationship $ 1,928,318 $ 2,087,224 Software 2,137,916 2,314,093 Non-compete agreements 333,469 360,949 Less: accumulated amortization (2,170,317 ) (1,348,044 ) Total $ 2,229,386 $ 3,414,222 |
Schedule of estimated annual amortization expense | Schedule of estimated annual amortization expense Year ending December 31, 2023 $ 914,588 2024 667,044 2025 647,666 2026 88 Total $ 2,229,386 |
Prepayment, other assets, and_2
Prepayment, other assets, and deposits (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of current and non current assets | Schedule of current and non current assets Years ended 2022 2021 Current: Inventory Purchase $ 457,875 $ 14,106 Rent and rent deposits 18,776 7,688 VAT 129,480 24,735 Professional service 231,066 10,462 Other services 57,282 41,072 Prepayment and other current assets $ 894,479 $ 98,063 Non-current: Rent deposits $ 59,144 $ 53,998 Other 1,794 17,092 Allowance for doubtful accounts (478 ) (518 ) Prepayment and deposit $ 60,460 $ 70,572 |
Schedule of allowance for doubtful accounts | Schedule of allowance for doubtful accounts Years ended 2022 2021 Beginning balance $ 518 $ 1,303 Recovery of doubtful accounts - (786 ) Exchange difference (40 ) 1 Ending balance $ 478 $ 518 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Schedule of Goodwill Years ended 2022 2021 Goodwill from Shenzhen Bowei acquisition* $ 1,410,585 $ 1,526,826 Goodwill from Shenzhen Tianyuemeng acquisition** 1,656,732 1,793,256 Goodwill $ 3,067,317 $ 3,320,082 * On July 1, 2020, Shenzhen Mengyun entered into acquisition agreement to acquire 100% equity interests of Shenzhen Bowei, a provider of holographic PCBA solutions. The transaction consummated on July 1, 2020. According to the agreement, acquisition consideration is RMB 20,000,000 (approximately USD 3.1 million) to acquire the 100% equity interests of Shenzhen Bowei. Acquired amortizable intangible assets includes customer relationship, software, and non-compete agreements. Approximately RMB 9.7 million (USD 1.5 million) of goodwill arising from the acquisition is mainly attributable to the excess of the consideration paid over the fair value of the net assets acquired that cannot be recognized separately as identifiable assets under U.S. GAAP, and comprise (a) the assembled work force and (b) the expected but unidentifiable business growth as a result of the synergy resulting from the acquisition. ** On October 1, 2020, Shenzhen Mengyun entered into acquisition agreement to acquire 100% equity interests of Shenzhen Tianyuemeng, an entity focused on holographic advertising services. The transaction consummated on October 1, 2020. According to the agreement, acquisition consideration is RMB 30,000,000 (approximately USD 4.6 million) to acquire the 100% equity interests of Shenzhen Tianyuemeng. Acquired amortizable intangible assets includes customer relationship, software, and non-compete agreements. Approximately RMB 11.4 million (USD 1.8 million) of goodwill arising from the acquisition is mainly attributable to the excess of the consideration paid over the fair value of the net assets acquired that cannot be recognized separately as identifiable assets under U.S. GAAP, and comprise (a) the assembled work force and (b) the expected but unidentifiable business growth as a result of the synergy resulting from the acquisition. |
Schedule of changes in the carrying amount of goodwill | Schedule of changes in the carrying amount of goodwill Holographic Holographic Total As of December 31, 2021 $ 1,526,826 $ 1,793,256 $ 3,320,082 As of December 31, 2022 $ 1,410,585 $ 1,656,732 $ 3,067,317 |
Investments in unconsolidated_2
Investments in unconsolidated entities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investment Company [Abstract] | |
Schedule of investments | Schedule of investments Years ended 2022 2021 Equity investments without readily determinable fair value: 19.9% Investment (1) $ 289,973 $ 313,869 4.4% Investment (2) 72,493 78,467 5% Investment (3) 86,992 94,160 3% Investment (4) 144,986 156,934 Impairment (594,444 ) (392,335 ) Total $ - $ 251,095 (1) In August 2016, Shenzhen Mengyun invested RMB 2,000,000 in a company in the technology development and animation design areas for 19.9% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 2,000,000 (USD 306,645) impairment loss for the investment in 2018. (2) In November 2015, Shanghai Mengyun invested RMB 500,000 in a company in the database service for 4.44% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 500,000 (USD 76,661) impairment loss for the investment in 2018. (3) In September 2021, Shenzhen Mengyun invested RMB 600,000 in a company specializing in research and development of smart wearable devices for 5% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 600,000 (USD 89,166) impairment loss for the investment in 2022. (4) In October 2021, Shenzhen Mengyun invested RMB 1,000,000 in a company specializing in VR/AR education technology for 3% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 1,000,000 (USD 148,611) impairment loss for the investment in 2022. |
Other payables and accrued li_2
Other payables and accrued liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Other payables and accrued liabilities | Schedule of Other payables and accrued liabilities Years ended 2022 2021 Employee compensation payable $ 996,823 $ 895,172 Payable from prior acquisition* 563,524 609,962 Other 404,154 44,358 $ 1,964,501 $ 1,549,492 * These payables are from an entity acquired in 2015 for inventory purchase, which the Company is still obligated to pay if any of the vendors ask for the payment in the future. |
Related party balances and tr_2
Related party balances and transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of related parties | Schedule of related parties RP Name Relationship Nature Years ended 2022 2021 Shenzhen Ultimate Holographic Culture Communication Co., Ltd. Shenzhen Mengyun’s 19.9% equity investment Advances for operational purposes, no interest, due on demand $ 8,740 $ 3,139 $ 8,740 $ 3,139 The amounts due to related parties consists of the following: RP Name Relationship Nature Years ended 2022 2021 Never Stop Holdings Limited Former shareholder of Mengyun Cayman Advances, no interest, due on demand $ - $ 280,000 Yuxiu Han Former shareholder and current legal representative of Shenzhen Bowei Advances for operational purpose, no interest, due on demand 50,745 54,927 Zijuan Han Supervisor of Horgos Bowei Short-term loan - 58 $ 50,745 $ 334,985 |
Loan payable (Tables)
Loan payable (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Short-term bank borrowings | Schedule of Short-term bank borrowings Bank name Term Interest Collateral/Guarantee December 31, Shenzhen Qianhai Webank Co., LTD From March 28, 2022 to March 28, 2023 5.4% Guaranteed by Shenzhen Sme Financing Guarantee Co., LTD $ 59,444 $ 59,444 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of income tax expense (benefit) | Schedule of income tax expense (benefit) Years ended 2022 2021 Current income tax expense $ 8,075 $ 7,398 Deferred income tax benefit (130,848 ) (132,130 ) Total $ (122,773 ) $ (124,732 ) |
Schedule of effective tax rate | Schedule of effective tax rate For the 2022 2021 China statutory income tax rate 25.00 % 25.00 % Preferential tax rate reduction (24.51 )% (24.76 )% Change in valuation allowance (2.01 )% 0.44 % Additional R&D deduction in China 0.83 % (1.24 )% Permanent difference (0.06 )% (0.37 )% Tax rate difference outside China (1) 0.04 % (0.04 )% Effective tax rate (0.71 )% (0.97 )% (1) It is mainly due to the lower tax rate of the entities incorporated in Hong Kong. |
Schedule of deferred tax assets and liabilities | Schedule of deferred tax assets and liabilities Years ended 2022 2021 Deferred tax assets: Allowance for doubtful accounts $ 37,242 $ 36,847 Depreciation and amortization - 485 Impairment loss for investment 34,797 - Net operating loss carry forward 494,364 240,058 Inventory reserve 3,838 6,923 Right of use 2,045 - Less: valuation allowance (442,832 ) (160,172 ) Deferred tax assets, net 129,454 124,141 Deferred tax liabilities: Recognition of intangible assets arising from business acquisition (289,884 ) (435,968 ) Deferred tax liabilities, net (289,884 ) (435,968 ) Total deferred tax liabilities, net $ (160,430 ) $ (311,827 ) |
Schedule of Taxes payable | Schedule of Taxes payable Years ended 2022 2021 VAT taxes payable $ 7,199 $ 414,665 Income taxes payable 68,660 72,359 Other taxes payable 11,460 $ 22,900 Totals $ 87,319 $ 509,924 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of lease liabilities | Schedule of lease liabilities Years ending December 31, 2023 $ 264,965 2024 181,569 2025 139,546 2026 80,576 Total lease payments 666,656 Less: Interest (61,875 ) Present value of lease liabilities $ 604,781 |
Schedule of Future amortization of Company’s ROU assets | Schedule of Future amortization of Company’s ROU assets Twelve months ending December 31, 2023 $ 236,409 2024 159,095 2025 119,733 2026 74,064 Total $ 589,301 |
Warrant liabilities (Tables)
Warrant liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Warrant Liabilities | |
Schedule of Black-Scholes model | Schedule of Black-Scholes model Input December 31, December 31, Share price $ 2.27 $ 9.96 Risk-free interest rate 4.02 % 1.26 % Volatility 65.2 % 59.8 % Exercise price 11.50 11.50 Warrant life 4.71 5 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis Description June 30, Quoted Prices In Significant Other Significant Other Liabilities: Warrant liability $ 717,873 $ - $ - $ 717,873 Description December 31, Quoted Prices In Significant Other Significant Other Liabilities: Warrant liability $ 61,709 $ - $ - $ 61,709 |
Schedule of Warrants activities | Schedule of Warrants activities Private Warrants Warrants Weighted Average Outstanding as of June 30, 2021 270,500 $ 11.50 5 Issued - - - Forfeited - - - Exercised - - - Expired - - - Outstanding as of June 30, 2022 270,500 $ 11.50 5 Issued - - - Forfeited - - - Exercised - - - Expired - - - Outstanding as of December 31, 2022 270,500 $ 11.50 5 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of segments | Schedule of segments Holographic Holographic Total Revenues $ 22,885,519 $ 49,627,316 $ 72,512,835 Cost of revenues (18,696,052 ) (20,638,106 ) (39,334,158 ) Gross profit 4,189,467 28,989,210 33,178,677 Depreciation and amortization (410,344 ) (606,781 ) (1,017,125 ) Total capital expenditures $ (270,756 ) $ - $ (270,756 ) Holographic Holographic Total Revenues $ 20,695,096 $ 35,589,221 $ 56,284,317 Cost of revenues (14,566,478 ) (2,480,186 ) (17,046,664 ) Gross profit 6,128,618 33,109,035 39,237,653 Depreciation and amortization (406,504 ) (640,923 ) (1,047,427 ) Total capital expenditures $ (20,320 ) $ (972 ) $ (21,292 ) Total assets as of: Years ended 2022 2021 Holographic solutions $ 29,063,408 $ 16,208,983 Holographic technology service 11,840,424 11,634,088 Total Assets $ 40,903,832 $ 27,843,071 |
Schedule of Disaggregation | Schedule of Disaggregation Years ended December 31, 2022 2021 Holographic Technology LiDAR Products $ 6,700,300 $ 9,134,995 Holographic Technology Intelligence Vision software and Technology Development Service 1,881,253 2,213,521 Holographic Technology Licensing and Content Product 4,323,541 4,822,333 Holographic Hardware Sales 9,980,425 4,273,351 Total Holographic Solutions $ 22,885,519 $ 20,444,200 |
Financial information of the _2
Financial information of the parent company (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Schedule of Condensed Balance Sheets | Schedule of Condensed Balance Sheets December 31, December 31, ASSETS Cash $ 582,069 $ 23,261 Accounts receivable - 100,000 Investment in subsidiaries 28,321,872 17,929,514 Total assets $ 28,903,941 $ 18,052,775 LIABILITIES AND EQUITY LIABILITIES Accrued liabilities $ 338,619 $ - Due to related party - 429,175 Warrant liabilities 61,709 - Total liabilities 400,328 429,175 COMMITMENTS AND CONTINGENCIES EQUITY Ordinary shares, $0.0001 par value 5,081 13,511 Additional paid-in capital 36,701,010 4,693,914 (Accumulated deficit) retained earnings (9,119,628 ) 11,584,827 Statutory reserves 1,722,262 1,340,421 Accumulated other comprehensive loss (805,112 ) (9,073 ) Total equity 28,503,613 17,623,600 Total liabilities and equity $ 28,903,941 $ 18,052,775 |
Schedule of Condensed Statements of Income And Comprehensive Income | Schedule of Condensed Statements of Income And Comprehensive Income For the 2022 2021 REVENUES $ - $ 1,100,000 COST OF REVENUES - (1,020,000 ) GROSS PROFIT - 80,000 COSTS AND EXPENSES General and Administrative expenses (186,367 ) (385,914 ) Research and development expenses (25,000,000 ) - Total costs and expenses (25,186,367 ) (385,914 ) EQUITY INCOME OF SUBSIDIARIES 4,250,979 13,055,945 (LOSS)/INCOME BEFORE INCOME TAXES (20,935,388 ) 12,750,031 (LOSS)/INCOME FROM OPERATION (20,935,388 ) 12,750,031 CHANGE IN FAIR VALUE OF WARRANT LIABILITIES 656,164 - PROVISION FOR INCOME TAXES - - NET (LOSS)/INCOME $ (20,279,224 ) $ 12,750,031 FOREIGN CURRENCY TRANSLATION ADJUSTMENT 147,929 (5,025 ) COMPREHENSIVE (LOSS)/INCOME $ (20,131,295 ) $ 12,745,006 |
Schedule of Condensed Statements of Cash Flows | Schedule of Condensed Statements of Cash Flows For the 2022 2021 CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss)/income $ (20,279,224 ) $ 12,750,031 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Equity income of subsidiaries (4,250,979 ) (13,055,945 ) Change in fair value of warrant liabilities (656,164 ) - Change in operating assets and liabilities: Accounts receivable 100,000 (100,000 ) Other payables and accrued liabilities 72,923 429,175 Net cash (used in)/provided by operating activities (25,013,444 ) 23,261 CASH FLOWS FROM FINANCING ACTIVITIES: Amounts advanced to subsidiary (7,644,168 ) - Cash received from recapitalization 33,216,420 - Net cash provided by financing activities 25,572,252 - EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS $ - $ - CHANGES IN CASH $ 558,808 $ 23,261 CASH, beginning of period $ 23,261 $ - CASH, end of period $ 582,069 $ 23,261 |
Nature of business and organi_3
Nature of business and organization (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Quantum Edge H K Limited [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Quantum Edge HK Limited (“Mengyun HK”) |
Ownership | 100% owned by MC |
Background | Registered capital of HK 10,000 (USD 1,290) |
Beijing Xihuiyun Technology Co [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Beijing Xihuiyun Technology Co., Ltd (“Beijing Xihuiyun”) |
Ownership | 100% owned by Mengyun HK |
Background | Registered capital of RMB 207,048,000 (USD 30,000,000) |
Shanghai Mengyun Holographic Technology Co [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shanghai Mengyun Holographic Technology Co., Ltd. (“Shanghai Mengyun”) |
Ownership | 81.63% owned by Beijing Xihuiyun and 18.37% owned by Mengyun HK |
Background | Registered capital of RMB 27,000,000 (USD 4,316,665) |
Shenzhen Mengyun Holographic Technology Co [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Mengyun Holographic Technology Co., Ltd. (“Shenzhen Mengyun”) |
Ownership | 100% owned by Shanghai Mengyun |
Background | Registered capital of RMB 10,000,000 (USD 1,538,461) |
Shenzhen Qianhai Youshi Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Qianhai Youshi Technology Co., Ltd. (“Qianhai Youshi”) |
Ownership | 100% owned by Shanghai Mengyun |
Background | Registered capital of RMB 10,000,000 (USD 1,538,461) |
Mcloudvr Software Network Technology Co Limited [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Mcloudvr Software Network Technology Co., Limited (“Mcloudvr Software”) |
Ownership | 100% owned by Shanghai Mengyun |
Background | Registered capital of USD 50,000 (No operation and dissolved in May 2019) |
Shenzhen Yijia Network Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Yijia Network Technology Co., Ltd. (“Yijia Network”) |
Ownership | 100% owned by Qianhai Youshi |
Background | Registered capital of RMB 10,000,000 (USD 1,538,461) |
Horgos Youshi Network Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos Youshi Network Technology Co., Ltd. (“Horgos Youshi”) |
Ownership | 100% owned by Qianhai Youshi |
Background | Registered capital of RMB 10,000,000 (USD 1,538,461) |
Horgos Weiyi Software Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos Weiyi Software Technology Co., Ltd. (“Horgos Weiyi”) |
Ownership | 100% owned by Shenzhen Mengyun |
Background | Registered capital of RMB 10,000,000 (USD 1,538,461) |
Shenzhen Broad Vision Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen BroadVision Technology Co., Ltd. (“Shenzhen Bowei”) |
Ownership | 100% owned by Shenzhen Mengyun |
Background | Registered capital of RMB 10,000,000 (USD 1,538,461) |
Mcloudvr Software Network Technology H K Co Limited [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Mcloudvr Software Network Technology HK Co., Limited (“Mcloudvr HK”) |
Ownership | 100% owned by Shenzhen Mengyun |
Background | Registered capital of HKD 100,000 (USD 12,882) |
Shenzhen Tianyuemeng Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Tianyuemeng Technology Co., Ltd. (“Shenzhen Tianyuemeng”) |
Ownership | 100% owned by Shenzhen Mengyun |
Background | Registered capital of RMB 20,000,000 (USD 3,076,922) |
Shenzhen Yunao Hongxiang Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Yunao Hongxiang Technology Co., Ltd. (“Shenzhen Yunao”) |
Ownership | 100% owned by Shenzhen Mengyun |
Background | Registered capital of RMB 5,000,000 (USD 784,671) |
Broadvision Intelligence Hong Kong Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Broadvision Intelligence (Hong Kong), Ltd. (“Broadvision HK”) |
Ownership | 100% owned by Shenzhen Bowei |
Background | Registered capital of HKD 10,000 (USD 1,288) |
Horgos Broad Vision Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos BroadVision Technology Co., Ltd. (“Horgos Bowei”) |
Ownership | 100% owned by Shenzhen Bowei |
Background | Registered capital of RMB 1,000,000 (USD 153,846) |
Horgos Tianyuemeng Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos Tianyuemeng Technology Co., Ltd. (“Horgos Tianyuemeng”) |
Ownership | 100% owned by Shenzhen Tianyuemeng |
Background | Registered capital of RMB 1,000,000 (USD 153,846) |
Horgos Tianyuemeng Technology Co Ltd Shenzhen Branch [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos Tianyuemeng Technology Co., Ltd.-Shenzhen Branch (“Horgos Tianyuemeng-SZ”) |
Ownership | 100% owned by Horgos Tianyuemeng |
Background | Registered capital of RMB 1,000,000 (USD 153,846) |
Shanghai Mengyun Quanyou Vision Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shanghai Mengyun Quanyou Vision Technology Co., Ltd (“Shanghai Quanyou”) |
Ownership | 100% owned by Shanghai Mengyun |
Background | Registered capital of RMB 1,000,000 (USD 153,846) |
Ocean Cloud Technology Co Limited [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Ocean Cloud Technology Co., Limited. (“Ocean HK”) |
Ownership | 56% owned by Mcloudvr HK |
Background | Registered capital of HKD 10,000 (USD 1,288) |
Shenzhen Haiyun Xinsheng Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Haiyun Xinsheng Technology Co., Ltd. (“Shenzhen Haiyun”) |
Ownership | 100% owned by Ocean HK |
Background | Registered capital of RMB 50,000,000 (USD 7,846,707) |
Shenzhen Tata Mutual Entertainment Information Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Tata Mutual Entertainment Information Technology Co., Ltd. (“Shenzhen Tata”) |
Ownership | 100% owned by Shenzhen Haiyun |
Background | Registered capital of RMB 5,000,000 (USD 784,671) |
Shenzhen Youmi Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Youmi Technology Co., Ltd. (“Shenzhen Youmi”) |
Ownership | 100% owned by Shenzhen Haiyun |
Background | Registered capital of RMB 5,000,000 (USD 784,671) |
Shenzhen Yushian Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Shenzhen Yushian Technology Co., Ltd. (“Shenzhen Yushi”) |
Ownership | 100% owned by Shenzhen Haiyun |
Background | Registered capital of RMB 5,000,000 (USD 784,671) |
Horgos Tata Mutual Entertainment Information Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos Tata Mutual Entertainment Information Technology Co., Ltd. (“Horgos Tata”) |
Ownership | 100% owned by Shenzhen Tata |
Background | Registered capital of RMB 5,000,000 (USD 784,671) |
Horgos Youmi Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos Youmi Technology Co., Ltd. (“Horgos Youmi”) |
Ownership | 100% owned by Shenzhen Youmi |
Background | Registered capital of RMB 5,000,000 (USD 784,671) |
Horgos Yushian Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Horgos Yushian Technology Co., Ltd. (“Horgos Yushi”) |
Ownership | 100% owned by Shenzhen Yushi |
Background | Registered capital of RMB 5,000,000 (USD 784,671) |
Kashgar Youshi Information Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Kashgar Youshi Information Technology Co., Ltd. (“Kashgar Youshi”) |
Ownership | 100% owned by Qianhai Youshi |
Background | Registered capital of RMB 5,000,000 (USD 769,230) |
Beijing Weixiaohai Technology Co Ltd [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Name | Beijing Weixiaohai Technology Co., Ltd. (“Beijing Weixiaohai”) |
Ownership | 100% owned by Shenzhen Haiyun |
Background | Registered capital of RMB 8,000,000 (USD 1,124,622) |
Nature of business and organi_4
Nature of business and organization (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Sep. 16, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Redemption of shares | 2,182,470 | |
Warrants outstanding | 6,020,500 | |
Reverse Recapitalization amount | $ 33,200,000 | |
Common Stock [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Ordinary shares issued | 50,812,035 | |
M C Shareholders [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Issuance of shares | 44,554,455 |
Summary of significant accoun_4
Summary of significant accounting policies (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Electronic Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Electronic Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Summary of significant accoun_5
Summary of significant accounting policies (Details Narrative) | 12 Months Ended | |||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jan. 02, 2022 USD ($) | Jan. 02, 2022 CNY (¥) | |
Property, Plant and Equipment [Line Items] | ||||
Cash | $ 21,900,000 | |||
Working capital | $ 23,000,000 | |||
Foreign cuurency transactions | RMB 1.00 to USD 0.1486 | USD 0.1569 | ||
Allowance for doubtful accounts | $ 705,060 | $ 296,051 | ||
Inventories, net | 25,584 | 27,692 | ||
Allowance for noncurrent prepayments and deposits | 478 | 518 | ||
Allowances of loans receivable | 0 | 0 | ||
Impairment of long lived assets | 0 | 0 | ||
Impairment loss for unconsolidated entities | 237,777 | |||
Performance obligation | 384,489 | 67,535 | ||
Advertising costs | 555,142 | 23,308 | ||
Government subsidies | 71,156 | 12,082 | ||
Other income | 159,255 | 183,681 | ||
Other non-operating income | 84,257 | 42,920 | ||
Operating Lease, Right-of-Use Asset | 589,301 | $ 900,000 | ¥ 5,700,000 | |
Operating Lease, Liability | 604,781 | $ 900,000 | ¥ 5,700,000 | |
Total expenses | $ 688,136 | $ 535,884 | ||
Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Incremental borrowing rate | 5.60% | 5.60% | ||
Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Incremental borrowing rate | 7% | 7% | ||
Mcloudvr H K [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Foreign cuurency transactions | RMB 1.00 to USD 0.1450 | |||
Mengyun H K [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Foreign cuurency transactions | USD 0.1569 |
Reverse Recapitalization (Detai
Reverse Recapitalization (Details) | Dec. 31, 2022 shares |
Reverse Recapitalization | |
Ordinary shares of Golden Path, outstanding prior to Merger | 5,750,000 |
Less redemption of Golden Path shares | (2,182,470) |
Public shares following redemptions | 3,567,530 |
Shares issued upon closing to public shareholders (from rights) | 575,000 |
Founder (Sponsor) Shares | 1,708,000 |
Shares issued upon closing to Sponsor (from rights) | 27,050 |
Shares issued upon closing to Finder (engaged Peace Asset) | 380,000 |
MC shares | 44,554,455 |
Total shares of common stock immediately after Merger | 50,812,035 |
Reverse Recapitalization (Det_2
Reverse Recapitalization (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended |
Sep. 16, 2022 | Dec. 31, 2022 | |
Subsidiary, Sale of Stock [Line Items] | ||
Exchange of shares | 2,182,470 | |
Conversion of Stock, Shares Converted | 3,567,530 | |
Exchange of shares | 575,000 | |
Exchange of shares description | there were 50,812,035 shares of Common Stock outstanding, comprised of the 4,142,530 shares issued to public investors, 1,735,050 common stock hold by founder/sponsor, 380,000 common stocks issued to Peace Asset, and 44,554,455 common stocks issued to MC shareholders. | |
Net cash proceeds | $ 33,200,000 | |
Private Placement [Member] | ||
Subsidiary, Sale of Stock [Line Items] | ||
Exchange of shares | 27,050 | |
Peace Asset [Member] | ||
Subsidiary, Sale of Stock [Line Items] | ||
Issued shares | 380,000 |
Accounts receivable, net (Detai
Accounts receivable, net (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Credit Loss [Abstract] | ||
Accounts receivable | $ 12,355,072 | $ 11,007,816 |
Less: allowance for doubtful accounts | (705,060) | (296,051) |
Accounts receivable, net | $ 11,650,012 | $ 10,711,765 |
Accounts receivable, net (Det_2
Accounts receivable, net (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Credit Loss [Abstract] | ||
Beginning balance | $ 296,051 | $ 209,456 |
Provision for doubtful accounts | 442,335 | 81,661 |
Exchange difference | (33,326) | 4,934 |
Ending balance | $ 705,060 | $ 296,051 |
Accounts receivable, net (Det_3
Accounts receivable, net (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Credit Loss [Abstract] | ||
Provision for doubtful accounts | $ 442,335 | $ 81,661 |
Inventories, net (Details)
Inventories, net (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 263,304 | $ 233,687 |
Finished goods | 17,159 | 96,183 |
Total | 280,463 | 329,870 |
Less: Inventory allowance | (25,584) | (27,692) |
Inventories, net | $ 254,879 | $ 302,178 |
Inventories, net (Details 1)
Inventories, net (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | ||
Beginning balance | $ 27,692 | $ 13,556 |
Provision (recovery) for inventory reserve | 13,818 | |
Exchange difference | (2,108) | 318 |
Ending balance | $ 25,584 | $ 27,692 |
Inventories, net (Details Narra
Inventories, net (Details Narrative) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Inventory allowance | $ 0 | $ 13,818 |
Property and equipment, net (De
Property and equipment, net (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Abstract] | ||
Office equipment | $ 165,351 | $ 179,526 |
Mechanical equipment | 153,566 | 166,221 |
Electronic and other equipment | 355,875 | 99,280 |
Vehicles | 6,377 | 6,902 |
Less: accumulated depreciation | (442,249) | (405,752) |
Total | $ 238,920 | $ 46,177 |
Property and equipment, net (_2
Property and equipment, net (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 69,104 | $ 45,659 |
Disposal of fixed assets | $ 488 | $ 57,381 |
Intangible assets, net (Details
Intangible assets, net (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Customer relationship | $ 1,928,318 | $ 2,087,224 |
Software | 2,137,916 | 2,314,093 |
Non-compete agreements | 333,469 | 360,949 |
Less: accumulated amortization | (2,170,317) | (1,348,044) |
Total | $ 2,229,386 | $ 3,414,222 |
Intangible assets, net (Detai_2
Intangible assets, net (Details 1) | Dec. 31, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 914,588 |
2024 | 667,044 |
2025 | 647,666 |
2026 | 88 |
Total | $ 2,229,386 |
Intangible assets, net (Detai_3
Intangible assets, net (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 948,021 | $ 1,001,768 |
Prepayment, other assets, and_3
Prepayment, other assets, and deposits (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Inventory Purchase | $ 457,875 | $ 14,106 |
Rent and rent deposits | 18,776 | 7,688 |
VAT | 129,480 | 24,735 |
Professional service | 231,066 | 10,462 |
Other services | 57,282 | 41,072 |
Prepayment and other current assets | 894,479 | 98,063 |
Rent deposits | 59,144 | 53,998 |
Other | 1,794 | 17,092 |
Allowance for doubtful accounts | (478) | (518) |
Prepayment and deposit | $ 60,460 | $ 70,572 |
Prepayment, other assets, and_4
Prepayment, other assets, and deposits (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Beginning Balance | $ 518 | $ 1,303 |
Recovery of doubtful accounts | (786) | |
Exchange Difference | (40) | 1 |
Ending Balance | $ 478 | $ 518 |
Goodwill (Details)
Goodwill (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | |
Indefinite-Lived Intangible Assets [Line Items] | |||
GoodWill | $ 3,067,317 | $ 3,320,082 | |
Goodwillfrom Shenzhen Bowei Acquisition [Member] | |||
Indefinite-Lived Intangible Assets [Line Items] | |||
GoodWill | [1] | 1,410,585 | 1,526,826 |
Goodwillfrom Shenzhen Tianyuemeng Acquisition [Member] | |||
Indefinite-Lived Intangible Assets [Line Items] | |||
GoodWill | [2] | $ 1,656,732 | $ 1,793,256 |
[1]On July 1, 2020, Shenzhen Mengyun entered into acquisition agreement to acquire 100% equity interests of Shenzhen Bowei, a provider of holographic PCBA solutions. The transaction consummated on July 1, 2020. According to the agreement, acquisition consideration is RMB 20,000,000 (approximately USD 3.1 million) to acquire the 100% equity interests of Shenzhen Bowei. Acquired amortizable intangible assets includes customer relationship, software, and non-compete agreements. Approximately RMB 9.7 million (USD 1.5 million) of goodwill arising from the acquisition is mainly attributable to the excess of the consideration paid over the fair value of the net assets acquired that cannot be recognized separately as identifiable assets under U.S. GAAP, and comprise (a) the assembled work force and (b) the expected but unidentifiable business growth as a result of the synergy resulting from the acquisition.[2]On October 1, 2020, Shenzhen Mengyun entered into acquisition agreement to acquire 100% equity interests of Shenzhen Tianyuemeng, an entity focused on holographic advertising services. The transaction consummated on October 1, 2020. According to the agreement, acquisition consideration is RMB 30,000,000 (approximately USD 4.6 million) to acquire the 100% equity interests of Shenzhen Tianyuemeng. Acquired amortizable intangible assets includes customer relationship, software, and non-compete agreements. Approximately RMB 11.4 million (USD 1.8 million) of goodwill arising from the acquisition is mainly attributable to the excess of the consideration paid over the fair value of the net assets acquired that cannot be recognized separately as identifiable assets under U.S. GAAP, and comprise (a) the assembled work force and (b) the expected but unidentifiable business growth as a result of the synergy resulting from the acquisition. |
Goodwill (Details 1)
Goodwill (Details 1) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Indefinite-Lived Intangible Assets [Line Items] | ||
GoodWill | $ 3,067,317 | $ 3,320,082 |
Holographic Solutions [Member] | ||
Indefinite-Lived Intangible Assets [Line Items] | ||
GoodWill | 1,410,585 | 1,526,826 |
Holographic Technology Service [Member] | ||
Indefinite-Lived Intangible Assets [Line Items] | ||
GoodWill | $ 1,656,732 | $ 1,793,256 |
Investments in unconsolidated_3
Investments in unconsolidated entities (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | |
Summary of Investment Holdings [Line Items] | |||
Investments | $ 251,095 | ||
Investments 19. 9 [Member] | |||
Summary of Investment Holdings [Line Items] | |||
Investments | [1] | 289,973 | 313,869 |
Investment 4. 4 Percent [Member] | |||
Summary of Investment Holdings [Line Items] | |||
Investments | [2] | 72,493 | 78,467 |
Investments 5percent [Member] | |||
Summary of Investment Holdings [Line Items] | |||
Investments | [3] | 86,992 | 94,160 |
Investments 3percent [Member] | |||
Summary of Investment Holdings [Line Items] | |||
Investments | [4] | 144,986 | 156,934 |
Impairment [Member] | |||
Summary of Investment Holdings [Line Items] | |||
Impairment of investments | $ (594,444) | $ (392,335) | |
[1]In August 2016, Shenzhen Mengyun invested RMB 2,000,000 in a company in the technology development and animation design areas for 19.9% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 2,000,000 (USD 306,645) impairment loss for the investment in 2018.[2]In November 2015, Shanghai Mengyun invested RMB 500,000 in a company in the database service for 4.44% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 500,000 (USD 76,661) impairment loss for the investment in 2018.[3]In September 2021, Shenzhen Mengyun invested RMB 600,000 in a company specializing in research and development of smart wearable devices for 5% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 600,000 (USD 89,166) impairment loss for the investment in 2022.[4]In October 2021, Shenzhen Mengyun invested RMB 1,000,000 in a company specializing in VR/AR education technology for 3% equity interest. Due to the continual losses, the Company believes that the probability of recovering the investment is low. Therefore, the Company accrued RMB 1,000,000 (USD 148,611) impairment loss for the investment in 2022. |
Loan receivable (Details Narrat
Loan receivable (Details Narrative) | 12 Months Ended | ||||||
Dec. 31, 2022 | Dec. 31, 2021 USD ($) | Dec. 31, 2021 CNY (¥) | Oct. 02, 2021 USD ($) | Oct. 02, 2021 CNY (¥) | Sep. 02, 2021 USD ($) | Sep. 02, 2021 CNY (¥) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Abstract] | |||||||
Loan payable | $ 2,228,465 | ¥ 14,200,000 | $ 661,813 | ¥ 4,200,000 | $ 1,575,746 | ¥ 10,000,000 | |
Accrued interest | $ 25,474 | ¥ 162,321 | |||||
Loan agreement description | the Company entered into a RMB 50,806,587 (USD 7,853,126) loan agreement with a third party to provide funds for their operations with 4.35% annual interest rate, no collateral and is due on August 31, 2022. On October 12, 2021, the Company entered into an amended loan agreement with the third party to increase the loan amount by RMB 25,100,000 (USD 3,939,047) which is due on October 12, 2022. As of December 31, 2021, the loan receivable and related accrued interest was RMB 12,703,387 (USD 1,993,595), and RMB 626,054 (USD 98,249), respectively, which were subsequently received in March 2022. In January 2022, the Company further funded RMB 10,000,000 (USD 1,575,746) to the borrower. As of December 31, 2022, the loan balance RMB 10,000,000 (USD 1,405,778) and related accrued interest RMB 251,326 (USD 35,331) was fully received. |
Other payables and accrued li_3
Other payables and accrued liabilities (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Other payables and accrued liabilities | $ 1,964,501 | $ 1,549,492 | |
Employee Compensation Payable [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Other payables and accrued liabilities | 996,823 | 895,172 | |
Payable From Prior Acquisition [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Other payables and accrued liabilities | [1] | 563,524 | 609,962 |
Other [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Other payables and accrued liabilities | $ 404,154 | $ 44,358 | |
[1]These payables are from an entity acquired in 2015 for inventory purchase, which the Company is still obligated to pay if any of the vendors ask for the payment in the future. |
Related party balances and tr_3
Related party balances and transactions (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||
Due from related parties | $ 8,740 | $ 3,139 |
Due to related parties | 50,745 | 334,985 |
Shenzhen Mengyun 19. 9 Equity Investment [Member] | ||
Related Party Transaction [Line Items] | ||
Due from related parties | 8,740 | 3,139 |
Never Stop Holdings Limited [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related parties | 280,000 | |
Yuxiu Han [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related parties | 50,745 | 54,927 |
Zijuan Han [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related parties | $ 58 |
Loan payable (Details)
Loan payable (Details) | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Short-Term Debt [Line Items] | |
Short-term bank borrowings | $ 59,444 |
Shenzhen Qianhai Webank Co L T D [Member] | |
Short-Term Debt [Line Items] | |
Interest rate | 5.40% |
Short-term bank borrowings | $ 59,444 |
Income taxes (Details)
Income taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Current income tax expense | $ 8,075 | $ 7,398 |
Deferred income tax benefit | (130,848) | (132,130) |
Total | $ (122,773) | $ (124,732) |
Income taxes (Details 1)
Income taxes (Details 1) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Tax Disclosure [Abstract] | |||
China statutory income tax rate | 25% | 25% | |
Preferential tax rate reduction | (24.51%) | (24.76%) | |
Change in valuation allowance | (2.01%) | 0.44% | |
Additional R&D deduction in China | 0.83% | (1.24%) | |
Permanent difference | (0.06%) | (0.37%) | |
Tax rate difference outside China | 0.04% | [1] | (0.04%) |
Effective tax rate | (0.71%) | (0.97%) | |
[1]It is mainly due to the lower tax rate of the entities incorporated in Hong Kong. |
Income taxes (Details 2)
Income taxes (Details 2) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 37,242 | $ 36,847 |
Depreciation and amortization | 485 | |
Impairment loss for investment | 34,797 | |
Net operating loss carry forward | 494,364 | 240,058 |
Inventory reserve | 3,838 | 6,923 |
Right of use | 2,045 | |
Less: valuation allowance | (442,832) | (160,172) |
Deferred tax assets, net | 129,454 | 124,141 |
Deferred tax liabilities: | ||
Recognition of intangible assets arising from business acquisition | (289,884) | (435,968) |
Deferred tax liabilities, net | (289,884) | (435,968) |
Total deferred tax liabilities, net | $ (160,430) | $ (311,827) |
Income taxes (Details 3)
Income taxes (Details 3) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
VAT taxes payable | $ 7,199 | $ 414,665 |
Income taxes payable | 68,660 | 72,359 |
Other taxes payable | 11,460 | 22,900 |
Totals | $ 87,319 | $ 509,924 |
Income taxes (Details Narrative
Income taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Tax rate | (0.71%) | (0.97%) |
Income tax, description | The Ministry of Finance (“MOF”) and State Administration of Taxation (“SAT”) on January 17, 2019 jointly issued Cai Shui 2019 No. 13. This clarified that from January 1, 2019 to December 31, 2021, eligible small enterprises whose RMB 1,000,000 of annual taxable income is eligible for a 75% reduction on a rate of 20% (i.e., effective rate is 5%) and the income between RMB 1,000,000 and RMB 3,000,000 is eligible for 50% reduction on a rate of 20% (i.e., effective rate is 10%). On April 2, 2021, MOF and SAT further jointly issued Cai Shui 2021 No. 12, which clarified that from January 1, 2022 to December 31, 2022, eligible small enterprises whose RMB 1,000,000 of annual taxable income is eligible for an extra 50% reduction base on Cai Shui 2019 No. 13 (i.e., effective rate is 2.5%). On March 14, 2022, MOF and SAT further jointly issued Cai Shui 2022 No. 13, which clarified that from January 1, 2022 to December 31, 2022, eligible small enterprises whose income between RMB 1,000,000 and RMB 3,000,000 is eligible for an extra 50% reduction base on Cai Shui 2019 No. 13 (i.e., effective rate is 5%). For the years ended December 30, 2021 and 2022, Shenzhen Tianyuemeng and Shenzhen Yunao were eligible to employ this policy. | |
Tax savings | $ 186,403 | $ 431,109 |
Earnings per share after tax reduction | $ 0.004 | $ 0.008 |
Valuation allowance increased | $ 282,660 | $ 56,096 |
Net operating loss carry forwards | $ 4,714,514 | |
VAT rate on services | 0.06 | |
VAT rate on goods | 0.13 | |
HONG KONG | ||
Tax rate | 16.50% |
Concentration of risk (Details
Concentration of risk (Details Narrative) | 12 Months Ended | |||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | |
Concentration Risk [Line Items] | ||||
Cash deposits | ¥ 500,000 | |||
Deposited | $ 21,910,338 | $ 7,533,934 | 151,119,985 | ¥ 48,006,979 |
Uninsured cash | $ 20,299,674 | $ 6,271,457 | ¥ 140,010,910 | ¥ 39,962,354 |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | One Customer [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 12.90% | 18.70% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | One Customer [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 26.40% | 27.80% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Two Customer [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 15.80% | 19.90% | ||
Purchases [Member] | Vendor Concentration Risk [Member] | One Vendor [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 13.80% | 35.10% | ||
Purchases [Member] | Vendor Concentration Risk [Member] | Two Vendor [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 15% | |||
Accounts Payable [Member] | Vendor Concentration Risk [Member] | One Vendor [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 63.60% | 41.10% | ||
Accounts Payable [Member] | Vendor Concentration Risk [Member] | Two Vendor [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 10% | 18.60% | ||
Accounts Payable [Member] | Vendor Concentration Risk [Member] | Three Vendor [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 15.90% |
Shareholders_ equity (Details N
Shareholders’ equity (Details Narrative) - USD ($) | Nov. 10, 2020 | Dec. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | |
Exchange for issue of an aggregate shares | 44,554,455 | ||
Number of Common Stock shares per value | 0.0001 | ||
Statutory reserve | $ 6,121,025 | $ 5,739,184 | |
Retained earnings for statutory reserves | 381,841 | 429,785 | |
Statutory reserve | $ 1,722,262 | $ 1,340,421 | |
Ordinary Shares [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares Authorized | 500,000,000 | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | ||
Common Stock, Shares, Issued | 132,000,000 | ||
Common Stock, Shares, Outstanding | 132,000,000 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares, Issued | 50,812,035 |
Leases (Details)
Leases (Details) | Dec. 31, 2022 USD ($) | Jan. 02, 2022 USD ($) | Jan. 02, 2022 CNY (¥) |
Leases [Abstract] | |||
2023 | $ 264,965 | ||
2024 | 181,569 | ||
2025 | 139,546 | ||
2026 | 80,576 | ||
Total lease payments | 666,656 | ||
Less: Interest | (61,875) | ||
Present value of lease liabilities | $ 604,781 | $ 900,000 | ¥ 5,700,000 |
Leases (Details 1)
Leases (Details 1) | Dec. 31, 2022 USD ($) |
Leases [Abstract] | |
2023 | $ 236,409 |
2024 | 159,095 |
2025 | 119,733 |
2026 | 74,064 |
Total | $ 589,301 |
Leases (Details Narrative)
Leases (Details Narrative) | 12 Months Ended | |||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jan. 02, 2022 USD ($) | Jan. 02, 2022 CNY (¥) | |
Operating Lease, Right-of-Use Asset | $ 589,301 | $ 900,000 | ¥ 5,700,000 | |
Operating Lease, Liability | $ 604,781 | $ 900,000 | ¥ 5,700,000 | |
Weighted average remaining lease term | 2 years 11 months 4 days | |||
Operating leases expenses | $ 281,363 | $ 361,079 | ||
Short term lease expenses | $ 95,067 | |||
Minimum [Member] | ||||
Incremental borrowing rate | 5.40% | |||
Maximum [Member] | ||||
Incremental borrowing rate | 7% |
Warrant liabilities (Details)
Warrant liabilities (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Warrant Liabilities | ||
Share price | $ 2.27 | $ 9.96 |
Risk-free interest rate | 4.02% | 1.26% |
Risk-free interest rate | 65.20% | 59.80% |
Exercise price | $ 11.50 | $ 11.50 |
Warrant life | 4 years 8 months 15 days | 5 years |
Warrant liabilities (Details 1)
Warrant liabilities (Details 1) - USD ($) | Dec. 31, 2022 | Jun. 30, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Warrant liability | $ 61,709 | $ 717,873 |
Fair Value, Inputs, Level 1 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Warrant liability | ||
Fair Value, Inputs, Level 2 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Warrant liability | ||
Fair Value, Inputs, Level 3 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Warrant liability | $ 61,709 | $ 717,873 |
Warrant liabilities (Details 2)
Warrant liabilities (Details 2) - $ / shares | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Sep. 16, 2022 | Dec. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Outstanding warrants Exercised | 2,182,470 | |||
Outstanding warrants, ending | 6,020,500 | |||
Private Warrants [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Outstanding warrants, beginning | 270,500 | 270,500 | ||
Weighted Average Exercise Price Per Share , beginning | $ 11.50 | $ 11.50 | ||
Average remaining Period (Years) | 5 years | 5 years | 5 years | |
Outstanding warrants Issued | ||||
Weighted Average Exercise Price Per Share Issued | ||||
Outstanding warrants Forfeited | ||||
Weighted Average Exercise Price Per Share Forfeited | ||||
Outstanding warrants Exercised | ||||
Weighted Average Exercise Price Per Share Exercised | ||||
Outstanding warrants Expired | ||||
Weighted Average Exercise Price Per Share Expired | ||||
Outstanding warrants, ending | 270,500 | 270,500 | 270,500 | |
Weighted Average Exercise Price Per Share , ending | $ 11.50 | $ 11.50 | $ 11.50 |
Warrant liabilities (Details Na
Warrant liabilities (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 24, 2021 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Warrants | 6,020,500 | ||||
Warrants, description | Each Public Unit consists of one ordinary share of the Company, $0.0001 par value per share, one right and one redeemable warrant (the “Public Warrant”). Each Public Warrant entitles the holder to purchase one-half (1/2) of an ordinary share at an exercise price of $11.50 | ||||
Aggregate value of warrants | $ 62,000 | $ 640,000 | |||
Change in fair value of warrants | $ 77,883 | $ 656,000 | |||
IPO [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Sale of units | 5,750,000 | ||||
Price per share | $ 10 | ||||
Private Placement [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Sale of units | 270,500 | ||||
Price per share | $ 10 | ||||
Public Warrants [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Warrants | 5,750,000 | ||||
Price per share | $ 16.50 | ||||
Private Warrants [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Warrants | 270,500 | 270,500 | 270,500 | ||
Price per share | $ 0.01 |
Segments (Details)
Segments (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 72,512,835 | $ 56,284,317 |
Cost of revenues | (39,334,158) | (17,046,664) |
Gross profit | 33,178,677 | 39,237,653 |
Total Assets | 40,903,832 | 27,843,071 |
Holographic Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 22,885,519 | 20,695,096 |
Cost of revenues | (18,696,052) | (14,566,478) |
Gross profit | 4,189,467 | 6,128,618 |
Depreciation and amortization | (410,344) | (406,504) |
Total capital expenditures | (270,756) | (20,320) |
Total Assets | 29,063,408 | 16,208,983 |
Holographic Technology Service [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 49,627,316 | 35,589,221 |
Cost of revenues | (20,638,106) | (2,480,186) |
Gross profit | 28,989,210 | 33,109,035 |
Depreciation and amortization | (606,781) | (640,923) |
Total capital expenditures | (972) | |
Total Assets | 11,840,424 | 11,634,088 |
Total [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 72,512,835 | 56,284,317 |
Cost of revenues | (39,334,158) | (17,046,664) |
Gross profit | 33,178,677 | 39,237,653 |
Depreciation and amortization | (1,017,125) | (1,047,427) |
Total capital expenditures | (270,756) | (21,292) |
Total Assets | $ 40,903,832 | $ 27,843,071 |
Segments (Details 1)
Segments (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 72,512,835 | $ 56,284,317 |
Holographic Technology Li D A R Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 6,700,300 | 9,134,995 |
Holographic Technology Intelligence Vision Software And Technology Development Service [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 1,881,253 | 2,213,521 |
Holographic Technology Licensing And Content Product [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 4,323,541 | 4,822,333 |
Holographic Hardware Sales [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 9,980,425 | 4,273,351 |
Total Holographic Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | $ 22,885,519 | $ 20,444,200 |
Condensed financial information
Condensed financial information of the parent company (unaudited) (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash | $ 21,900,000 | |
Accounts receivable | 11,650,012 | $ 10,711,765 |
Investment in subsidiaries | 251,095 | |
Total assets | 40,903,832 | 27,843,071 |
LIABILITIES | ||
Due to related party | 50,745 | 334,985 |
Warrant liabilities | 61,709 | |
Total liabilities | 12,356,837 | 10,219,479 |
EQUITY | ||
Ordinary shares, $0.0001 par value | 5,081 | 13,511 |
Additional paid-in capital | 36,701,010 | 4,693,914 |
(Accumulated deficit) retained earnings | (9,119,628) | 11,584,829 |
Statutory reserves | 1,722,262 | 1,340,421 |
Accumulated other comprehensive loss | (805,112) | (9,073) |
Total equity | 28,503,613 | 17,623,602 |
Total liabilities and equity | 40,903,832 | 27,843,071 |
Parent Company [Member] | ||
ASSETS | ||
Cash | 582,069 | 23,261 |
Accounts receivable | 100,000 | |
Investment in subsidiaries | 28,321,872 | 17,929,514 |
Total assets | 28,903,941 | 18,052,775 |
LIABILITIES | ||
Accrued liabilities | 338,619 | |
Due to related party | 429,175 | |
Warrant liabilities | 61,709 | |
Total liabilities | 400,328 | 429,175 |
EQUITY | ||
Ordinary shares, $0.0001 par value | 5,081 | 13,511 |
Additional paid-in capital | 36,701,010 | 4,693,914 |
(Accumulated deficit) retained earnings | (9,119,628) | 11,584,827 |
Statutory reserves | 1,722,262 | 1,340,421 |
Accumulated other comprehensive loss | (805,112) | (9,073) |
Total equity | 28,503,613 | 17,623,600 |
Total liabilities and equity | $ 28,903,941 | $ 18,052,775 |
Condensed financial informati_2
Condensed financial information of the parent company (unaudited) (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
REVENUES | $ 72,512,835 | $ 56,284,317 |
Cost of revenues | (39,334,158) | (17,046,664) |
GROSS PROFIT | 33,178,677 | 39,237,653 |
COSTS AND EXPENSES | ||
Research and development expenses | (49,230,916) | (22,809,775) |
(LOSS)/INCOME BEFORE INCOME TAXES | (20,401,997) | 12,625,299 |
CHANGE IN FAIR VALUE OF WARRANT LIABILITIES | 656,164 | |
PROVISION FOR INCOME TAXES | (122,773) | (124,732) |
NET (LOSS)/INCOME | (20,279,224) | 12,750,031 |
COMPREHENSIVE (LOSS)/INCOME | (20,131,295) | 12,745,006 |
Parent Company [Member] | ||
REVENUES | 1,100,000 | |
Cost of revenues | (1,020,000) | |
GROSS PROFIT | 80,000 | |
COSTS AND EXPENSES | ||
General and Administrative expenses | (186,367) | (385,914) |
Research and development expenses | (25,000,000) | |
Total costs and expenses | (25,186,367) | (385,914) |
EQUITY INCOME OF SUBSIDIARIES | 4,250,979 | 13,055,945 |
(LOSS)/INCOME BEFORE INCOME TAXES | (20,935,388) | 12,750,031 |
(LOSS)/INCOME FROM OPERATION | (20,935,388) | 12,750,031 |
CHANGE IN FAIR VALUE OF WARRANT LIABILITIES | 656,164 | |
PROVISION FOR INCOME TAXES | ||
NET (LOSS)/INCOME | (20,279,224) | 12,750,031 |
FOREIGN CURRENCY TRANSLATION ADJUSTMENT | 147,929 | (5,025) |
COMPREHENSIVE (LOSS)/INCOME | $ (20,131,295) | $ 12,745,006 |
Condensed financial informati_3
Condensed financial information of the parent company (unaudited) (Details 2) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss)/income | $ (20,279,224) | $ 12,750,031 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Change in fair value of warrant liabilities | 656,164 | |
Change in operating assets and liabilities: | ||
Accounts receivable | (2,239,932) | 1,801,544 |
Other payables and accrued liabilities | 281,149 | 324,305 |
Net cash (used in)/provided by operating activities | (20,011,706) | 16,163,402 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Cash received from recapitalization | 33,216,420 | |
Net cash provided by financing activities | 33,271,309 | (204,237) |
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS | (593,338) | (42,590) |
CHANGES IN CASH | 14,376,404 | 2,718,822 |
CASH AND CASH EQUIVALENTS, beginning of period | 7,533,934 | 4,815,112 |
CASH AND CASH EQUIVALENTS, end of period | 21,910,338 | 7,533,934 |
Parent Company [Member] | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss)/income | (20,279,224) | 12,750,031 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Equity income of subsidiaries | (4,250,979) | (13,055,945) |
Change in fair value of warrant liabilities | (656,164) | |
Change in operating assets and liabilities: | ||
Accounts receivable | 100,000 | (100,000) |
Other payables and accrued liabilities | 72,923 | 429,175 |
Net cash (used in)/provided by operating activities | (25,013,444) | 23,261 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Amounts advanced to subsidiary | (7,644,168) | |
Cash received from recapitalization | 33,216,420 | |
Net cash provided by financing activities | 25,572,252 | |
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS | ||
CHANGES IN CASH | 558,808 | 23,261 |
CASH AND CASH EQUIVALENTS, beginning of period | 23,261 | |
CASH AND CASH EQUIVALENTS, end of period | $ 582,069 | $ 23,261 |