Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Sep. 15, 2023 | |
Document Information Line Items | ||
Entity Registrant Name | Hanryu Holdings, Inc | |
Trading Symbol | HRYU | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 52,808,589 | |
Amendment Flag | false | |
Entity Central Index Key | 0001911545 | |
Entity Current Reporting Status | No | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 88-1368281 | |
Entity Address, Address Line One | 160, Yeouiseo-ro | |
Entity Address, Address Line Two | Yeongdeungpo-gu | |
Entity Address, City or Town | Seoul | |
Entity Address, Country | KR | |
Entity Address, Postal Zip Code | 07231 | |
Local Phone Number | 564-8588 | |
City Area Code | 82-2 | |
Title of 12(b) Security | Class A Common Stock, $0.001 par value per share | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Entity File Number | 000-00000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
CURRENT ASSETS: | ||
Cash and Cash Equivalents | $ 9,996,138 | $ 118,957 |
Short-term loan receivables | 266,606 | 631,718 |
Accounts receivable, net of allowance | 397,204 | 128 |
Non-trade receivables | 289,801 | 1,861,731 |
Prepaid expenses | 1,225,073 | 362,311 |
Total current assets | 12,174,822 | 2,974,845 |
PROPERTY PLANT AND EQUIPMENT, NET | 758,241 | 388,222 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 2,010,412 | 2,212,754 |
OTHER ASSETS | 495,232 | 502,478 |
Total Assets | 15,438,707 | 6,078,299 |
CURRENT LIABILITIES: | ||
Short-term loan payables | 479,891 | 723,520 |
Short-term loan payables - related parties | 117,709 | 323,537 |
Account Payable | 584,553 | 371,183 |
Non-trade accounts payable | 1,916,257 | 2,374,068 |
Accrued expenses and other current liabilities | 23,273 | 75,652 |
Total current liabilities | 3,121,683 | 3,867,960 |
BONDS WITH WARRANTS, NET | 3,427,788 | 3,550,856 |
Total Liabilities | 6,549,471 | 7,418,816 |
STOCKHOLDER’S EQUITY/(DEFICIT): | ||
Common Stock, $0.001 par value Authorized 110,000,000 (common:100,000,000, preferred:10,000,000) shares; Issued and outstanding 51,931,261 common shares and 45,416,942 common shares as of June 30, 2023 and December 31, 2022 | 51,931 | 45,417 |
Additional paid-in and other capital | 43,685,607 | 27,555,936 |
Accumulated deficit | (35,676,293) | (29,607,852) |
Accumulated other comprehensive income | 1,063,040 | 910,220 |
Equity/(Deficit) attributable to owners of the Company | 9,124,285 | (1,096,279) |
Non-controlling interests | (235,049) | (244,238) |
Total Stockholders’ Equity/(Deficit) | 8,889,236 | (1,340,517) |
Total Liabilities and Stockholders’ Equity/(Deficit) | $ 15,438,707 | $ 6,078,299 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 110,000,000 | 110,000,000 |
Common stock, shares issued | 51,931,261 | 45,416,942 |
Common stock, shares outstanding | 51,931,261 | 45,416,942 |
Common stock, common shares | 100,000,000 | 100,000,000 |
Common Stock, preferred shares | 10,000,000 | 10,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
SALES | $ 630,004 | $ 29,940 | $ 630,973 | $ 117,964 |
Cost of Revenue | 389,062 | 28,354 | 389,062 | 50,239 |
Gross profit | 240,942 | 1,586 | 241,911 | 67,725 |
Operating cost and expenses | (3,230,830) | (1,496,184) | (6,281,464) | (3,928,551) |
OPERATING LOSS | (2,989,888) | (1,494,598) | (6,039,553) | (3,860,826) |
OTHER INCOME(EXPENSE): | ||||
Gain(Loss) on exemption of debt | (5,652) | 243,321 | ||
Interest income | 17 | 24 | 46 | 79 |
Interest expense | 39 | (2,616) | ||
Gain and Loss on foreign currency transaction | (1,642) | 744 | (1,789) | 744 |
Other expense, net | (448) | 142 | (15,340) | (1,007) |
Net other expense | (2,033) | (4,742) | (19,699) | 243,137 |
Loss before Income Tax | (2,991,921) | (1,499,340) | (6,059,252) | (3,617,689) |
Income Tax | ||||
NET LOSS | (2,991,921) | (1,499,340) | (6,059,252) | (3,617,689) |
Net Loss attributable to: | ||||
The common stockholders of the Company | (3,006,886) | (1,433,759) | (6,068,441) | (3,506,639) |
Non-controlling interests | $ 14,965 | $ (65,581) | $ 9,189 | $ (111,050) |
Net Loss per share: | ||||
Net Loss per share Basic (in Dollars per share) | $ (0.07) | $ (0.03) | $ (0.13) | $ (0.08) |
Weighted average number of shares outstanding: | ||||
Weighted average number of shares outstanding Basic (in Shares) | 50,719,312 | 42,565,786 | 48,319,993 | 41,981,366 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Net Loss per share Diluted | $ (0.07) | $ (0.03) | $ (0.13) | $ (0.08) |
Weighted average number of shares outstanding Diluted | 50,719,312 | 42,565,786 | 48,319,993 | 41,981,366 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) - USD ($) | Common Stock | Additional Paid-in and Other Capital | Accumulated Deficit | Accumulated other Comprehensive Gain (Loss) | Non-controlling interests | Total |
Balance at Dec. 31, 2021 | $ 17,800,682 | $ 7,581,936 | $ (23,367,605) | $ 646,197 | $ (97,982) | $ 2,563,228 |
Balance (in Shares) at Dec. 31, 2021 | 41,745,786 | |||||
Share Exchange | $ (17,758,936) | 17,361,034 | (397,902) | |||
Currency translation adjustment | 354,777 | 354,777 | ||||
Net loss | (2,072,880) | (45,469) | (2,118,349) | |||
Balance at Mar. 31, 2022 | $ 41,746 | 24,942,970 | (25,440,485) | 1,000,774 | (143,451) | 410,554 |
Balance (in Shares) at Mar. 31, 2022 | 41,745,786 | |||||
Balance at Dec. 31, 2021 | $ 17,800,682 | 7,581,936 | (23,367,605) | 646,197 | (97,982) | 2,563,228 |
Balance (in Shares) at Dec. 31, 2021 | 41,745,786 | |||||
Net loss | (3,617,689) | |||||
Balance at Jun. 30, 2022 | $ 42,566 | 25,263,818 | (26,874,244) | 1,096,556 | (209,032) | (680,336) |
Balance (in Shares) at Jun. 30, 2022 | 42,565,786 | |||||
Balance at Dec. 31, 2021 | $ 17,800,682 | 7,581,936 | (23,367,605) | 646,197 | (97,982) | 2,563,228 |
Balance (in Shares) at Dec. 31, 2021 | 41,745,786 | |||||
Balance at Dec. 31, 2022 | $ 45,417 | 27,555,936 | (29,607,852) | 910,220 | (244,238) | (1,340,517) |
Balance (in Shares) at Dec. 31, 2022 | 45,416,942 | |||||
Balance at Mar. 31, 2022 | $ 41,746 | 24,942,970 | (25,440,485) | 1,000,774 | (143,451) | 410,554 |
Balance (in Shares) at Mar. 31, 2022 | 41,745,786 | |||||
Capital contribution | $ 324,501 | 324,501 | ||||
Capital contribution (in Shares) | 820,000 | |||||
Share Exchange | $ (323,681) | 320,848 | (2,833) | |||
Currency translation adjustment | 95,582 | 95,582 | ||||
Net loss | (1,433,759) | (65,581) | (1,499,340) | |||
Balance at Jun. 30, 2022 | $ 42,566 | 25,263,818 | (26,874,244) | 1,096,556 | (209,032) | (680,336) |
Balance (in Shares) at Jun. 30, 2022 | 42,565,786 | |||||
Balance at Dec. 31, 2022 | $ 45,417 | 27,555,936 | (29,607,852) | 910,220 | (244,238) | (1,340,517) |
Balance (in Shares) at Dec. 31, 2022 | 45,416,942 | |||||
Issuance of common stock for Cash | $ 240 | 2,483,555 | 2.483795 | |||
Issuance of common stock for Cash (in Shares) | 240,000 | |||||
Warrant exercise | $ 1,448 | 1,736,277 | 1,737,725 | |||
Warrant exercise (in Shares) | 1,447,653 | |||||
Currency translation adjustment | (64,065) | (64,065) | ||||
Net loss | (3,061,555) | (5,776) | (3,067,331) | |||
Balance at Mar. 31, 2023 | $ 47,105 | 31,775,768 | (32,669,407) | 846,155 | (250,014) | (250,393) |
Balance (in Shares) at Mar. 31, 2023 | 47,104,595 | |||||
Balance at Dec. 31, 2022 | $ 45,417 | 27,555,936 | (29,607,852) | 910,220 | (244,238) | (1,340,517) |
Balance (in Shares) at Dec. 31, 2022 | 45,416,942 | |||||
Net loss | (6,059,252) | |||||
Balance at Jun. 30, 2023 | $ 51,931 | 43,685,607 | (35,676,293) | 1,063,040 | (235,049) | 8,889,236 |
Balance (in Shares) at Jun. 30, 2023 | 51,931,261 | |||||
Balance at Mar. 31, 2023 | $ 47,105 | 31,775,768 | (32,669,407) | 846,155 | (250,014) | (250,393) |
Balance (in Shares) at Mar. 31, 2023 | 47,104,595 | |||||
Issuance of common stock for Cash | $ 760 | 8,174,100 | 8,174,860 | |||
Issuance of common stock for Cash (in Shares) | 760,000 | |||||
Warrant exercise | $ 4,066 | 4,312,599 | 4,316,665 | |||
Warrant exercise (in Shares) | 4,066,666 | |||||
Currency translation adjustment | 216,885 | 88,755 | ||||
Net loss | (3,006,886) | 14,965 | (2,991,921) | |||
Balance at Jun. 30, 2023 | $ 51,931 | $ 43,685,607 | $ (35,676,293) | $ 1,063,040 | $ (235,049) | $ 8,889,236 |
Balance (in Shares) at Jun. 30, 2023 | 51,931,261 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (6,059,252) | $ (3,617,689) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 168,258 | 112,293 |
Gain on exemption of debts | (243,321) | |
Lease expense | 127,381 | 133,789 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,472,843) | 330,656 |
Non-trade receivable | 1,556,733 | 229,997 |
Prepaid expenses and other current assets | (887,371) | 139,195 |
Other assets | (10,309) | 40,553 |
Accounts payable | 345,182 | 917,640 |
Non-trade payable | 664,138 | (5,867) |
Accrued expenses and other current liabilities | (50,442) | (15,690) |
Net cash used in operating activities | (5,618,525) | (1,978,444) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Receipt from collection of short-term loan receivables | 772,742 | 166,616 |
Receipt from collection of long-term loan receivables | 1,210,490 | |
Sales of investments | 729,963 | |
Payment for short-term loan receivables | (540,631) | (1,265,839) |
Purchase of property, plant and equipment | (554,169) | (6,484) |
Net cash used in/provided by investing activities | (322,058) | 834,746 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from short-term loan payables | 509,665 | 444,466 |
Proceeds from short-term loan payables from related parties | 748,166 | 752,672 |
Proceeds from exercising warrants | 5,743,209 | 332,538 |
Proceeds from issuance of common stock | 10,000,000 | |
Repayment of short-term loan payables | (409,924) | (14,599) |
Repayment of short-term loan payables from related parties | (794,131) | (677,000) |
Net cash provided by financing activities | 15,796,985 | 838,077 |
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS | 9,856,402 | (305,621) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 20,779 | (13,071) |
CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD | 118,957 | 330,448 |
CASH AND CASH EQUIVALENTS AT END OF THE PERIOD | 9,990,138 | 11,756 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash receipt (paid) during the period for interest | $ (2,555) | $ 79 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
NET LOSS | $ (2,991,921) | $ (1,499,340) | $ (6,059,252) | $ (3,617,689) |
Other comprehensive income (loss): | ||||
Change in foreign currency translation adjustment | 216,885 | 95,782 | 152,820 | 450,359 |
COMPREHENSIVE LOSS | $ (2,775,036) | $ (1,403,558) | $ (5,906,432) | $ (3,167,330) |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 6 Months Ended |
Jun. 30, 2023 | |
Nature of Operations and Basis of Presentation [Abstract] | |
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | NOTE 1 — NATURE OF OPERATIONS AND BASIS OF PRESENTATION Business Hanryu Holdings, Inc., a Delaware corporation (“ Hanryu Holdings HBC FNS Hanryu Times Fantoo Entertainment Marine Island K- Commerce Korea ROK Company we us Hanryu K-Culture Corporate History Since the inception of HBC in 2018, we have accomplished a number of key objectives, as follows: Date Event/Milestone October 18, 2018 HBC is incorporated under the laws of the ROK with the idea of creating an all-in-one product to capture the growing global momentum and popularity of K-Culture. October 29, 2020 HBC establishes FNS,and begins the initial stages of designing and implementing a platform that can create a fandom networking system. March 11, 2021 HBC establishes Hanryu Times. Hanryu Times begins operations as HBC’s media outlet, reporting on and providing up-to-date K-Culture news within the FANTOO platform, across a number of languages, including English, Japanese, Chinese (simplified/traditional), Indonesian, Spanish, Russian, and Portuguese. March 31, 2021 HBC consummates an agreement and plan of merger (the “ Merger Agreement RnDeep RnDeep Acquisition Common Shares As a result of the RnDeep Acquisition, HBC acquired the underlying technologies that the Company plans on utilizing in the future development of new functions and integrations within the FANTOO platform. Once the FANTOO platform is ready to integrate the technology acquired, this technology will support new functions and integrations including, without limitation, the Company’s enterprise resource planning solution, and its artificial intelligence (“ AI May 17, 2021 The FANTOO platform is launched and made available to the public. June 30, 2021 HBC enters into an agreement to acquire all the issued and outstanding common shares of Marine Island (the “ Marine Island Acquisition Seoul Marina Sewang KRW Date Event/Milestone August 30, 2021 HBC establishes FANTOO Entertainment. FANTOO Entertainment provides a variety of content to the Company’s FANTOO platform, which contributes to the spread of the Korean Wave by promoting new entertainers and artists. October 3, 2021 HBC consummates the Marine Island Acquisition, making it the owner of 100% of the issued and outstanding common shares of Marine Island. October 3, 2021 HBC consummates a strategic acquisition of 50.8% of the outstanding common shares of K-Commerce. In consideration for the shares of K-Commerce, HBC forgave a short-term loan of $270,530 (KRW 309,600,000) owed to HBC by K-Commerce. HBC’s investment into K-Commerce was a strategic acquisition in order to integrate K-Commerce’s retail platform, “SelloveLive” into the FANTOO ecosystem as the FANTOO Fanshop. When launched as the FANTOO Fanshop, K-Commerce’s platform will offer combined services of shopping and live broadcasting, allowing users to easily live-stream travel and share local attractions, local festivals, cultures, and news from around the world. Prior to HBC’s acquisition of its shares in K-Commerce, K-Commerce was 100% owned by Changhyuk Kang, the Company’s Chief Executive Officer and Donghoon Park, the Company’s Chief Marketing Officer. October 20, 2021 Hanryu Holdings is incorporated in the State of Delaware. February 25, 2022 through May 10, 2022 Hanryu Holdings, HBC, and the shareholders of HBC (the “ HBC Shareholders Share Exchange Agreement Common Stock Share Exchange Concurrently with entering into the Share Exchange Agreement, the Company, HBC, and the holders (the “ HBC Warrantholders HBC Warrants Warrant Exchange The Warrants and Common Shares of HBC transferred to the Company in the Share Exchange and the Warrant Exchange constituted 100% of the outstanding equity securities of HBC. June 16, 2022 Hanryu Holdings, HBC, the HBC Shareholders, and the HBC Warrantholders consummate the Share Exchange and Warrant Exchange concurrently, pursuant to which HBC became a wholly owned subsidiary of the Company, and the HBC Stockholders and HBC Warrantholders, collectively, acquired a controlling interest in the Company. Date Event/Milestone June 22, 2022 The Company divests itself of all Kingdom Coin (“ KDC Divestiture Agreement KDC Foundation KDC Divestiture August 1, 2023 The shares of the Company are listed at NASDAQ exchange market. Risks and Uncertainties The Company is subject to a number of risks similar to other companies in its industries, including rapid technological change and transitions in Hanryu trends. The extent of the impact of the COVID-19 pandemic on the Company’s business continues to be highly uncertain and difficult to predict, as the responses that the Company, other businesses and governments are taking continue to evolve. Furthermore, capital markets and economies worldwide have also been negatively impacted by the COVID-19 pandemic, and it is possible that it could cause a lasting national and/or global economic recession. Policymakers around the globe have responded with fiscal policy actions to support the entertainment industry and economy as a whole. To date, the Company has experienced significant changes in the business as a result of the COVID-19 pandemic. The impact has delayed the Company’s ability to generate revenue as result of the diversification of potential customer budgets towards the COVID-19 pandemic. The extent to which the COVID-19 pandemic may in the future materially impact the Company’s financial condition, liquidity or results of operations is uncertain. Going Concern The Company has experienced recurring losses from operations and has a stockholders’ deficit and working capital of $35,676,293 and $9,053,139 respectively, as of June 30, 2023. We expect to incur additional losses and negative cash flow from operations until such time, if ever, we can generate significant sales. These uncertainties raise substantial doubt about the Company’s ability to continue as a going concern for twelve (12) months after the issuance date of these financial statements. The accompanying financial statements have been prepared under the assumption that we will continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of us to continue as a going concern. Our future operations are dependent upon multiple factors, including (i) the success of our FANTOO platform business; (ii) competition from existing and future services from other companies; and (iii) securing new sources of capital to fund operations and develop markets. We maintain an ongoing effort to increase user base with respect to our FANTOO platform to generate funds for our operations. In addition, we maintain an ongoing effort to raise funds for our operations from current investors and new sources of capital through the issuance of additional common stock and/or short-term notes. However, there can be no assurance as to the outcome of these factors or that future funding efforts will generate sufficient capital to maintain our operations. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Significant Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES A summary of the significant accounting policies followed by the Company in the preparation of the accompanying condensed consolidated financial statements follows: Principles of Consolidation The condensed consolidated financial statements of the Company include the financial statements of Hanryu Holdings, and its four wholly owned subsidiaries, HBC, FNS, Hanryu Times, and Marine Island, and majority-owned subsidiary (50.8%), K-Commerce. All significant intercompany transactions and balances have been eliminated in consolidation. Non-controlling interests are measured at their proportionate share of the acquiree’s identifiable net assets at the acquisition date. Changes in the consolidated group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. The ownership of non-controlling interests of K-Commerce, our significant consolidated subsidiary as of June 30, 2023, is 49.2%. The book value of the K-Commerce’s net assets attributable to the Company’s controlling interest is ($252,054), and the book value attributable the non-controlling interests of K-Commerce is ($235,049). The Company’s 50.8% ownership interest in K-Commerce represents the percentage of voting equity interests owned by the Company. No minority-interest holders of K-Commerce controls K-Commerce through contract, lease, or other agreement. Foreign Currency The Company’s functional currency for all operations is the KRW. The Company’s accounting records are maintained in KRW, and translated into U.S. Dollars at year-end for the purposes of presentation. During the translation process, the year-end closing exchange rate is used for the valuation of all assets and liabilities, historical exchange rate is used to value stockholder’s equity, and the average exchange rate for the year is used for the calculation of the condensed consolidated financial statements. The net impact of the translation into the U.S. Dollar is included in the accumulated other comprehensive income (loss) of the Company’s condensed consolidated balance sheet as of June 30, 2023 and December 31, 2022. During the six months ended June 30, 2023, there was a fluctuation in the exchange rates ranging from KRW 1,219.30/USD $1 to KRW 1,340.20/USD $1. Use of Estimates The preparation of the Company’s condensed consolidated financial statements and related disclosures in conformity with U.S. Generally Accepted Accounting Principles (“ US GAAP Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the date of purchase to be cash equivalents. The Company maintains its cash in bank deposit accounts which, at times, may exceed the federal insurance limit. Accounts Receivable Accounts receivables are recorded at the invoiced amount and do not bear interest. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the condensed consolidated statements of cash flows. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take Non-Trade Receivables Non-trade receivables are recorded at the invoiced amount and do not bear interest. Amounts collected on non-trade receivables are included in net cash provided by operating activities in the condensed consolidated statements of cash flows. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its non-trade receivables portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and customers’ financial condition in dispute, and the current receivables aging and current payment patterns. The Company reviews its allowance for doubtful accounts quarterly. Past-due balances over 90 days and over a specified amount are reviewed individually for collectability. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company recorded the allowance of $12,492 and $12,941 on the accompanying condensed consolidated balance sheets as of June 30, 2023 and December 31, respectively. The Company does not have any off-balance-sheet credit exposure related to its customers. Revenue Recognition The Company generates revenues from (i) FANTOO platform through advertising, and the Company anticipates generating direct sales, and user to user commissions, and (ii) other businesses. Revenue billed or collected in advance will be recorded as deferred revenue until the event occurs or until applicable performance obligations are satisfied. Revenue is recognized when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services. In this regard, revenue is recognized when: (i) the parties to the contract have approved the contract (in writing, orally, or in accordance with other customary business practices) and are committed to perform their respective obligations; (ii) the entity can identify each party’s rights regarding the goods or services to be transferred; (iii) the entity can identify the payment terms for the goods or services to be transferred; (iv) the contract has commercial substance (that is, the risk, timing, or amount of the entity’s future cash flows is expected to change as a result of the contract); and (v) it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Transaction prices are based on the amount of consideration to which we expect to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties, if any. We consider the explicit terms of the revenue contract, which are typically written and executed by the parties, our customary business practices, the nature, timing, and the amount of consideration promised by a customer in connection with determining the transaction price for our revenue arrangements. Refunds and sales returns historically have not been material. For the six months ended June 30, 2023 and the six months ended June 30, 2022, the Company recognized online product sales revenue amounting to $363,462 and $115,822 from its majority-owned subsidiary, K-Commerce. K-Commerce’s revenue is derived primarily through sales on its website and sales of merchandise through other channels. Revenue is derived at the point in time when merchandise is sold and shipped to customers. Merchandise sales are fulfilled with inventory sourced from our owned inventory. Although the Company does not currently have any inventory as of the balance sheet date, the Company, from time to time, may hold products in inventory for an abbreviated amount of time before shipping such inventory and recognizing the corresponding revenue. Revenue is recognized when control of the product passes to the customer, typically at the date of delivery of the merchandise to the customer, or the date a service is provided and is recognized in an amount that reflects the expected consideration to be received in exchange for such goods or services. As such, customer orders are recorded as unearned revenue prior to delivery of products or services ordered. If the Company ships high volumes of packages through multiple carriers, the Company will use estimates to determine which shipments are to be delivered and, therefore, recognized as revenue at the end of the period. Delivery date estimates are based on average shipping transit times, which are calculated using the following factors: (i) the type of shipping carrier (as carriers have different in-transit times); (ii) the fulfilment source; (iii) the delivery destination; and (iv) actual transit time experience, which shows that delivery date is typically one to eight business days from the date of shipment. The Company reviews and updates our estimates on a quarterly basis based on our actual transit time experience. However, actual shipping times may differ from our estimates. Generally, the Company requires authorization from credit card or other payment vendors whose services the Company offers to customers or verification of receipt of payment, before the Company ships products to purchasers. The Company generally receives payments from our customers before our payments to our suppliers are due. The Company does not recognize assets associated with costs to obtain or fulfill a contract with a customer. Shipping and handling is considered a fulfillment activity, as it takes place prior to the customer obtaining control of the merchandise, and fees charged to customers are included in net revenue upon completion of our performance obligations. The Company presents revenue net of sales taxes, discounts, and expected refunds. Merchandise sales contracts include terms that could cause variability in the transaction price for items such as discounts, credits, or sales returns. Accordingly, the transaction price for product sales includes estimates of variable consideration to the extent it is probable that a significant reversal of revenue recognized will not occur. At the time of sale, the Company estimates a sales return liability for the variable consideration based on historical experience, which is recorded within “Accrued Liabilities” in the condensed consolidated balance sheet. The Company records an allowance for returns based on current period revenues and historical returns experience. The Company analyzes actual historical returns, current economic trends and changes in order volume, and acceptance of our products when evaluating the adequacy of the sales returns allowance in any accounting period. The Company evaluates the criteria outlined in the Financial Accounting Standards Board (“ FASB ASC Principal versus Agent Considerations Cost of Revenue Cost of revenue is recognized at the time the products or services are delivered to the customers. Cost of revenue includes all direct labor, material, shipping and handling cost and other direct costs such as travel, postage, telecommunication, vehicle charge, printing, and training, and allocated indirect costs related to revenue such as supplies, utilities, office equipment rental, and computers. Property Plant and Equipment Property plant and equipment are carried at cost (see Note 8). Depreciation expense is provided over the estimated useful lives of the assets using the declining-balance method. A summary of the estimated useful lives is as follows: Classification Estimated Useful Life in Years Vehicles 5 Fixtures 5 Equipment 5 Maintenance and repairs are charged to expense as incurred, while any additions or improvements are capitalized. The Company evaluates property plant and equipment for impairment when facts and circumstances indicate that the carrying values of such assets may not be recoverable. When evaluating for impairment, the Company first compare the carrying value of the asset to the asset’s estimated future undiscounted cash flows. If the estimated undiscounted future cash flows are less than the carrying value of the asset, the Company determines if there is an impairment loss by comparing the carrying value of the asset to the asset’s estimated fair value and recognizes an impairment charge when the asset’s carrying value exceeds its estimated fair value. The fair value of the asset is estimated using a discounted cash flow model based on forecasted future revenues and operating costs, using internal projections. There were no significant property plant and equipment asset impairment charges recorded during the six months ended June 30, 2023, and the year ended December 31, 2022. Impairment of Long-Lived Assets The Company assesses the recoverability of long-lived assets whenever events or changes in circumstances indicate that their carrying value may not be recoverable. If the cost basis of a long-lived asset is greater than the projected future undiscounted net cash flows from such asset, an impairment loss is recognized. Impairment losses are calculated as the difference between the cost basis of an asset and its estimated fair value. Goodwill Goodwill represents the excess of costs over fair value of assets of businesses acquired. Goodwill and intangible assets with indefinite lives are not subject to amortization. Instead, the carrying amount of our goodwill and indefinite-lived intangibles is tested for impairment at least annually, in December, and between annual tests if events or significant changes in circumstances indicate that the carrying value may not be recoverable. Concentrations of Credit Risk Cash and cash equivalents are financial instruments that potentially subject the Company to concentrations of credit risk. The Company may maintain deposits in financial institutions in excess of government insured limits. The Company believes that it is not exposed to significant credit risk as its deposits are held at financial institutions that management believes to be of high credit quality and the Company has not experienced any losses on these deposits. The Company is also potentially subject to concentrations of credit risk in its accounts receivable and loans. Credit risk with respect to receivables is limited due to the number of companies comprising the Company’s customer base. Credit risk with respect to loans is limited since they are made principally related to the collaborative activities between the Company and loan holders. Also, there were no significant concentrations in loans of credit risk to any companies and individuals. Although the Company is directly affected by the financial condition of its customers and loan holders, management does not believe significant credit risks exist. Generally, the Company does not require collateral or other securities to support its accounts receivable and loans. Fair Value of Financial Instruments The fair value of Company’s financial instruments, consisting of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, debt receivables, debt payables approximate their recorded amounts due to their relatively short settlement terms. Fair Value Measurements The Company applies a three-level valuation hierarchy for fair value measurements. The categorization of assets and liabilities within the valuation hierarchy is based on the lowest level of input that is significant to the measurement of fair value. Level 1 Inputs to the valuation methodology utilize unadjusted quoted market prices in active markets for identical assets and liabilities. Level 2 Inputs to the valuation methodology are other observable inputs, including quoted market prices for similar assets and liabilities, quoted prices for identical and similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. Level 3 Inputs to the valuation methodology are unobservable inputs based on management’s best estimate of the inputs that market participants would use in pricing the asset or liability at the measurement date, including assumptions about risk. A change to the level of an asset or liability within the fair value hierarchy is determined at the end of a reporting period. Investments The Company’s investments are carried at historical cost. As of June 30, 2023 and December 31, 2022, there is no balance of investments. Refer to Note 5 for additional disclosures. Earning (Loss) Per Share Basic earning (loss) per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of Common Stock for the applicable period. Diluted earning (loss) per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of Common Stock for the applicable period, including the dilutive effect of Common Stock equivalents. Potentially dilutive Common Stock equivalents primarily consist of warrants issued in connection with financings. For purposes of computing both basic and diluted earning (loss) per share, income or loss shall exclude the income or loss attributable to the non-controlling interest. The Company calculates net loss per share in accordance with FASB ASC Topic 260, Earnings Per Share Income Taxes Deferred income tax assets and liabilities are determined based on differences between the financial statement reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws in effect when the differences are expected to reverse. The measurement of deferred income tax assets is reduced, if necessary, by a valuation allowance for any tax benefits which are not expected to be realized. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in the period that such tax rate changes are enacted. We have determined that all of our deferred tax benefits are not likely to be realized due to our historical and expected future taxable losses. Accordingly, we have maintained a full valuation allowance. The Company applies the provisions of FASB ASC Topic 740-10, Uncertainty in Income Taxes Income taxes on the Company’s taxable income from operating activities are subject to various tax laws and determinations of the authority in the ROK. Regarding taxes payable in the ROK, if a certain portion of taxable income is not used for investments or for increases in wages or dividends, in accordance with the Tax System for Recirculation of Corporate Income, the Company is liable to pay additional income tax calculated based on Korean tax law. The Company assesses uncertainty over a tax treatment. When the Company concludes it is not probable that the taxation authority will accept an uncertain tax treatment, the Company will reflect the effect of uncertainty for each uncertain tax treatment by using either of the following methods, depending on which method the Company expects to better predict the resolution of the uncertainty; ● The most likely amount: The single most likely amount in a range of possible outcomes. ● The expected value: The sum of the probability-weighted amounts in a range of possible outcomes. Lease Under ASC 842, the determination of whether an arrangement is a lease is made at the lease’s inception and a contract is (or contains) a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Control is defined under the standard as having both the right to obtain substantially all of the economic benefits from use of the asset and the right to direct the use of the asset. Management only reassesses its determination if the terms and conditions of the contract are changed. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our balance sheets. Finance leases are included in property, plant and equipment, other current liabilities, and other long-term liabilities in our balance sheets. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company uses the implicit rate when it is readily determinable. Since most of the Company’s leases do not provide an implicit rate, to determine the present value of lease payments, management uses the Company’s incremental borrowing rate based on the information available at lease commencement. Operating lease ROU assets also includes any lease payments made and excludes any lease incentives. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company has lease agreements with lease and non-lease components, which are generally accounted for separately with amounts allocated to the lease and non-lease components based on stand-alone prices or for which it has made an accounting policy election to account for these as a single lease component. For certain equipment leases, the Company accounts for the lease and non-lease components as a single lease. Refer to Note 7 for additional disclosures. Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, Debt Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity s Own Equity (Subtopic 815-40) Accounting for Convertible Instruments and Contracts in an Entity s Own Equity ASU 2020-06 As part of its adoption of the new lease accounting standard, the Company also updated accounting policies and procedures, operational processes and documentation practices to enable the preparation of financial information on adoption. Refer to Note 10 Lease for additional disclosures required as a result of the adoption of this new standard. Acquisitions Acquisitions that meet the definition of a business under FASB ASC Topic 805 , Business Combinations ASC 805 Acquisitions that do not meet the definition of a business under ASC 805 are accounted for as an asset acquisition, utilizing a cost accumulation model. Assets acquired and liabilities assumed are recognized at cost, which is the consideration the acquirer transfers to the seller, including direct transaction costs, on the acquisition date. The cost of the acquisition is then allocated to the assets acquired based on their relative fair values. Goodwill is not recognized in an asset acquisition. Direct transaction costs include those third-party costs that can be directly attributable to the asset acquisition and would not have been incurred absent the acquisition transaction. Contingent consideration, representing an obligation of the acquirer to transfer additional assets or equity interests to the seller if future events occur or conditions are met, is recognized when probable and reasonably estimable. Contingent consideration recognized is included in the initial cost of the assets acquired, with subsequent changes in the recorded amount of contingent consideration recognized as an adjustment to the cost basis of the acquired assets. Subsequent changes are allocated to the acquired assets based on their relative fair value. Depreciation and/or amortization of adjusted assets are recognized as a cumulative catch-up adjustment, as if the additional amount of consideration that is no longer contingent had been accrued from the outset of the arrangement. Contingent consideration that is paid to sellers that remain employed by the acquirer and linked to future services is generally considered compensation cost and recorded in the statement of operations in the post-combination period. |
Short-Term Loan Receivables
Short-Term Loan Receivables | 6 Months Ended |
Jun. 30, 2023 | |
Short-Term Loan Receivables [Abstract] | |
SHORT-TERM LOAN RECEIVABLES | NOTE 3 — SHORT-TERM LOAN RECEIVABLES These loan receivables except for short-term loan to PRT Korea Co., Ltd. have no interest and financial covenants. The Company made short-term loan with PRT Korea Co., Ltd. as a one-year loan with 6% interest. The following table summarizes information with regard to short-term loan receivables outstanding as of June 30, 2023 and December 31, 2022. June 30, December 31, AVAJAR $ — $ 118,362 Marina Entertainment — 473,902 Naeun Kim 76,173 39,454 PRT Korea Co., Ltd. 190,433 — Total short-term Receivables $ 266,606 $ 631,718 |
Prepaid Expenses
Prepaid Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expenses [Abstract] | |
PREPAID EXPENSES | NOTE 4 — PREPAID EXPENSES The following table summarizes information with regard to prepaid expenses as of June 30, 2023 and December 31, 2022. June 30, December 31, Daeho Construction, Co.,Ltd $ — $ 71,806 Toping, Co.,Ltd 28,407 72,911 Top Eng, Co., Ltd. 1,028,012 157,816 Moka Communications, Co.Ltd 43,354 — Crypto Care, Co., Ltd 43,399 — Asia Model Festival Organization Foundation 78,908 — Others 42,295 54,279 Total prepaid expenses $ 1,225,073 $ 362,311 On November 17. 2022, the Company made the contract with Top Eng Co., Ltd to develop retail products to sell FANTOO App, and the Company has paid $1,028,012 to Top Eng Co., Ltd by June 30, 2023. |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2023 | |
Property Plant And Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 5 — PROPERTY, PLANT AND EQUIPMENT Property plant and equipment consist of the following: June 30, December 31, 2022 Vehicles $ 242,929 $ 251,650 Fixtures 344,226 241,022 Equipment 731,328 303,882 1,318,393 796,554 Less accumulated depreciation (560,152 ) (408,332 ) Property and equipment, net $ 758,241 $ 388,222 Total depreciation expense for the six months ended June 30, 2023 is $168,258 and for the six months ended June 30, 2022 was $112,293. Depreciation expense is reflected in operating cost and expenses in the condensed consolidated statements of operations. |
Investments
Investments | 6 Months Ended |
Jun. 30, 2023 | |
Investments [Abstract] | |
INVESTMENTS | NOTE 6 — INVESTMENTS The following table summarizes information with regard to investments outstanding as of June 30, 2023 and December 31, 2022. Changes in investments, for the six months ended June 30, 2023 and the year ended December 31, 2022, are as follows June 30, December 31, Beginning $ — $ 1,695,299 Increase — 635,000 Decrease — (2,275,553 ) Loss on sale of investments — (6,794 ) Translation Adjustment — (47,952 ) Total Investments $ — $ — On October 18, 2021, the Company purchased bonds with warrants issued by Setopia Co., Ltd. (“ Setopia Setopia Bonds with warrants The transaction with Setopia as a beneficial owner of more than 10% of the Company’s outstanding securities, was a related-party transaction. However, neither Setopia nor the Company control the other by any methods including, without limitation, contract, lease, agreements between shareholders, or court decree. Further, each of Setopia and HBC have different principal owners, management, and there have been no transactions between any members of the principal owners’ or managements’ immediate families. On October 27, 2022, Setopia became an unaffiliated and unrelated third party of the Company since, as of that date, Setopia is a stockholder who owns less than 10% of the Company’s outstanding securities. The Company accounted for the investment in Setopia at fair value. The Company determined this investment to be a “debt security” classified into trading debt securities under ASC 320-10-20, as the Company intended to sell it in the near term at the time of acquisition. There has been no unrealized holding gains and losses for trading securities included in earnings since the value of the Setopia Bonds with warrants did not change until it is sold to the third party for the years ended December 31, 2022. Prior to the acquisition of the Setopia Bonds with warrants, the Company owned no interest in Setopia. After the acquisition the Setopia Bonds with warrants, the Company become the owner of record or known beneficial owner of 2.06% of the voting interest of Setopia. The acquisition of the Setopia Bonds with warrants is a related-party transaction under ASC 850-10-05-3(d). On February 11, 2022, the Company sold the acquired Setopia Bonds with warrants to an unaffiliated and unrelated third party in exchange for the consideration of cash totaling $696,621 and a non-trade receivable for $867,987 due by December 30, 2022, which resulted in a decrease of the investment balance of $1,687,052 including the currency translation adjustment of ($122,444) as of December 31, 2022. The Company and a third party entered into an extension agreement for a non-trade receivable due by April 30, 2023. On October 4, 2022, the Company purchased convertible bonds issued by Setopia, for total consideration of $635,000 (the “Setopia Convertible Bonds”). The Setopia Convertible Bonds were initially issued on January 27, 2022, with no annual interest and a maturity date of January 27, 2025. The form of consideration was to accept the consideration of warrants with an exercise price of $1.27 to purchase 500,000 shares of Common Stock. On October 4, 2022, warrants were exercised with an exercise price of $1.27 to purchase 500,000 shares of common stock. On December 30, 2022, the Company sold the Setopia Convertible Bonds to an unaffiliated and unrelated party by receiving non-trade receivables of $710,171 due by February 28, 2023, which resulted in a decrease of the investment balance of $635,000 including the currency translation adjustment of $75,171 as of December 31, 2022. The Company collected such non-trade receivables by cash in full on March 23, 2023. There was no gain or loss realized on this transaction during the year ended December 31, 2022. On June 30, 2021, HBC and Sewang entered into the Contract and Share Assignment, pursuant to which HBC acquired: (i) the Marine Island Shares, and thereby the Lien, which gave Marine Island the right to use and occupy the Seoul Marina until the Lien is repaid; (ii) the SMC Shares; and (iii) the SMC Receivable. The aggregate consideration paid to Sewang for the rights and assets under the Contract was $2,943,905, initially allocated as follows: (1) $8,247 to the purchase SMC Shares at a price of $0.87 per share, constituting 24.53% of the issued and outstanding common shares of SMC; and (2) $2,935,658 to SMC Receivable and the Lien, calculated by determining the present value of leasing the Seoul Marina facilities for free over 10 years. Sewang received $2,009,752 in the form of 23,000,000 KDC, and the remaining $934,153 in the form of cash. On December 30, 2022, the Company sold the SMC shares to an unaffiliated and unrelated third party in exchange for the consideration of cash totaling $774, which resulted in a decrease of the investment balance of $8,247 including the currency translation adjustment of ($679) as of December 31, 2022 and loss on sale of investments of $6,794 for the years ended December 31, 2022. The Company recorded the Marine Island Shares as affiliated stocks, and the SMC Shares as an investment, and the remaining SMC Receivable and Lien as Operating Lease Right-Of-Use Asset which is being amortized over a ten year period under the guidelines of ASC 842. See Note 7 “Lease”. The SMC Shares and the Marine Island Shares were calculated by the number of shares multiplied by the par value of $0.87 and $0.44. The value of SMC Receivable and the Lien was calculated by determining the present value of the Lien on the assumption the Company would lease the Seoul Marina facilities for free for at least 10 years. The Company is not a principal owner of SMC. In addition, neither SMC nor the Company control the other by any methods including, without limitation, contract, lease, agreements between shareholders, or court decree. Further, each of SMC and HBC have different principal owners, management, and there have been no transactions between any members of the principal owners’ or managements’ immediate families. For the Marine Island Shares, the Company applied ASC 805 as the Company owns more than 50% of the issued and outstanding shares of Marine Island, and the Company consolidates the financial statements. For the SMC Shares, the Company applies ASC Topic 321-10-20 and 321-10-35-2, and it is recorded as an equity investment by the cost method. For SMC right, the Company recorded these rights as Operating Lease Right-Of-Use Asset-see Note 10. |
Lease
Lease | 6 Months Ended |
Jun. 30, 2023 | |
Lease [Abstract] | |
LEASE | NOTE 7 — LEASE The Company uses approximately 19,200 square feet of office space at the Seoul Marina described in in Note 5 — Investments, at no cost. Although no formal lease exists, the Company believes that ASC 842 accounting guidelines apply to determine the fair market value of ten years of free rent as well as recording rent expense on its Statement of Operations. Using the following variables: Annual lease cost — 300,000,000 Korean Won 10-year present value calculation Assumed annual rent increase -4.96% Interest cost -3% 10-year bond rate on Korean Bonds 2.11% Exchange rate: 1188.5 Korean Won to the US dollar The Company determined that the present value of ten years of free rent amount to $2,775,512 which was recorded as a long-term ROU asset as of June 30, 2021. Since there were no liabilities associated with this asset since the Company is receiving free rent, the ROU assets is being amortized at a rate of approximately $23,000 per month over a ten year term. Since the Company had initially allocated a value of $2,935,658 to SMC Receivable and the Lien, the Company recorded an impairment of $158,278 on its Right-of-Use Asset for the years ended December 31, 2021. As of June 30, 2023 and December 31, 2022, the balances of the Right-of-Use-Asset was $2,010,412 and $2,212,754, respectively. Lease cost consists of approximately $127,381 and $133,789, for the six months ended June 30, 2023 and June 30, 2022, respectively. The weighted average remaining lease term in years for operating leases is 8 years and the weighted average discount rate for operating leases is 3%. |
Short-Term Loan Payables
Short-Term Loan Payables | 6 Months Ended |
Jun. 30, 2023 | |
Short - Term Loan Payable [Abstract] | |
SHORT-TERM LOAN PAYABLES | NOTE 8 — SHORT-TERM LOAN PAYABLES The following table summarizes information with regard to short-term loan payables outstanding as of June 30, 2023 and December 31, 2022. June 30, December 31, Short-term loan payables from Sungil Jeon maturing in December 2023 $ — $ 165,707 Short-term loan payables from Junwoo Choi maturing in April 2023 38,087 39,454 Short-term loan payables from Minja Nam maturing in November 2023 — 394,540 Short-term loan payables from Gwanmin Park maturing in December 2023 — 7,891 Short-term loan payables from Seorin Partners Co., Ltd maturing in June 2024 76,173 78,908 Short-term loan payables from Taeshin Tax Accounting Corporation maturing in April 2023 and October 2023 — 37,020 Short-term loan payables from Jacob Asset Corporation maturing in May 2024 365,631 — Total short-term loan payables $ 479,891 $ 723,520 These loan payables except for short-term borrowings from Minja Nam have no interest and financial covenants. The short-term loan payables from Minja Nam have 18% interest, and the company repaid the whole amount of short-term loan payables from Minja Nam by June 31, 2023.The company recorded interest expense of $2,616 for the six months ended June 30, 2023. |
Short-Term Loan Payables - Rela
Short-Term Loan Payables - Related Parties | 6 Months Ended |
Jun. 30, 2023 | |
Short-Term Loan Payables - Related Parties [Abstract] | |
SHORT-TERM LOAN PAYABLES - RELATED PARTIES | NOTE 9 — SHORT-TERM LOAN PAYABLES - RELATED PARTIES The following table summarizes information with regard to short-term loan payables from related parties outstanding as of June 30, 2023 and December 31, 2022. Donghoon Park serves as Chief Marketing Officer of Hanryu Holdings and HBC, SiYoung Jang and Munjoong Kang are HBC’s co-founders and shareholders of Hanryu Holdings, and Changhyuk Kang serves as Chief Executive Officers and Director of Hanryu Holdings and HBC. June 30, December 31, Short-term loan payables from Munjoong Kang maturing in February 2024 44,272 149,122 Short-term loan payables from Donghoon Park maturing in April 2023 through January 2024 1,073 28,435 Short-term loan payables from Siyoung Jang maturing in December 2023 38,087 78,908 Short-term loan payables from Changhyuk Kang maturing in October 2023 34,277 67,072 Total short-term loan payables from related parties $ 117,709 $ 323,537 These loan payables have no interest and financial covenants. |
Bonds With Warrants
Bonds With Warrants | 6 Months Ended |
Jun. 30, 2023 | |
Warrant [Member] | |
Bonds With Warrants [Line Items] | |
BONDS WITH WARRANTS | NOTE 10 — BONDS WITH WARRANTS Bonds with warrants were issued by HBC from December 17, 2018 through July 2, 2021. The terms and conditions of the bonds with warrants at the time of acquiring bonds and issuance of such bonds are set forth below. Currently, the Company and all bondholders have entered into an agreement that the bondholders will waive all interest payments due for the life of the bonds. The entire face amount of the bonds is the maximum number of Common Shares for which the attached warrants can be exercised by each bondholder, with exercise prices from $0.42 to $1.27 per common share. On March 31, 2021, HBC issued 4,150,000 Common Shares to the shareholders of RnDeep pursuant to the RnDeep Merger. As the surviving company in the RnDeep Merger, HBC assumed the RnDeep Warrants, therefore allowing the RnDeep Warrants to be exercised for Common Shares of HBC, in the following amounts: ● RnDeep Warrants issued on March 17, 2020, for an aggregate purchase price of $2,586,850. The bonds have a maturity date of March 17, 2023 and accrue interest at a rate of 3% annually. The warrants have an exercise price of $0.42, and can be exercised at any time after the date that is four months after the date the bond was issued, and expire the day immediately preceding the maturity date of the bonds. ● RnDeep Warrants issued on April 13, 2020, for an aggregate purchase price of $1,687,052. The bonds have a maturity date of April 13, 2023, and accrue interest at a rate 3% annually. The warrants have an exercise price of $0.42, and can be exercised at any time after the date that is four months after the date the bond was issued, and expire the day immediately preceding the maturity date of the bonds. ● RnDeep Warrants issued on May 6, 2020, for an aggregate purchase price of $3,880,220. The bonds have a maturity date of May 6, 2023, and accrue interest at a rate of 3% annually. The warrants have an exercise price of $1.27, and can be exercised at any time after the date that is four months after the date the bond was issued, and expire the day immediately preceding the maturity date of the bonds. After the RnDeep Merger, HBC and the RnDeep Holders entered into an agreement that the RnDeep Holders would waive the interest accruing on the RnDeep Warrants. Therefore, the Company recognized the RnDeep Warrants acquired at the respective face value of each respective RnDeep Warrant. Furthermore, HBC held RnDeep Warrants an aggregate value of $2,586,850, and offset such value against HBC’s assets. On April 7, 2021, HBC issued bonds with warrants for an aggregate purchase price of $3,153,714. The bonds accrue interest at an annual rate of 1% and mature on March 31, 2022. The warrants have an exercise price of $0.42 and can be exercised at any time after the date that is three months after the date the bond was issued, and expire if not exercised prior to the maturity date of the bonds. On July 1, 2021, HBC issued bonds with warrants for an aggregate purchase price of $1,096,584. The bond accrues no annual interest and matures on July 1, 2024. The warrants have an exercise price of $0.42, and can be exercised at any time after the issuance date, and expire the month preceding the maturity date of the bonds. On July 2, 2021, HBC issued bonds with warrants for an aggregate purchase price of $3,795,867. The bond accrues no annual interest and mature on July 2, 2024. The warrants have an exercise price of $1.27 and can be exercised at any time after the issuance date, and expire the month preceding the maturity date of the bonds. HBC has the right to make early repayments before maturity for these bonds with warrants and has exercised its right to do so in the amounts of $11,420,268 and $919,118 for the Year ended December 31, 2021 and the year ended December 31, 2020, respectively. On March 31, 2021, holders of certain bonds and warrants with an aggregate value of $1,687,906 exercised their warrants to purchase common shares of HBC. As of December 31, 2021 and 2020, the fair value of bonds with warrants was $3,795,867 and $6,709,559, respectively. The following table summarizes information with regard to bonds with warrant outstanding as of June 30, 2023 and December 31, 2022. Amount as of December 31, 2019 $ 7,168,768 Issued — Paid in cash (919,118 ) Translation adjustment 459,909 Amount as of December 31, 2020 $ 6,709,559 Issued 8,046,165 Acquired from the RnDeep Merger 5,567,272 Converted to Common Shares (10,748,257 ) Changed to Short-term borrowings (268,241 ) Paid in cash (1,726,228 ) Paid in cryptocurrency (3,724,567 ) Translation adjustment (59,836 ) Amount as of December 31, 2021 $ 3,795,867 Translation adjustment (245,011 ) Amount as of December 31, 2022 $ 3,550,856 Translation adjustment (123,068 ) Amount as of June 30, 2023 $ 3,427,788 Terms and conditions of bonds with warrants at the inception are as follows: No. Issue Date Maturity Amount Nominal Interest 11 7/2/2021 7/2/2024 $ 3,427,788 0 % 3 % Total $ 3,427,788 * Nominal interest rate and interest rate of return are waived by the separate agreements between the Company and the bondholders. Warrants The following table summarizes information with respect to outstanding warrants to purchase the Company’s Common Stock of the Company, all of which were exercisable, as of June 30, 2023: Exercise Price Number Expiration Date 0 There is not a viable market for the Company’s Common Stock to determine its fair value, therefore management is required to estimate the fair value to be utilized in the determining warrant costs and value. In estimating the fair value, management considers the comparable value of public companies from the same industry. Considerable management judgment is necessary to estimate the fair value. Accordingly, actual results could vary significantly from management’s estimates. Option valuation models require the input of highly subjective assumptions. The fair value of warrants was estimated using the Black-Scholes option model with a volatility figure derived from public companies in the same industry. Management determined this assumption to be a more accurate indicator of value. The Company accounts for the expected life of warrants based on the maturity of warrants. The risk-free interest rate was determined from the implied yields of U.S. Treasury zero-coupon bonds with a remaining life consistent with the expected term of the options. The fair value of warrants during the years ended December 31, 2021 and December 31, 2020 was estimated using the Black-Scholes pricing model. On March 31 2021, HBC acquired an aggregate of 12,066,666 warrants to purchase HBC Common Shares in connection with RnDeep Merger at the exercise prices of $0.42 (9,000,000 warrants) and $1.27 (3,666,666 warrants) per share for a term of one to two years, exercisable immediately. The fair value of the issued warrants were determined using the Black Scholes option pricing model with the following assumptions: Dividend yield: 0% Volatility 43.36% Risk free rate: 0.08% Expected life: 1 – 2 years Estimated fair value of the Company’s Common Stock $0.47 The fair value of $691,267 was charged to operations as financing costs for the year ended December 31, 2021. On July 1, 2021 and July 2, 2021, HBC issued an aggregate of 13,077,455 warrants to purchase HBC Common Shares at the exercise prices of $0.42 (10,077,455 warrants) and $1.27 (3,000,000 warrants) per share for a term of nine months to three years exercisable immediately. The fair value of the issued warrants were determined using the Black Scholes option pricing model with the following assumptions: Dividend yield: 0% Volatility 43.36% Risk free rate: 0.05 – 0.07% Expected life: 0.5 – 3 years Estimated fair value of the Company’s Common Stock $0.47 The fair value of $1,065,018 was charged to operations as financing costs for the year ended December 31, 2021. A summary of the warrant activity for the six months ended June 30, 2023 and the year ended December 31, 2022 is as follows: Shares Weighted- Average Weighted Average Outstanding at December 31, 2019 18,400,000 $ 0.42 1.07 Canceled 16,400,000 0.42 Outstanding at December 31, 2020 2,000,000 $ 0.42 0.88 Issued 13,077,455 0.61 1.43 Acquired 12,066,666 0.64 1.52 Exercised 15,740,000 0.42 Outstanding at December 31, 2021 11,404,121 $ 0.87 1.72 Expired 537,455 0.42 Exercised 3,671,156 0.72 Outstanding at December 31, 2022 7,195,510 $ 0.98 0.58 Expired 1,681,191 0.56 Exercised 5,514,319 1.11 Outstanding at June 30, 2023 — |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Measurements [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 11 — FAIR VALUE MEASUREMENTS Fair value has been determined on a basis consistent with the requirements of FASB ASC Topic 825, Financial Instruments Fair Value Measurement. Financial Items Measured at Fair Value on a Recurring Basis The carrying amounts reported in the consolidated balance sheet for short-term financial instruments, including cash and cash equivalents, short-term loans, accounts receivable, prepaid expenses, short-term borrowings, accrued expense and other current liabilities due to the short maturities of these instruments. Assets and liabilities measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 are summarized in the table below. June 30, 2023 Level 1 Level 2 Level 3 Total Assets Investments $ — $ — $ — $ — Liabilities Bonds with warrants $ — $ — $ 3,427,788 $ 3,427,788 December 31, 2022 Level 1 Level 2 Level 3 Total Assets Investments $ — $ — $ — $ — Liabilities Bonds with warrants $ — $ — $ 3,550,856 $ 3,550,856 Financial Items Measured at Fair Value on a Nonrecurring Basis There are no financial assets or liabilities measured at fair value on a nonrecurring basis as of June 30, 2023 and December 31, 2022. Nonfinancial Items Measured at Fair Value on a Recurring Basis There are no nonfinancial assets measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022. Nonfinancial Items Measured at Fair Value on a Nonrecurring Basis The fair value of long-lived assets is measured whenever the carrying value of long-lived asset or asset group is not recoverable on an undiscounted cash flow basis. No impairment is recognized for long-lived assets as of as of June 30, 2023 and December 31, 2022. |
Significant Non-Cash Transactio
Significant Non-Cash Transaction | 6 Months Ended |
Jun. 30, 2023 | |
Significant Non-Cash Transaction [Abstract] | |
SIGNIFICANT NON-CASH TRANSACTION | NOTE 12 — SIGNIFICANT NON-CASH TRANSACTION The company engaged in the following significant non-cash investing and financing activities for the six months ended June 30, 2023 and 2022. June 30, June 31, Offsetting short-term loan payables by exercising warrants to purchase 309,430 common stock (392,976 ) — For the six months ended June 30, 2023, conversion to equity by offsetting short-term loan payables was $392,976, which reflected 309,430 shares of common stock issued and a decrease of $392,976 in short-term loan payables. |
Other Income
Other Income | 6 Months Ended |
Jun. 30, 2023 | |
Other Income [Abstract] | |
OTHER INCOME | NOTE 13 — OTHER INCOME The Company entered into an agreement with a creditor of HBC to pay such creditor 3,000,000 KDC in exchange for the extinguishment of $243,321 in debt. The Company accounts for such non-cash consideration at the effective date of agreement in accordance with the non-cash consideration guidance included in FASB ASC Topic 470, Debt ASC 470 Revenue from Contracts with Customers ASC 606 |
Other
Other | 6 Months Ended |
Jun. 30, 2023 | |
Other [Abstract] | |
OTHER | NOTE 14 — OTHER The Company believes that KDC meets the definition of indefinite-lived intangible assets under ASC 350, as it is nonfinancial asset that lacks physical substance. Therefore, KDC was recognized and measured at historical cost. In addition, the Company determined that KDC has an indefinite life since there is no legal, regulatory, contractual, competitive, economic, or other factors that limit the useful life of KDC, in accordance with ASC 350-30-35-4. The Company initially created KDC, a public digital cryptocurrency separate and apart from the FANTOO platform, as a method of onboarding and offboarding FP to and from the FANTOO platform through the Kingdom Wallet. However, on June 22, 2022, the Company entered into a Business Transfer Agreement (the “ KDC Agreement KDC Foundation Additionally, and for the avoidance of doubt, the control person of Plus Meta PTE Ltd., KDC Foundation’s management company, is not an affiliate, and is not in any way related to, any officer, director, or shareholder of the Company. The KDC Foundation does not, has not, and will not coordinate any of its activities with the Company or the Company’s operation of FANTOO. Further, KDC will not be marketed to FANTOO users. Pursuant to the KDC Agreement, in exchange for the Company transferring (a) its then-existing outstanding KDC balance of 299,651,320,620, (b) blockchain mainnet known as the Fandomchain, and (c) the Kingdom Wallet to the KDC Foundation, the KDC Foundation will (y) assume all obligations and liabilities with respect to KDC and Kingdom Wallet, and (z) pay to the Company the following contingent amounts, if, at December 31, 2024: ● The KDC Foundation generates sales in excess of $74 million from the assets transferred from the Company, the KDC Foundation shall pay 10% of such sales to the Company; ● The KDC Foundation generates sales in excess of $37 million, but less than $74 million, from the assets transferred from the Company, the KDC Foundation shall pay 15% of such sales to the Company; and ● The Company will receive no consideration from the KDC Foundation if the assets transferred from the Company generates sales under $37 million. For the avoidance of doubt, sales generated from the transferred assets do not include any post-transfer newly created KDC. KDC Foundation planned to generate revenue by integrating KDC, FandomChain, and the Kingdom Wallet into mobile games, and monetizing such games. Due to current cryptocurrency-related market conditions, the Company does not expect to receive any payments from KDC Foundation through December 31, 2024 in accordance with the terms of the Business Transfer Agreement. The KDC agreement included contingent earn-out consideration, the fair value of which was estimated on June 22, 2022, as the present value of the expected future contingent receivables which the Company determined using a probability-weighted discounted cash flow model for probabilities of possible future receivables. The Company determined the fair value of contingent consideration as zero on June 22, 2022. Contingent consideration is remeasured to fair value at each reporting date until the contingency is resolved, with changes in fair value recognized in profit or loss in most circumstances. The Company recorded zero value of the contingent consideration on the accompanying consolidated balance sheets as of December 31, 2022. The Company believes that the transfer of KDC meets the definition of a “Component of an Entity” under FASB ASC Topic 205-20, Discontinued Operations ● 15% of the Company’s total revenue; ● Geographical area that represents 20% of the Company’s total assets; or ● 30% of the Company’s historic net income and 15% of the current period’s income. The Company did not present the divestiture of its holdings of KDC and KDC-related activity as discontinued operations because there was no revenue, asset value, or net income from the divestiture of KDC and the related operations. |
Share Capital
Share Capital | 6 Months Ended |
Jun. 30, 2023 | |
Share Capital [Abstract] | |
SHARE CAPITAL | NOTE 15 — SHARE CAPITAL As of June 30, 2023, and December 31, 2022, Hanryu Holdings’ total authorized capital stock is 110,000,000 shares, consisting of 100,000,000 shares of Common Stock, par value $0.001 per share, and 10,000,000 shares of undesignated preferred stock, par value $0.001 per share. On January 4, 2023, through March 8, 2023, warrants of $1,813,120 were exercised with an exercise price of $1.27 to purchase 1,427,653 shares of Common Stock. In February and March of 2023, the Company closed two private placements solely to accredited investors (as defined by Rule 501(a) of Regulation D of the Securities Act) pursuant to which the Company sold an aggregate amount of 240,000 shares of common stock for $10.00 per share, resulting in gross proceeds of $2,400,000. The purchase price of the common stock purchased in the private placements is subject to adjustment to the price of the common stock sold in the Company’s IPO, such that additional common stock shall be issued to the purchasers if the price of common stock sold in the IPO is less than $10.00 per share, or the purchasers shall return common stock to the Company if the price of the common stock sold in the IPO is greater than $10.00 per share, in each case resulting in the purchasers purchasing an aggregate amount of $2,400,000 of Company common stock at the IPO price. The offerings were exempt from registration under Section 4(a)(2) of the Securities Act. The subscription agreements pursuant to which the common stock was sold to accredited investors contain customary representations and warranties of the Company and the investors and customary indemnification rights and obligations of the parties. On March 24, 2023, warrants of $8,400 were exercised with an exercise price of $0.42 to purchase 20,000 shares of Common Stock. On April 13, 2023, warrants of $420,000 were exercised with an exercise price of $0.42 to purchase 1,000,000 shares of Common stock. On May 4, 2023, warrants of $299,720 were exercised with an exercise price of $1.27 to purchase 236,000 shares of Common stock. On May 4, 2023, warrants of $3,594,946 were exercised with an exercise price of $1.27 to purchase 2,830,666 shares of Common stock. On May 31, 2023, the Company completed a private placement to solely to an accredited investor (as defined by Rule 501(a) of Regulation D of the Securities Act) pursuant to which the Company sold an aggregate amount of 760,000 shares of common stock for $10.00 per share, resulting in gross proceeds of $7,600,000. As a result, the total number of issued and outstanding shares of Common Stock issued increased from 45,416,942 to 51,931,261. Each holder of Common Stock is entitled to one vote for each share of Common Stock held at all meetings of stockholders. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 16 — COMMITMENTS AND CONTINGENCIES Operating Leases On September 14, 2022, the Company entered into a one-year lease agreement which expired on September 14, 2023. Upon entering into the lease, the Company paid a deposit, which is recorded as Other Assets in the consolidated balance sheet in the amount of $115,048 as of June 30, 2023, and $118,362 as of December 31, 2022. The Company has an operating lease agreement for a vehicle which was initially made on September 16, 2021, and matures on September 21, 2025. The deposit paid on the beginning date of the lease agreement is recorded as other asset in the consolidated balance sheet in the amount of $113,023 as of June 30, 2023, and $116,279 as of December 31, 2022. The minimum payments under these leases for future periods are approximately as follows: Year ending December 31, 2023 $ 106,321 Year ending December 31, 2024 35,241 Year ending December 31, 2025 23,416 Year ending December 31, 2026 — $ 164,978 Expense related to these leases totaled approximately $72,849 for the three months ended June 30, 2023. Legal Matters The Company is subject to various legal proceedings and claims that arise in the ordinary course of business. In the opinion of management, the outcome of these matters will not have a material adverse effect on the consolidated financial position or results of operations of the Company. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 17 — RELATED PARTY TRANSACTIONS The Company is affiliated with several individuals that have common ownership, and transacts a portion of its business with related parties. Short-Term Loan Payables June 30, December 31, Munjoong Kang maturing in February 2024 $ 44,272 $ 149,122 Donghoon Park maturing in April 2023 through January 2024 1,073 28,435 Siyoung Jang maturing in December 2023 38,087 78,908 Changhyuk Kang maturing in October 2023 34,277 67,072 Total 117,709 323,537 Siyoung Jang On December 8, 2021, the Company and Siyoung Jang, one of our co-founders, entered into an interest-free, short-term borrowing agreement with a principal amount of $84,352, which matures on December 7, 2022. The Company received the amount of $84,352 in the form of cash. The Company and Siyoung Jang entered into an extension agreement, which matures on December 7, 2023. On June 30, 2023, the Company repaid short-term borrowings in the aggregate amount of $40,821 to Siyoung Jang, in cash. Donghoon Park On July 1, 2021, the Company exchanged $506,116 in short-term borrowings held by Mr. Park, for bonds with warrants in an equal amount. The bond accrues no annual interest and matures on July 1, 2024. The warrants have an exercise price of $0.42 and can be exercised at any time after the issuance date, and expire the month preceding the maturity date of the bonds. On October 3, 2021, in connection with HBC’s acquisition of a portion its common shares of K-Commerce from Mr. Park, the Company assumed certain debt of K-Commerce owed to Mr. Park, in the form of interest-free, short-term borrowing agreements with an aggregate principal amount of $312,113. Of the aggregate principal amount of $312,113, $59,055 matures on September 9, 2022 and the remaining $253,058 matures on September 28, 2022. On November 11, 2021, the Company made a payment of $25,306 in the form of cash, against the $59,055 of principal that matures on September 28, 2022. On October 6, 2021, the Company and Mr. Park entered into an interest-free, short-term borrowing agreement with an aggregate principal amount of $71,700, which matures on October 5, 2022. The Company received the amount of $71,700 in cash. On January 19, 2022, through January 24, 2022, the Company repaid short-term borrowings in the aggregate amount of $344,560 to Mr. Park, in cash. On April 29, 2022, the Company and Mr. Park entered into an interest-free, short-term borrowing agreement with an aggregate principal amount of $18,149, which matures on April 28, 2023. The Company received the amount of $18,149 in cash. On July 27, 2022 and on August 8, 2022, the Company and Mr. Park entered into an interest-free, short-term borrowing agreement with an aggregate principal amount of $3,820, which matures on July 26, 2023 and on August 7, 2023. The company assign the short-term borrowings from Mr. Park to offset non-trade payables in the amount of $3,374. On August 16, 2022, the Company repaid the full amount of $3,820 to Mr. Park in the form of cash. On August 29, 2022 through December 27, 2022, the Company and Mr. Park entered into an interest-free, short-term borrowing agreement with an aggregate principal amount of $15,566, which matures on August 28, 2023 through December 26, 2023. The company assign the short-term borrowings from Mr. Park to offset non-trade payables in the amount of $15,566. On December 8, 2022, the Company repaid short-term borrowings in the aggregate amount of $19,227 to Mr. Park, in cash. On December 8, 2022, the Company and Mr. Park entered into an interest-free, short-term borrowing agreement with an aggregate principal amount of $6,313, which matures on December 7, 2023. The Company received the amount of $6,313 in cash. On December 14, 2022, the Company repaid the full amount of $6,313 to Mr. Park in the form of cash. On January 13, 2023 and January 26, 2023, the Company and Mr. Park entered into an interest-free, short-term borrowing agreement with an aggregate principal amount of $3,162, which matures on January 12, 2024 and January 25, 2024. The company assign the short-term borrowings from Mr. Park to offset non-trade payables in the amount of $3,162. On February 23, 2023, the Company repaid short-term borrowings in the aggregate amount of $13,061 to Mr. Park, in cash. On April 12, 2023, the Company repaid short-term borrowings in the aggregate amount of $15,444 to Mr. Park, in cash. On May 26, 2023, the Company and Mr. Park entered into an interest-free, short-term borrowing agreement with an aggregate principal amount of $772, which matures on May 24, 2024. The Company received the amount of $772 in cash. On June 26, 2023, the Company repaid short-term borrowings in the aggregate amount of $2,317 to Mr. Park, in cash. The amount of ($474) in outstanding balance as of June 30, 2023, compared to the balance as of December 31, 2022 was currency translation adjustment. The following table shows Donghoon Park’s loan payables balance in detail: June 30, December 31, Loan payables maturing in January 25, 2024 and May 24, 2024 $ 1,073 $ — Loan payables maturing in April 28, 2023 — 12,869 Loan payables maturing in August 28, 2023 through December 26, 2023 — 15,566 Total 1,073 28,435 Changhyuk Kang On July 1, 2021, the Company exchanged $590,468 in short-term borrowings held by Changhyuk Kang, now the Company’s Chief Executive Officer, for bonds with warrants in an equal amount. The bond accrues no annual interest and matures on July 1, 2024. The warrants have an exercise price of $0.42, and can be exercised at any time after the issuance date, and expire the month preceding the maturity date of the bonds. On October 27, 2021, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $168,705, which matured on October 26, 2021. The Company received the amount of $168,705 in cash. On December 21, the Company partially repaid the short-term borrowing in the amount of $130,746, in the form of cash. The Company and Mr. Kang entered into an extension agreement, which matures on October 26, 2023. On January 28, 2022, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $15,782, which matures on January 27, 2023. The Company received the amount of $15,782 in cash. On February 15, 2022, the Company repaid the short-term borrowing of $15,782 in full, in the form of cash. On April 5, 2022, the Company and Mr. Kang, entered into an interest-free, short-term borrowing agreement with a principal amount of $31,563, which matures on April 4, 2023. The Company received the amount of $31,563 in cash. On January 19, 2023, the Company repaid short-term borrowings in the aggregate amount of $31,358 to Mr. Kang, in cash. The remaining amount of ($1,437) in outstanding balance as of June 30, 2023, compared to the balance as of December 31, 2022 was currency translation adjustment. The following table shows Changhyuk Kang’s loan payables balance in detail: June 30, December 31, Loan payables maturing in October 26, 2023 $ 34,277 $ 35,509 Loan payables maturing in April 4, 2023 — 31,563 Total 34,277 67,072 Munjoong Kang On January 1, 2021, Munjoong Kang, one of our co-founders, bought the rights to receive $2,783,636 from the Company in the form of an interest-free, short-term borrowing from an unrelated third-party, Dongwook Lee, and $12,653 in the form of an interest-free, short-term borrowing from an unrelated third-party, Daepil Seo. Both borrowings’ maturity date was December 31, 2021. On January 1, 2021, the Company assigned non-trade receivables in the amount of $1,114 to offset a portion of the short-term borrowings purchased by Mr. Kang. The Company and Mr. Kang agreed to reduce the amount of the short-term borrowings by an additional $486,366 as an offset against debt owed to the Company by Mr. Kang Munjoong of $45,956, and Ms. Siyoung Jang of $440,410. On January 1, 2021, $326,755 of Munjoon Kang’s short-term borrowings were exchanged for a short-term loan owed by Mr. Kang to other creditors based on the agreements made by parties. During the year ended December 31, 2021, the Company repaid short-term borrowings owed to Mr. Kang in the aggregate amount of $331,479, in cash. On March 31, 2021, pursuant to the RnDeep Merger, the Company assumed certain interest-free, short-term borrowings of RnDeep owed to Mr. Kang in the amount of $107,469, which matured on May 29, 2022. On November 15, 2021, Mr. Kang bought interest free, short-term borrowings of $124,420 from an unrelated third party. The short-term borrowings have a maturity date of November 14, 2022. On December 13, 2021, December 14, 2021, and December 20, 2021, Mr. Kang sold his rights to receipt of debt obligations of HBC of $337,410, $1,518,347, and $200,905, respectively, to unrelated third parties. On December 21, 2021, the Company issued Mr. Kang 295,000 common shares of HBC as payment in full for certain short-term borrowings held by Mr. Kang in the aggregate amount of $124,420. On January 25, 2022, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $315,632, and which matures on January 24, 2023. The Company received the amount of $315,632 in cash. On dates from January 26, 2022 through May 31, 2022, the Company repaid the short-term borrowings in full in cash. On March 4, 2022, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $236,724, which matures on March 3, 2023. The Company received the amount of $236,724 in cash. On June 29, 2022, through December 28, 2022, the Company repaid the full amount of $236,724 to Mr. Kang in the form of cash. On May 11, 2022 through December 12, 2022, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreements with an aggregate principal amount of $164,523, which mature on dates between May 10, 2023 through December 11, 2023. The Company received the amount of $164,523 in cash. On December 30, 2022, the Company made a partial repayment of $15,401 to Mr. Kang in the form of cash. On January 11, 2023, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $78,396, which matured on January 10, 2024. The Company received the amount of $78,396 in cash. On February 6, 2021, the Company repaid the principal amount of $78,396 in full, in cash. On February 6, 2023, the Company repaid the principal amount of $77,272 by offset with the debt. On February 7, 2023, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $195,990, which matured on February 6, 2024. The Company received the amount of $195,990 in cash. On February 21, 2021, the Company repaid the principal amount of $195,990 in full, in cash. On February 23, 2023, and February 27, 2023, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $342,474, which matured on February 22, 2024 and February 26, 2024. The Company received the amount of $342,474 in cash. On January 9, 2023, through March 23, 2023, the Company repaid short-term borrowings in the aggregate amount of $382,268 to Mr. Kang, in cash, of which the outstanding balance of $149,122 as of December 31, 2022, was repaid in full, and the borrowing amount of $233,146 from February 23, 2023, and February 27, 2023, was repaid partially. On April 10, 2023, the Company repaid the principal amount of $77,272 by offset with the debt. On April 18, 2023, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $77,222, which matured on April 17, 2024. The Company received the amount of $77,222 in cash. On May 18, 2023, and May 26, 2023, the Company and Mr. Kang entered into an interest-free, short-term borrowing agreement with a principal amount of $139,772, which matured on May 17, 2024 and May 25, 2024. The Company received the amount of $139,772 in cash. On April 5, 2023, through June 22, 2023, the Company repaid short-term borrowings in the aggregate amount of $124,408 to Mr. Kang, in cash. The remaining amount of ($3,198) in outstanding balance as of June 30, 2023, was currency translation adjustment. The following table shows Munjoong Kang’s loan payables balance in detail: June 30. December 31, Loan payables maturing in May 12, 2023 through May 30, 2023 $ — $ 99,015 Loan payables maturing in July 29, 2023 through August 7, 2023 — 36,298 Loan payables maturing in October 17, 2023 — 4,340 Loan payables maturing in December 11, 2023 — 9,469 Loan payables maturing in February 26, 2024 — — Loan payables maturing in May 17, 2024 28,055 9,469 Loan payables maturing in May 25, 2024 16,217 — Total 44,272 149,122 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 18 — SUBSEQUENT EVENTS The Company has evaluated subsequent events that occurred subsequent to July 1, 2023 through September 8, 2023 at which the consolidated financial statements were prepared. On August 1, 2023, the shares of the Company are listed at NASDAQ exchange market. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Significant Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements of the Company include the financial statements of Hanryu Holdings, and its four wholly owned subsidiaries, HBC, FNS, Hanryu Times, and Marine Island, and majority-owned subsidiary (50.8%), K-Commerce. All significant intercompany transactions and balances have been eliminated in consolidation. Non-controlling interests are measured at their proportionate share of the acquiree’s identifiable net assets at the acquisition date. Changes in the consolidated group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. The ownership of non-controlling interests of K-Commerce, our significant consolidated subsidiary as of June 30, 2023, is 49.2%. The book value of the K-Commerce’s net assets attributable to the Company’s controlling interest is ($252,054), and the book value attributable the non-controlling interests of K-Commerce is ($235,049). The Company’s 50.8% ownership interest in K-Commerce represents the percentage of voting equity interests owned by the Company. No minority-interest holders of K-Commerce controls K-Commerce through contract, lease, or other agreement. |
Foreign Currency | Foreign Currency The Company’s functional currency for all operations is the KRW. The Company’s accounting records are maintained in KRW, and translated into U.S. Dollars at year-end for the purposes of presentation. During the translation process, the year-end closing exchange rate is used for the valuation of all assets and liabilities, historical exchange rate is used to value stockholder’s equity, and the average exchange rate for the year is used for the calculation of the condensed consolidated financial statements. The net impact of the translation into the U.S. Dollar is included in the accumulated other comprehensive income (loss) of the Company’s condensed consolidated balance sheet as of June 30, 2023 and December 31, 2022. During the six months ended June 30, 2023, there was a fluctuation in the exchange rates ranging from KRW 1,219.30/USD $1 to KRW 1,340.20/USD $1. |
Use of Estimates | Use of Estimates The preparation of the Company’s condensed consolidated financial statements and related disclosures in conformity with U.S. Generally Accepted Accounting Principles (“ US GAAP |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the date of purchase to be cash equivalents. The Company maintains its cash in bank deposit accounts which, at times, may exceed the federal insurance limit. |
Accounts Receivable | Accounts Receivable Accounts receivables are recorded at the invoiced amount and do not bear interest. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the condensed consolidated statements of cash flows. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take |
Non-Trade Receivables | Non-Trade Receivables Non-trade receivables are recorded at the invoiced amount and do not bear interest. Amounts collected on non-trade receivables are included in net cash provided by operating activities in the condensed consolidated statements of cash flows. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its non-trade receivables portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and customers’ financial condition in dispute, and the current receivables aging and current payment patterns. The Company reviews its allowance for doubtful accounts quarterly. Past-due balances over 90 days and over a specified amount are reviewed individually for collectability. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company recorded the allowance of $12,492 and $12,941 on the accompanying condensed consolidated balance sheets as of June 30, 2023 and December 31, respectively. The Company does not have any off-balance-sheet credit exposure related to its customers. |
Revenue Recognition | Revenue Recognition The Company generates revenues from (i) FANTOO platform through advertising, and the Company anticipates generating direct sales, and user to user commissions, and (ii) other businesses. Revenue billed or collected in advance will be recorded as deferred revenue until the event occurs or until applicable performance obligations are satisfied. Revenue is recognized when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services. In this regard, revenue is recognized when: (i) the parties to the contract have approved the contract (in writing, orally, or in accordance with other customary business practices) and are committed to perform their respective obligations; (ii) the entity can identify each party’s rights regarding the goods or services to be transferred; (iii) the entity can identify the payment terms for the goods or services to be transferred; (iv) the contract has commercial substance (that is, the risk, timing, or amount of the entity’s future cash flows is expected to change as a result of the contract); and (v) it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Transaction prices are based on the amount of consideration to which we expect to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties, if any. We consider the explicit terms of the revenue contract, which are typically written and executed by the parties, our customary business practices, the nature, timing, and the amount of consideration promised by a customer in connection with determining the transaction price for our revenue arrangements. Refunds and sales returns historically have not been material. For the six months ended June 30, 2023 and the six months ended June 30, 2022, the Company recognized online product sales revenue amounting to $363,462 and $115,822 from its majority-owned subsidiary, K-Commerce. K-Commerce’s revenue is derived primarily through sales on its website and sales of merchandise through other channels. Revenue is derived at the point in time when merchandise is sold and shipped to customers. Merchandise sales are fulfilled with inventory sourced from our owned inventory. Although the Company does not currently have any inventory as of the balance sheet date, the Company, from time to time, may hold products in inventory for an abbreviated amount of time before shipping such inventory and recognizing the corresponding revenue. Revenue is recognized when control of the product passes to the customer, typically at the date of delivery of the merchandise to the customer, or the date a service is provided and is recognized in an amount that reflects the expected consideration to be received in exchange for such goods or services. As such, customer orders are recorded as unearned revenue prior to delivery of products or services ordered. If the Company ships high volumes of packages through multiple carriers, the Company will use estimates to determine which shipments are to be delivered and, therefore, recognized as revenue at the end of the period. Delivery date estimates are based on average shipping transit times, which are calculated using the following factors: (i) the type of shipping carrier (as carriers have different in-transit times); (ii) the fulfilment source; (iii) the delivery destination; and (iv) actual transit time experience, which shows that delivery date is typically one to eight business days from the date of shipment. The Company reviews and updates our estimates on a quarterly basis based on our actual transit time experience. However, actual shipping times may differ from our estimates. Generally, the Company requires authorization from credit card or other payment vendors whose services the Company offers to customers or verification of receipt of payment, before the Company ships products to purchasers. The Company generally receives payments from our customers before our payments to our suppliers are due. The Company does not recognize assets associated with costs to obtain or fulfill a contract with a customer. Shipping and handling is considered a fulfillment activity, as it takes place prior to the customer obtaining control of the merchandise, and fees charged to customers are included in net revenue upon completion of our performance obligations. The Company presents revenue net of sales taxes, discounts, and expected refunds. Merchandise sales contracts include terms that could cause variability in the transaction price for items such as discounts, credits, or sales returns. Accordingly, the transaction price for product sales includes estimates of variable consideration to the extent it is probable that a significant reversal of revenue recognized will not occur. At the time of sale, the Company estimates a sales return liability for the variable consideration based on historical experience, which is recorded within “Accrued Liabilities” in the condensed consolidated balance sheet. The Company records an allowance for returns based on current period revenues and historical returns experience. The Company analyzes actual historical returns, current economic trends and changes in order volume, and acceptance of our products when evaluating the adequacy of the sales returns allowance in any accounting period. The Company evaluates the criteria outlined in the Financial Accounting Standards Board (“ FASB ASC Principal versus Agent Considerations |
Cost of Revenue | Cost of Revenue Cost of revenue is recognized at the time the products or services are delivered to the customers. Cost of revenue includes all direct labor, material, shipping and handling cost and other direct costs such as travel, postage, telecommunication, vehicle charge, printing, and training, and allocated indirect costs related to revenue such as supplies, utilities, office equipment rental, and computers. |
Property and Equipment | Property Plant and Equipment Property plant and equipment are carried at cost (see Note 8). Depreciation expense is provided over the estimated useful lives of the assets using the declining-balance method. A summary of the estimated useful lives is as follows: Classification Estimated Useful Life in Years Vehicles 5 Fixtures 5 Equipment 5 Maintenance and repairs are charged to expense as incurred, while any additions or improvements are capitalized. The Company evaluates property plant and equipment for impairment when facts and circumstances indicate that the carrying values of such assets may not be recoverable. When evaluating for impairment, the Company first compare the carrying value of the asset to the asset’s estimated future undiscounted cash flows. If the estimated undiscounted future cash flows are less than the carrying value of the asset, the Company determines if there is an impairment loss by comparing the carrying value of the asset to the asset’s estimated fair value and recognizes an impairment charge when the asset’s carrying value exceeds its estimated fair value. The fair value of the asset is estimated using a discounted cash flow model based on forecasted future revenues and operating costs, using internal projections. There were no significant property plant and equipment asset impairment charges recorded during the six months ended June 30, 2023, and the year ended December 31, 2022. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company assesses the recoverability of long-lived assets whenever events or changes in circumstances indicate that their carrying value may not be recoverable. If the cost basis of a long-lived asset is greater than the projected future undiscounted net cash flows from such asset, an impairment loss is recognized. Impairment losses are calculated as the difference between the cost basis of an asset and its estimated fair value. |
Goodwill | Goodwill Goodwill represents the excess of costs over fair value of assets of businesses acquired. Goodwill and intangible assets with indefinite lives are not subject to amortization. Instead, the carrying amount of our goodwill and indefinite-lived intangibles is tested for impairment at least annually, in December, and between annual tests if events or significant changes in circumstances indicate that the carrying value may not be recoverable. |
Concentrations of Credit Risk | Concentrations of Credit Risk Cash and cash equivalents are financial instruments that potentially subject the Company to concentrations of credit risk. The Company may maintain deposits in financial institutions in excess of government insured limits. The Company believes that it is not exposed to significant credit risk as its deposits are held at financial institutions that management believes to be of high credit quality and the Company has not experienced any losses on these deposits. The Company is also potentially subject to concentrations of credit risk in its accounts receivable and loans. Credit risk with respect to receivables is limited due to the number of companies comprising the Company’s customer base. Credit risk with respect to loans is limited since they are made principally related to the collaborative activities between the Company and loan holders. Also, there were no significant concentrations in loans of credit risk to any companies and individuals. Although the Company is directly affected by the financial condition of its customers and loan holders, management does not believe significant credit risks exist. Generally, the Company does not require collateral or other securities to support its accounts receivable and loans. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of Company’s financial instruments, consisting of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, debt receivables, debt payables approximate their recorded amounts due to their relatively short settlement terms. |
Fair Value Measurements | Fair Value Measurements The Company applies a three-level valuation hierarchy for fair value measurements. The categorization of assets and liabilities within the valuation hierarchy is based on the lowest level of input that is significant to the measurement of fair value. Level 1 Inputs to the valuation methodology utilize unadjusted quoted market prices in active markets for identical assets and liabilities. Level 2 Inputs to the valuation methodology are other observable inputs, including quoted market prices for similar assets and liabilities, quoted prices for identical and similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. Level 3 Inputs to the valuation methodology are unobservable inputs based on management’s best estimate of the inputs that market participants would use in pricing the asset or liability at the measurement date, including assumptions about risk. A change to the level of an asset or liability within the fair value hierarchy is determined at the end of a reporting period. |
Investments | Investments |
Earning (Loss) Per Share | Earning (Loss) Per Share Basic earning (loss) per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of Common Stock for the applicable period. Diluted earning (loss) per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of Common Stock for the applicable period, including the dilutive effect of Common Stock equivalents. Potentially dilutive Common Stock equivalents primarily consist of warrants issued in connection with financings. For purposes of computing both basic and diluted earning (loss) per share, income or loss shall exclude the income or loss attributable to the non-controlling interest. The Company calculates net loss per share in accordance with FASB ASC Topic 260, Earnings Per Share |
Income Taxes | Income Taxes Deferred income tax assets and liabilities are determined based on differences between the financial statement reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws in effect when the differences are expected to reverse. The measurement of deferred income tax assets is reduced, if necessary, by a valuation allowance for any tax benefits which are not expected to be realized. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in the period that such tax rate changes are enacted. We have determined that all of our deferred tax benefits are not likely to be realized due to our historical and expected future taxable losses. Accordingly, we have maintained a full valuation allowance. The Company applies the provisions of FASB ASC Topic 740-10, Uncertainty in Income Taxes Income taxes on the Company’s taxable income from operating activities are subject to various tax laws and determinations of the authority in the ROK. Regarding taxes payable in the ROK, if a certain portion of taxable income is not used for investments or for increases in wages or dividends, in accordance with the Tax System for Recirculation of Corporate Income, the Company is liable to pay additional income tax calculated based on Korean tax law. The Company assesses uncertainty over a tax treatment. When the Company concludes it is not probable that the taxation authority will accept an uncertain tax treatment, the Company will reflect the effect of uncertainty for each uncertain tax treatment by using either of the following methods, depending on which method the Company expects to better predict the resolution of the uncertainty; ● The most likely amount: The single most likely amount in a range of possible outcomes. ● The expected value: The sum of the probability-weighted amounts in a range of possible outcomes. |
Lease | Lease Under ASC 842, the determination of whether an arrangement is a lease is made at the lease’s inception and a contract is (or contains) a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Control is defined under the standard as having both the right to obtain substantially all of the economic benefits from use of the asset and the right to direct the use of the asset. Management only reassesses its determination if the terms and conditions of the contract are changed. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our balance sheets. Finance leases are included in property, plant and equipment, other current liabilities, and other long-term liabilities in our balance sheets. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company uses the implicit rate when it is readily determinable. Since most of the Company’s leases do not provide an implicit rate, to determine the present value of lease payments, management uses the Company’s incremental borrowing rate based on the information available at lease commencement. Operating lease ROU assets also includes any lease payments made and excludes any lease incentives. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, Debt Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity s Own Equity (Subtopic 815-40) Accounting for Convertible Instruments and Contracts in an Entity s Own Equity ASU 2020-06 As part of its adoption of the new lease accounting standard, the Company also updated accounting policies and procedures, operational processes and documentation practices to enable the preparation of financial information on adoption. Refer to Note 10 Lease for additional disclosures required as a result of the adoption of this new standard. |
Acquisitions | Acquisitions Acquisitions that meet the definition of a business under FASB ASC Topic 805 , Business Combinations ASC 805 Acquisitions that do not meet the definition of a business under ASC 805 are accounted for as an asset acquisition, utilizing a cost accumulation model. Assets acquired and liabilities assumed are recognized at cost, which is the consideration the acquirer transfers to the seller, including direct transaction costs, on the acquisition date. The cost of the acquisition is then allocated to the assets acquired based on their relative fair values. Goodwill is not recognized in an asset acquisition. Direct transaction costs include those third-party costs that can be directly attributable to the asset acquisition and would not have been incurred absent the acquisition transaction. Contingent consideration, representing an obligation of the acquirer to transfer additional assets or equity interests to the seller if future events occur or conditions are met, is recognized when probable and reasonably estimable. Contingent consideration recognized is included in the initial cost of the assets acquired, with subsequent changes in the recorded amount of contingent consideration recognized as an adjustment to the cost basis of the acquired assets. Subsequent changes are allocated to the acquired assets based on their relative fair value. Depreciation and/or amortization of adjusted assets are recognized as a cumulative catch-up adjustment, as if the additional amount of consideration that is no longer contingent had been accrued from the outset of the arrangement. Contingent consideration that is paid to sellers that remain employed by the acquirer and linked to future services is generally considered compensation cost and recorded in the statement of operations in the post-combination period. |
Significant Accounting Polici_2
Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Significant Accounting Policies [Abstract] | |
Schedule of Property and Equipment | Depreciation expense is provided over the estimated useful lives of the assets using the declining-balance method. A summary of the estimated useful lives is as follows: Classification Estimated Useful Life in Years Vehicles 5 Fixtures 5 Equipment 5 |
Short-Term Loan Receivables (Ta
Short-Term Loan Receivables (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Short-Term Loan Receivables [Abstract] | |
Schedule of Short Term Loans | The following table summarizes information with regard to short-term loan receivables outstanding as of June 30, 2023 and December 31, 2022. June 30, December 31, AVAJAR $ — $ 118,362 Marina Entertainment — 473,902 Naeun Kim 76,173 39,454 PRT Korea Co., Ltd. 190,433 — Total short-term Receivables $ 266,606 $ 631,718 |
Prepaid Expenses (Tables)
Prepaid Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expenses [Abstract] | |
Schedule of Summarizes Information with Regard to Prepaid Expenses | The following table summarizes information with regard to prepaid expenses as of June 30, 2023 and December 31, 2022. June 30, December 31, Daeho Construction, Co.,Ltd $ — $ 71,806 Toping, Co.,Ltd 28,407 72,911 Top Eng, Co., Ltd. 1,028,012 157,816 Moka Communications, Co.Ltd 43,354 — Crypto Care, Co., Ltd 43,399 — Asia Model Festival Organization Foundation 78,908 — Others 42,295 54,279 Total prepaid expenses $ 1,225,073 $ 362,311 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property plant and equipment consist of the following: June 30, December 31, 2022 Vehicles $ 242,929 $ 251,650 Fixtures 344,226 241,022 Equipment 731,328 303,882 1,318,393 796,554 Less accumulated depreciation (560,152 ) (408,332 ) Property and equipment, net $ 758,241 $ 388,222 |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments [Abstract] | |
Schedule of Changes in Investments | Changes in investments, for the six months ended June 30, 2023 and the year ended December 31, 2022, are as follows June 30, December 31, Beginning $ — $ 1,695,299 Increase — 635,000 Decrease — (2,275,553 ) Loss on sale of investments — (6,794 ) Translation Adjustment — (47,952 ) Total Investments $ — $ — |
Short-Term Loan Payables (Table
Short-Term Loan Payables (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Short - Term Loan Payable [Abstract] | |
Schedule of Short-Term Loan Payables Outstanding | The following table summarizes information with regard to short-term loan payables outstanding as of June 30, 2023 and December 31, 2022. June 30, December 31, Short-term loan payables from Sungil Jeon maturing in December 2023 $ — $ 165,707 Short-term loan payables from Junwoo Choi maturing in April 2023 38,087 39,454 Short-term loan payables from Minja Nam maturing in November 2023 — 394,540 Short-term loan payables from Gwanmin Park maturing in December 2023 — 7,891 Short-term loan payables from Seorin Partners Co., Ltd maturing in June 2024 76,173 78,908 Short-term loan payables from Taeshin Tax Accounting Corporation maturing in April 2023 and October 2023 — 37,020 Short-term loan payables from Jacob Asset Corporation maturing in May 2024 365,631 — Total short-term loan payables $ 479,891 $ 723,520 |
Short-Term Loan Payables - Re_2
Short-Term Loan Payables - Related Parties (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Short-Term Loan Payables - Related Parties [Abstract] | |
Schedule of Short Term Loan Payables | The following table summarizes information with regard to short-term loan payables from related parties outstanding as of June 30, 2023 and December 31, 2022. Donghoon Park serves as Chief Marketing Officer of Hanryu Holdings and HBC, SiYoung Jang and Munjoong Kang are HBC’s co-founders and shareholders of Hanryu Holdings, and Changhyuk Kang serves as Chief Executive Officers and Director of Hanryu Holdings and HBC. June 30, December 31, Short-term loan payables from Munjoong Kang maturing in February 2024 44,272 149,122 Short-term loan payables from Donghoon Park maturing in April 2023 through January 2024 1,073 28,435 Short-term loan payables from Siyoung Jang maturing in December 2023 38,087 78,908 Short-term loan payables from Changhyuk Kang maturing in October 2023 34,277 67,072 Total short-term loan payables from related parties $ 117,709 $ 323,537 |
Bonds With Warrants (Tables)
Bonds With Warrants (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Bonds With Warrants [Line Items] | |
Schedule of Bonds with Warrant Outstanding | The following table summarizes information with regard to bonds with warrant outstanding as of June 30, 2023 and December 31, 2022 Amount as of December 31, 2019 $ 7,168,768 Issued — Paid in cash (919,118 ) Translation adjustment 459,909 Amount as of December 31, 2020 $ 6,709,559 Issued 8,046,165 Acquired from the RnDeep Merger 5,567,272 Converted to Common Shares (10,748,257 ) Changed to Short-term borrowings (268,241 ) Paid in cash (1,726,228 ) Paid in cryptocurrency (3,724,567 ) Translation adjustment (59,836 ) Amount as of December 31, 2021 $ 3,795,867 Translation adjustment (245,011 ) Amount as of December 31, 2022 $ 3,550,856 Translation adjustment (123,068 ) Amount as of June 30, 2023 $ 3,427,788 |
Schedule of Terms and Conditions of Bonds with Warrants | Terms and conditions of bonds with warrants at the inception are as follows: No. Issue Date Maturity Amount Nominal Interest 11 7/2/2021 7/2/2024 $ 3,427,788 0 % 3 % Total $ 3,427,788 |
Warrant [Member] | |
Bonds With Warrants [Line Items] | |
Schedule of Outstanding Warrants to Purchase the Company’s Common Stock | The following table summarizes information with respect to outstanding warrants to purchase the Company’s Common Stock of the Company, all of which were exercisable, as of June 30, 2023: Exercise Price Number Expiration Date 0 |
Schedule of Fair Value of the Issued Warrants were Determined using the Black Scholes Option Pricing | The fair value of the issued warrants were determined using the Black Scholes option pricing model with the following assumptions: Dividend yield: 0% Volatility 43.36% Risk free rate: 0.08% Expected life: 1 – 2 years Estimated fair value of the Company’s Common Stock $0.47 Dividend yield: 0% Volatility 43.36% Risk free rate: 0.05 – 0.07% Expected life: 0.5 – 3 years Estimated fair value of the Company’s Common Stock $0.47 |
Schedule of Warrant Activity | A summary of the warrant activity for the six months ended June 30, 2023 and the year ended December 31, 2022 is as follows: Shares Weighted- Average Weighted Average Outstanding at December 31, 2019 18,400,000 $ 0.42 1.07 Canceled 16,400,000 0.42 Outstanding at December 31, 2020 2,000,000 $ 0.42 0.88 Issued 13,077,455 0.61 1.43 Acquired 12,066,666 0.64 1.52 Exercised 15,740,000 0.42 Outstanding at December 31, 2021 11,404,121 $ 0.87 1.72 Expired 537,455 0.42 Exercised 3,671,156 0.72 Outstanding at December 31, 2022 7,195,510 $ 0.98 0.58 Expired 1,681,191 0.56 Exercised 5,514,319 1.11 Outstanding at June 30, 2023 — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Measurements [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value | Assets and liabilities measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 are summarized in the table below. June 30, 2023 Level 1 Level 2 Level 3 Total Assets Investments $ — $ — $ — $ — Liabilities Bonds with warrants $ — $ — $ 3,427,788 $ 3,427,788 December 31, 2022 Level 1 Level 2 Level 3 Total Assets Investments $ — $ — $ — $ — Liabilities Bonds with warrants $ — $ — $ 3,550,856 $ 3,550,856 |
Significant Non-Cash Transact_2
Significant Non-Cash Transaction (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Significant Non-Cash Transaction [Abstract] | |
Schedule of Significant Non-Cash Investing and Financing Activities | The company engaged in the following significant non-cash investing and financing activities for the six months ended June 30, 2023 and 2022. June 30, June 31, Offsetting short-term loan payables by exercising warrants to purchase 309,430 common stock (392,976 ) — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Minimum Payments under these Leases for Future Periods | The minimum payments under these leases for future periods are approximately as follows: Year ending December 31, 2023 $ 106,321 Year ending December 31, 2024 35,241 Year ending December 31, 2025 23,416 Year ending December 31, 2026 — $ 164,978 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Short-Term Loan Payables | Short-Term Loan Payables June 30, December 31, Munjoong Kang maturing in February 2024 $ 44,272 $ 149,122 Donghoon Park maturing in April 2023 through January 2024 1,073 28,435 Siyoung Jang maturing in December 2023 38,087 78,908 Changhyuk Kang maturing in October 2023 34,277 67,072 Total 117,709 323,537 |
Schedule of Loan Payables | The following table shows Donghoon Park’s loan payables balance in detail: June 30, December 31, Loan payables maturing in January 25, 2024 and May 24, 2024 $ 1,073 $ — Loan payables maturing in April 28, 2023 — 12,869 Loan payables maturing in August 28, 2023 through December 26, 2023 — 15,566 Total 1,073 28,435 June 30, December 31, Loan payables maturing in October 26, 2023 $ 34,277 $ 35,509 Loan payables maturing in April 4, 2023 — 31,563 Total 34,277 67,072 June 30. December 31, Loan payables maturing in May 12, 2023 through May 30, 2023 $ — $ 99,015 Loan payables maturing in July 29, 2023 through August 7, 2023 — 36,298 Loan payables maturing in October 17, 2023 — 4,340 Loan payables maturing in December 11, 2023 — 9,469 Loan payables maturing in February 26, 2024 — — Loan payables maturing in May 17, 2024 28,055 9,469 Loan payables maturing in May 25, 2024 16,217 — Total 44,272 149,122 |
Nature of Operations and Basi_2
Nature of Operations and Basis of Presentation (Details) | 3 Months Ended | 6 Months Ended | ||||||
Oct. 03, 2021 USD ($) | May 10, 2022 $ / shares shares | Jun. 30, 2021 KRW (₩) ft² | Jun. 30, 2023 USD ($) ft² $ / shares shares | Dec. 31, 2022 $ / shares shares | Oct. 03, 2021 KRW (₩) | Mar. 31, 2021 USD ($) $ / shares shares | Jan. 01, 2021 USD ($) | |
Nature of Operations and Basis of Presentation (Details) [Line Items] | ||||||||
Common stock, share issued (in Shares) | 51,931,261 | 45,416,942 | 4,150,000 | |||||
Common stock per share (in Dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.45 | ||||
Office space (in Square Feet) | ft² | 19,200 | 19,200 | ||||||
Purchase price (in Won) | ₩ | ₩ 3,500,000,000 | |||||||
Common shares issued and outstanding | 100% | 100% | ||||||
Outstanding share percentage | 50.80% | |||||||
Short-term loan | $ 270,530 | ₩ 309,600,000 | $ 107,469 | $ 326,755 | ||||
Voting right percentage | 100% | |||||||
Restricted shares of the company’s common stock (in Shares) | 42,565,786 | |||||||
Warrants outstanding | 100% | |||||||
Restricted shares of common stock (in Shares) | 10,046,666 | |||||||
Equity Method of Investment Ownership Percentage | 100% | |||||||
Stockholders’ deficit (in Dollars) | $ | $ 35,676,293 | |||||||
Working capital (in Dollars) | $ | $ 9,053,139 | |||||||
Changhyuk Kang [Member] | ||||||||
Nature of Operations and Basis of Presentation (Details) [Line Items] | ||||||||
Ownership percentage | 100% |
Significant Accounting Polici_3
Significant Accounting Policies (Details) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2023 KRW (₩) | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Significant Accounting Policies [Line Items] | ||||
Subsidiary owned | 50.80% | 50.80% | ||
Controlling interest | $ 252,054 | |||
Non-controlling interests | $ (235,049) | $ (244,238) | ||
Equity Method of Investment Ownership Percentage | 100% | |||
Allowance | $ 12,492 | $ 12,941 | ||
Majority-owned subsidiary | $ 363,462 | $ 115,822 | ||
K-Commerce [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Ownership percentage | 49.20% | |||
Maximum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Exchange rates | $ 1 | ₩ 1,219.3 | ||
Minimum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Exchange rates | $ 1 | ₩ 1,340.2 | ||
Common Stock [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Equity Method of Investment Ownership Percentage | 50.80% | |||
Customer Concentration Risk [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Allowance | $ 0 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - Schedule of Property and Equipment | Jun. 30, 2023 |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 5 years |
Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 5 years |
Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 5 years |
Short-Term Loan Receivables (De
Short-Term Loan Receivables (Details) | Jun. 30, 2023 |
Short-Term Loan Receivables [Line Items] | |
Interest percentage | 6% |
Short-Term Loan Receivables (_2
Short-Term Loan Receivables (Details) - Schedule of Short Term Loans - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Short-term loans | $ 266,606 | $ 631,718 |
AVAJAR [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Short-term loans | 118,362 | |
Marina Entertainment [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Short-term loans | 473,902 | |
Naeun Kim [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Short-term loans | 76,173 | 39,454 |
PRT Korea Co., Ltd. [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Short-term loans | $ 190,433 |
Prepaid Expenses (Details)
Prepaid Expenses (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Top Eng, Co., Ltd. [Member] | ||
Prepaid Expenses (Details) [Line Items] | ||
Prepaid expenses | $ 1,028,012 | $ 157,816 |
Prepaid Expenses (Details) - Sc
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | $ 1,225,073 | $ 362,311 |
Daeho Construction, Co.,Ltd [Member] | ||
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | 71,806 | |
Toping, Co.,Ltd [Member] | ||
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | 28,407 | 72,911 |
Top Eng, Co., Ltd. [Member] | ||
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | 1,028,012 | 157,816 |
Moka Communications, Co.Ltd [Member] | ||
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | 43,354 | |
Crypto Care, Co., Ltd [Member] | ||
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | 43,399 | |
Asia Model Festival Organization Foundation [Member] | ||
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | 78,908 | |
Others [Member] | ||
Prepaid Expenses (Details) - Schedule of Summarizes Information with Regard to Prepaid Expenses [Line Items] | ||
Total prepaid expenses | $ 42,295 | $ 54,279 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Property Plant And Equipment [Abstract] | ||
Depreciation expense | $ 168,258 | $ 112,293 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details) - Schedule of Property and Equipment - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 1,318,393 | $ 796,554 |
Less accumulated depreciation | (560,152) | (408,332) |
Property and equipment, net | 758,241 | 388,222 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 242,929 | 251,650 |
Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 344,226 | 241,022 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 731,328 | $ 303,882 |
Investments (Details)
Investments (Details) | 6 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||
Dec. 30, 2022 USD ($) | Oct. 04, 2022 USD ($) $ / shares shares | Feb. 11, 2022 USD ($) | Oct. 18, 2021 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2023 KPW (₩) | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | May 26, 2023 USD ($) | May 18, 2023 USD ($) | May 04, 2023 $ / shares | Apr. 18, 2023 USD ($) | Apr. 13, 2023 $ / shares | Mar. 24, 2023 $ / shares | Mar. 08, 2023 $ / shares | Feb. 07, 2023 USD ($) | Jan. 26, 2023 USD ($) | Jan. 11, 2023 USD ($) | Dec. 08, 2022 USD ($) | Oct. 27, 2022 | Aug. 08, 2022 USD ($) | Jul. 27, 2022 USD ($) | Jun. 29, 2022 USD ($) | May 11, 2022 USD ($) | Apr. 29, 2022 USD ($) | Apr. 05, 2022 USD ($) | Mar. 04, 2022 USD ($) | Jan. 28, 2022 USD ($) | Jan. 25, 2022 USD ($) | Nov. 11, 2021 USD ($) | Oct. 27, 2021 USD ($) | Oct. 06, 2021 USD ($) | Oct. 03, 2021 USD ($) | Feb. 21, 2021 USD ($) | Feb. 06, 2021 USD ($) | |
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Total consideration | $ 1,687,052 | ||||||||||||||||||||||||||||||||||
Warrants description | (i) warrants to purchase 666,666 Common Shares of HBC, valued at $873,805; and (ii) distribution of 100,000,000 KDC | ||||||||||||||||||||||||||||||||||
Ownership percentage | 10% | 10% | |||||||||||||||||||||||||||||||||
Cash | $ 696,621 | ||||||||||||||||||||||||||||||||||
Non trade receivable | $ 710,171 | $ 867,987 | |||||||||||||||||||||||||||||||||
Investment balance | $ 1,687,052 | $ 3,162 | $ 6,313 | $ 3,820 | $ 3,820 | $ 18,149 | $ 15,782 | $ 59,055 | $ 168,705 | $ 71,700 | |||||||||||||||||||||||||
Translation adjustment | 122,444 | ||||||||||||||||||||||||||||||||||
Total consideration | $ 635,000 | ||||||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 1.27 | $ 1.27 | $ 0.42 | $ 0.42 | $ 1.27 | ||||||||||||||||||||||||||||||
Purchase of common stock (in Shares) | shares | 500,000 | ||||||||||||||||||||||||||||||||||
Warrant exercise price (in Dollars per share) | $ / shares | $ 1.27 | ||||||||||||||||||||||||||||||||||
Investment balance | 635,000 | ||||||||||||||||||||||||||||||||||
Restructuring Reserve, Translation and Other Adjustment | $ 75,171 | ||||||||||||||||||||||||||||||||||
Rights and assets | $ 2,943,905 | ||||||||||||||||||||||||||||||||||
Investment description | (1) $8,247 to the purchase SMC Shares at a price of $0.87 per share, constituting 24.53% of the issued and outstanding common shares of SMC; and (2) $2,935,658 to SMC Receivable and the Lien, calculated by determining the present value of leasing the Seoul Marina facilities for free over 10 years. Sewang received $2,009,752 in the form of 23,000,000 KDC, and the remaining $934,153 in the form of cash. | (1) $8,247 to the purchase SMC Shares at a price of $0.87 per share, constituting 24.53% of the issued and outstanding common shares of SMC; and (2) $2,935,658 to SMC Receivable and the Lien, calculated by determining the present value of leasing the Seoul Marina facilities for free over 10 years. Sewang received $2,009,752 in the form of 23,000,000 KDC, and the remaining $934,153 in the form of cash. | |||||||||||||||||||||||||||||||||
Cash | 15,401 | $ 139,772 | $ 139,772 | $ 77,222 | $ 195,990 | $ 78,396 | $ 236,724 | $ 164,523 | $ 31,563 | $ 236,724 | $ 315,632 | $ 195,990 | $ 78,396 | ||||||||||||||||||||||
Currency translation adjustment | 8,247 | ||||||||||||||||||||||||||||||||||
Currency adjustments | 679 | ||||||||||||||||||||||||||||||||||
Loss on sale of investment | $ 6,794 | ||||||||||||||||||||||||||||||||||
Lease cost | $ 127,381 | ₩ 300,000,000 | $ 133,789 | ||||||||||||||||||||||||||||||||
Lease years | 8 years | ||||||||||||||||||||||||||||||||||
Percentage of shares issued and outstanding | 100% | ||||||||||||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||||||||||||
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 1.27 | ||||||||||||||||||||||||||||||||||
Purchase of common stock (in Shares) | shares | 500,000 | ||||||||||||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||||||||||||
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Investment balance | $ 59,055 | ||||||||||||||||||||||||||||||||||
Lease cost | $ 0.87 | ||||||||||||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||||||||||||
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Investment balance | $ 312,113 | ||||||||||||||||||||||||||||||||||
Lease cost | $ 0.44 | ||||||||||||||||||||||||||||||||||
Seoul Marina [Member] | |||||||||||||||||||||||||||||||||||
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Lease years | 10 years | ||||||||||||||||||||||||||||||||||
EquityMethodInvestmentOwnershipPercentage [Member] | |||||||||||||||||||||||||||||||||||
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Percentage of shares issued and outstanding | 50% | ||||||||||||||||||||||||||||||||||
Third Party [Member] | |||||||||||||||||||||||||||||||||||
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Cash | $ 774 | ||||||||||||||||||||||||||||||||||
Setopia Bonds [Member] | |||||||||||||||||||||||||||||||||||
Investments (Details) [Line Items] | |||||||||||||||||||||||||||||||||||
Voting interest | 2.06% |
Investments (Details) - Schedul
Investments (Details) - Schedule of Changes in Investments - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Schedule of Changes in Investments [Abstract] | ||
Beginning | $ 1,695,299 | |
Increase | $ 635,000 | |
Decrease (in Dollars per share) | $ (2,275,553) | |
Loss on sale of investments | $ (6,794) | |
Translation Adjustment | (47,952) | |
Total Investments |
Lease (Details)
Lease (Details) | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2023 USD ($) ft² | Jun. 30, 2023 KPW (₩) | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) | Jun. 30, 2021 ft² | |
Lease [Line Items] | ||||||
Office space (in Square Feet) | ft² | 19,200 | 19,200 | ||||
Lease cost | $ 127,381 | ₩ 300,000,000 | $ 133,789 | |||
Present value calculation | 10 years | 10 years | ||||
Annual rent increase | (4.96%) | (4.96%) | ||||
Interest cost | (3.00%) | |||||
Korean bonds percentage | 2.11% | |||||
Exchange rate | 1,188.5 | |||||
Rent amount | $ 2,775,512 | |||||
Amortized rate | 23,000 | |||||
Initially allocated impairment | 2,935,658 | |||||
Impairment lease | $ 158,278 | |||||
Right-of-use-asset | $ 2,010,412 | $ 2,212,754 | ||||
Operating leases | 8 years | |||||
Average discount rate | 3% |
Short-Term Loan Payables (Detai
Short-Term Loan Payables (Details) | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Short - Term Loan Payable [Line Items] | |
Short term loans payable, percent | 18% |
Interest expense | $ 2,616 |
Short-Term Loan Payables (Det_2
Short-Term Loan Payables (Details) - Schedule of Short-Term Loan Payables Outstanding - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | $ 479,891 | $ 723,520 |
Sungil Jeon [Member] | ||
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | 165,707 | |
Junwoo Choi [Member] | ||
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | 38,087 | 39,454 |
Minja Nam [Member] | ||
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | 394,540 | |
Gwanmin Park [Member] | ||
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | 7,891 | |
Seorin Partners Co., Ltd [Member] | ||
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | 76,173 | 78,908 |
Taeshin Tax Accounting Corporation [Member] | ||
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | 37,020 | |
Jacob Asset Corporation [Member] | ||
Schedule of Short-Term Loan Payables Outstanding [Abstract] | ||
Short-term loan payables | $ 365,631 |
Short-Term Loan Payables - Re_3
Short-Term Loan Payables - Related Parties (Details) - Schedule of Short Term Loan Payables - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Related Party Transaction [Line Items] | ||
Short-term loan payables from related parties | $ 117,709 | $ 323,537 |
Munjoong Kang [Member] | ||
Related Party Transaction [Line Items] | ||
Short-term loan payables from related parties | 44,272 | 149,122 |
Donghoon Park [Member] | ||
Related Party Transaction [Line Items] | ||
Short-term loan payables from related parties | 1,073 | 28,435 |
Siyoung Jang [Member] | ||
Related Party Transaction [Line Items] | ||
Short-term loan payables from related parties | 38,087 | 78,908 |
Changhyuk Kang [Member] | ||
Related Party Transaction [Line Items] | ||
Short-term loan payables from related parties | $ 34,277 | $ 67,072 |
Bonds With Warrants (Details)
Bonds With Warrants (Details) - USD ($) | 6 Months Ended | 11 Months Ended | ||||||||||||||||||
Jul. 02, 2021 | Jul. 01, 2021 | May 06, 2020 | Apr. 13, 2020 | Jun. 30, 2023 | Dec. 31, 2021 | May 04, 2023 | Apr. 13, 2023 | Mar. 24, 2023 | Mar. 17, 2023 | Mar. 08, 2023 | Dec. 31, 2022 | Oct. 04, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Apr. 07, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 17, 2020 | Dec. 31, 2019 | |
Bonds with Warrants [Line Items] | ||||||||||||||||||||
Minimum exercise prices (in Dollars per share) | $ 0.42 | |||||||||||||||||||
Maximum exercise prices (in Dollars per share) | $ 1.27 | |||||||||||||||||||
Warrant purchase (in Shares) | 51,931,261 | 45,416,942 | 4,150,000 | |||||||||||||||||
Aggregate purchase | $ 2,586,850 | $ 1,687,906 | ||||||||||||||||||
Warrants and has exercised rights | $ 3,427,788 | $ 3,795,867 | $ 3,550,856 | $ 6,709,559 | $ 7,168,768 | |||||||||||||||
Warrants exercise price (in Dollars per share) | $ 1.27 | $ 0.42 | $ 0.42 | $ 1.27 | $ 1.27 | |||||||||||||||
Warrants (in Shares) | 309,430 | 309,430 | ||||||||||||||||||
Charged to operations financing costs | $ 1,065,018 | $ 691,267 | ||||||||||||||||||
RnDeep Warrants [Member] | ||||||||||||||||||||
Bonds with Warrants [Line Items] | ||||||||||||||||||||
Minimum exercise prices (in Dollars per share) | $ 1.27 | $ 0.42 | $ 0.42 | |||||||||||||||||
Aggregate purchase | $ 3,880,220 | $ 1,687,052 | $ 2,586,850 | |||||||||||||||||
Accrue interest | 3% | 3% | 3% | |||||||||||||||||
HBC [Member] | ||||||||||||||||||||
Bonds with Warrants [Line Items] | ||||||||||||||||||||
Minimum exercise prices (in Dollars per share) | $ 1.27 | $ 0.42 | $ 0.42 | |||||||||||||||||
Aggregate purchase | $ 3,795,867 | $ 1,096,584 | $ 3,153,714 | |||||||||||||||||
Interest at an annual rate | 1% | |||||||||||||||||||
Exercise right amount (in Shares) | 11,420,268 | |||||||||||||||||||
Warrants and has exercised rights | $ 919,118 | |||||||||||||||||||
Aggregate of warrants (in Shares) | 13,077,455 | 12,066,666 | ||||||||||||||||||
Warrants exercise price (in Dollars per share) | $ 1.27 | $ 0.42 | $ 0.42 | |||||||||||||||||
Warrants (in Shares) | 3,000,000 | 10,077,455 | 9,000,000 | |||||||||||||||||
RnDeep [Member] | ||||||||||||||||||||
Bonds with Warrants [Line Items] | ||||||||||||||||||||
Warrants exercise price (in Dollars per share) | $ 1.27 | |||||||||||||||||||
Warrants (in Shares) | 3,666,666 | |||||||||||||||||||
HBC [Member] | ||||||||||||||||||||
Bonds with Warrants [Line Items] | ||||||||||||||||||||
Warrant purchase (in Shares) | 4,150,000 |
Bonds With Warrants (Details) -
Bonds With Warrants (Details) - Schedule of Bonds with Warrant Outstanding - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Bonds with Warrant Outstanding [Abstract] | ||||
Balance at beginning | $ 3,550,856 | $ 3,795,867 | $ 6,709,559 | $ 7,168,768 |
Issued | 8,046,165 | |||
Acquired from the RnDeep Merger | 5,567,272 | |||
Converted to Common Shares | (10,748,257) | |||
Changed to Short-term borrowings | (268,241) | |||
Paid in cryptocurrency | (3,724,567) | |||
Paid in cash | (1,726,228) | (919,118) | ||
Translation adjustment | (123,068) | (245,011) | (59,836) | 459,909 |
Balance at ending | $ 3,427,788 | $ 3,550,856 | $ 3,795,867 | $ 6,709,559 |
Bonds With Warrants (Details)_2
Bonds With Warrants (Details) - Schedule of Terms and Conditions of Bonds with Warrants - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Bonds With Warrants (Details) - Schedule of Terms and Conditions of Bonds with Warrants [Line Items] | |||||
Amount | $ 3,427,788 | $ 3,550,856 | $ 3,795,867 | $ 6,709,559 | $ 7,168,768 |
11 [Member] | |||||
Bonds With Warrants (Details) - Schedule of Terms and Conditions of Bonds with Warrants [Line Items] | |||||
Issue Date | Jul. 02, 2021 | ||||
Maturity | Jul. 02, 2024 | ||||
Amount | $ 3,427,788 | ||||
Nominal Interest Rate | 0% | ||||
Interest Rate of Return | 3% |
Bonds With Warrants (Details)_3
Bonds With Warrants (Details) - Schedule of Outstanding Warrants to Purchase the Company’s Common Stock | Jun. 30, 2023 $ / shares |
Warrant [Member] | |
Schedule of Outstanding Warrants to Purchase the Company’s Common Stock [Abstract] | |
Exercise Price | $ 0 |
Bonds With Warrants (Details)_4
Bonds With Warrants (Details) - Schedule of Fair Value of the Issued Warrants were Determined using the Black Scholes Option Pricing - Warrant [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Fair Value of the Issued Warrants were Determined using the Black Scholes Option Pricing [Abstract] | ||
Dividend yield: | 0% | 0% |
Volatility | 43.36% | 43.36% |
Risk free rate: | 0.08% | |
Estimated fair value of the Company’s Common Stock (in Dollars per share) | $ 0.47 | $ 0.47 |
Minimum [Member] | ||
Schedule of Fair Value of the Issued Warrants were Determined using the Black Scholes Option Pricing [Abstract] | ||
Risk free rate: | 0.05% | |
Expected life: | 1 year | 6 months |
Maximum [Member] | ||
Schedule of Fair Value of the Issued Warrants were Determined using the Black Scholes Option Pricing [Abstract] | ||
Risk free rate: | 0.07% | |
Expected life: | 2 years | 3 years |
Bonds With Warrants (Details)_5
Bonds With Warrants (Details) - Schedule of Warrant Activity - Warrant [Member] - $ / shares | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Warrant Activity [Abstract] | ||||
Shares, Outstanding at beginning | 7,195,510 | 11,404,121 | 2,000,000 | 18,400,000 |
Weighted- Average Exercise Price, Outstanding at beginning (in Dollars per share) | $ 0.98 | $ 0.87 | $ 0.42 | $ 0.42 |
Weighted Average Remaining Contractual Term, Outstanding at beginning | 6 months 29 days | 1 year 8 months 19 days | 10 months 17 days | 1 year 25 days |
Shares, Canceled | 16,400,000 | |||
Weighted- Average Exercise Price, Canceled (in Dollars per share) | $ 0.42 | |||
Shares, Outstanding at ending | 7,195,510 | 11,404,121 | 2,000,000 | |
Weighted- Average Exercise Price, Outstanding at ending (in Dollars per share) | $ 0.98 | $ 0.87 | $ 0.42 | |
Weighted Average Remaining Contractual Term, Outstanding at ending | 6 months 29 days | 1 year 8 months 19 days | 10 months 17 days | |
Shares, Expired | 1,681,191 | 537,455 | ||
Weighted- Average Exercise Price, Expired (in Dollars per share) | $ 0.56 | $ 0.42 | ||
Shares, Issued | 13,077,455 | |||
Weighted- Average Exercise Price, Issued (in Dollars per share) | $ 0.61 | |||
Weighted Average Remaining Contractual Term, Issued | 1 year 5 months 4 days | |||
Shares, Acquired | 12,066,666 | |||
Weighted- Average Exercise Price, Acquired (in Dollars per share) | $ 0.64 | |||
Weighted Average Remaining Contractual Term, Acquired | 1 year 6 months 7 days | |||
Shares, Exercised | 5,514,319 | 3,671,156 | 15,740,000 | |
Weighted- Average Exercise Price, Exercised (in Dollars per share) | $ 1.11 | $ 0.72 | $ 0.42 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Schedule of Assets and Liabilities Measured at Fair Value - Fair Value, Recurring [Member] - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | ||
Bonds with warrants | 3,427,788 | 3,550,856 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | ||
Bonds with warrants | ||
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | ||
Bonds with warrants | ||
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | ||
Bonds with warrants | $ 3,427,788 | $ 3,550,856 |
Significant Non-Cash Transact_3
Significant Non-Cash Transaction (Details) | 6 Months Ended |
Jun. 30, 2023 USD ($) shares | |
Significant Non-Cash Transaction (Details) [Line Items] | |
Short-term loan payable | $ 392,976 |
Decrease in Short-term loan | $ 392,976 |
Common Stock [Member] | |
Significant Non-Cash Transaction (Details) [Line Items] | |
Warrants purchase shares (in Shares) | shares | 309,430 |
Significant Non-Cash Transact_4
Significant Non-Cash Transaction (Details) - Schedule of Significant Non-Cash Investing and Financing Activities - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of significant non-cash investing and financing activities [Abstract] | ||
Offsetting short-term loan payables by exercising warrants to purchase 309,430 common stock | $ (392,976) |
Significant Non-Cash Transact_5
Significant Non-Cash Transaction (Details) - Schedule of Significant Non-Cash Investing and Financing Activities (Parentheticals) - shares | Jun. 30, 2023 | Jun. 30, 2022 |
Schedule of significant non-cash investing and financing activities [Abstract] | ||
Warrants to purchase common stock | 309,430 | 309,430 |
Other Income (Details)
Other Income (Details) | Jun. 30, 2023 USD ($) | Jun. 30, 2023 KRW (₩) | Jun. 30, 2022 USD ($) |
Other Income [Abstract] | |||
Agreement amount (in Won) | ₩ | ₩ 3,000,000 | ||
Extinguishment debt | $ 243,321 | ||
Gain of settlement | $ 243,321 |
Other (Details)
Other (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2023 USD ($) shares | |
Other (Details) [Line Items] | |
Outsatnding balance of KDC (in Shares) | shares | 299,651,320,620 |
Generates sales (in Dollars) | $ 74 |
Sales percentage | 10% |
Percentage of total revenue | 15% |
Percentage of total assets | 20% |
Historic net income | 30% |
Percentage of income | 15% |
KDC Foundation [Member] | Minimum [Member] | |
Other (Details) [Line Items] | |
Generates sales (in Dollars) | $ 37 |
KDC Foundation [Member] | Maximum [Member] | |
Other (Details) [Line Items] | |
Generates sales (in Dollars) | 74 |
KDC Foundation [Member] | |
Other (Details) [Line Items] | |
Generates sales (in Dollars) | $ 37 |
Sales percentage | 15% |
Share Capital (Details)
Share Capital (Details) - USD ($) | 1 Months Ended | 2 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||||
Jun. 26, 2023 | May 31, 2023 | May 26, 2023 | May 04, 2023 | Apr. 13, 2023 | Apr. 12, 2023 | Feb. 23, 2023 | Jan. 19, 2023 | Dec. 08, 2022 | Jan. 24, 2022 | Mar. 31, 2023 | Mar. 24, 2023 | Feb. 28, 2023 | Mar. 08, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 04, 2022 | May 10, 2022 | Dec. 21, 2021 | Mar. 31, 2021 | |
Share Capital (Details) [Line Items] | |||||||||||||||||||||
Authorized capital stock | 110,000,000 | 110,000,000 | |||||||||||||||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | |||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.45 | |||||||||||||||||
Undesignated preferred stock | 10,000,000 | 10,000,000 | |||||||||||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | |||||||||||||||||||
Warrants exercised | $ 299,720 | $ 420,000 | $ 8,400 | $ 1,813,120 | |||||||||||||||||
Warrants exercise price | $ 1.27 | $ 0.42 | $ 0.42 | $ 1.27 | $ 1.27 | ||||||||||||||||
Warrant purchase | 51,931,261 | 45,416,942 | 4,150,000 | ||||||||||||||||||
Aggregate share | 240,000 | 240,000 | |||||||||||||||||||
Price per share | $ 10 | $ 10 | |||||||||||||||||||
Gross proceeds | $ 2,400,000 | $ 2,400,000 | |||||||||||||||||||
Aggregate amount | $ 2,317 | $ 772 | $ 15,444 | $ 13,061 | $ 31,358 | $ 19,227 | $ 344,560 | $ 2,400,000 | $ 2,400,000 | $ 331,479 | |||||||||||
Aggregate shares amount | 760,000 | ||||||||||||||||||||
Gross proceeds amount | $ 7,600,000 | ||||||||||||||||||||
Common stock, share issued | 295,000 | ||||||||||||||||||||
Common stock vote | one | ||||||||||||||||||||
Private Placement [Member] | |||||||||||||||||||||
Share Capital (Details) [Line Items] | |||||||||||||||||||||
Price per share | $ 10 | ||||||||||||||||||||
Warrant [Member] | |||||||||||||||||||||
Share Capital (Details) [Line Items] | |||||||||||||||||||||
Warrant purchase | 236,000 | 1,000,000 | 20,000 | 1,427,653 | |||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||
Share Capital (Details) [Line Items] | |||||||||||||||||||||
Warrants exercised | $ 3,594,946 | ||||||||||||||||||||
Warrants exercise price | $ 1.27 | ||||||||||||||||||||
Warrant purchase | 2,830,666 | ||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||
Share Capital (Details) [Line Items] | |||||||||||||||||||||
Price per share | $ 10 | $ 10 | |||||||||||||||||||
Minimum [Member] | Warrant [Member] | |||||||||||||||||||||
Share Capital (Details) [Line Items] | |||||||||||||||||||||
Common stock, share issued | 45,416,942 | ||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||
Share Capital (Details) [Line Items] | |||||||||||||||||||||
Price per share | $ 10 | $ 10 | |||||||||||||||||||
Common stock, share issued | 51,931,261 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Other assets | $ 115,048 | $ 118,362 |
lease agreement of deposite amount | 113,023 | $ 116,279 |
Leases expense | $ 72,849 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of Minimum Payments under these Leases for Future Periods | Jun. 30, 2023 USD ($) |
Schedule of minimum payments under these leases for future periods [Abstract] | |
Year ending December 31, 2023 | $ 106,321 |
Year ending December 31, 2024 | 35,241 |
Year ending December 31, 2025 | 23,416 |
Year ending December 31, 2026 | |
Total term lease | $ 164,978 |
Related Party Transactions (Det
Related Party Transactions (Details) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||
Jun. 26, 2023 USD ($) | May 26, 2023 USD ($) | Apr. 12, 2023 USD ($) | Mar. 23, 2023 USD ($) | Feb. 23, 2023 USD ($) | Jan. 26, 2023 USD ($) | Jan. 19, 2023 USD ($) | Jan. 13, 2023 USD ($) | Dec. 08, 2022 USD ($) | Aug. 08, 2022 USD ($) | Jul. 27, 2022 USD ($) | Apr. 05, 2022 USD ($) | Jan. 28, 2022 USD ($) | Jan. 24, 2022 USD ($) | Dec. 20, 2021 USD ($) | Dec. 14, 2021 USD ($) | Dec. 13, 2021 USD ($) | Dec. 08, 2021 USD ($) | Nov. 15, 2021 USD ($) | Nov. 11, 2021 USD ($) | Oct. 27, 2021 USD ($) | Oct. 06, 2021 USD ($) | Oct. 03, 2021 USD ($) | Jul. 01, 2021 USD ($) $ / shares | Mar. 31, 2023 USD ($) $ / shares | Feb. 28, 2023 USD ($) $ / shares | Apr. 29, 2022 USD ($) | Mar. 31, 2021 USD ($) | Dec. 27, 2022 USD ($) | Jun. 30, 2023 USD ($) shares | Dec. 31, 2021 USD ($) | Jun. 22, 2023 USD ($) | May 18, 2023 USD ($) | Apr. 18, 2023 USD ($) | Apr. 10, 2023 USD ($) | Feb. 27, 2023 USD ($) | Feb. 07, 2023 USD ($) | Feb. 06, 2023 USD ($) | Jan. 11, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 30, 2022 USD ($) | Dec. 14, 2022 USD ($) | Aug. 16, 2022 USD ($) | Jun. 29, 2022 USD ($) | May 11, 2022 USD ($) | Mar. 04, 2022 USD ($) | Feb. 15, 2022 USD ($) | Jan. 25, 2022 USD ($) | Dec. 21, 2021 USD ($) shares | Oct. 03, 2021 KRW (₩) | Feb. 21, 2021 USD ($) | Feb. 06, 2021 USD ($) | Jan. 01, 2021 USD ($) | |
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Short term borrowings amount | $ 139,772 | $ 382,268 | $ 342,474 | $ 3,374 | $ 3,374 | $ 84,352 | $ 124,420 | $ 506,116 | $ 15,566 | $ 124,408 | $ 139,772 | $ 77,222 | $ 342,474 | $ 195,990 | $ 78,396 | $ 164,523 | $ 236,724 | $ 15,782 | $ 315,632 | $ 124,420 | |||||||||||||||||||||||||||||||||
Cash amount received | $ 772 | $ 6,313 | $ 84,352 | $ 25,306 | $ 168,705 | $ 71,700 | $ 18,149 | ||||||||||||||||||||||||||||||||||||||||||||||
Maturity date | May 24, 2024 | Jan. 25, 2024 | Jan. 12, 2024 | Dec. 07, 2023 | Aug. 07, 2023 | Jul. 26, 2023 | Apr. 04, 2023 | Jan. 27, 2023 | Nov. 14, 2022 | Sep. 28, 2022 | Oct. 26, 2021 | Oct. 05, 2022 | Sep. 09, 2022 | Jul. 01, 2024 | Apr. 28, 2023 | May 29, 2022 | Aug. 28, 2023 | ||||||||||||||||||||||||||||||||||||
Aggregate principal amount | $ 3,162 | $ 6,313 | $ 3,820 | $ 3,820 | $ 15,782 | $ 59,055 | $ 168,705 | $ 71,700 | $ 18,149 | $ 1,687,052 | |||||||||||||||||||||||||||||||||||||||||||
Aggregate amount | $ 2,317 | $ 772 | $ 15,444 | $ 13,061 | $ 31,358 | $ 19,227 | $ 344,560 | $ 2,400,000 | $ 2,400,000 | $ 331,479 | |||||||||||||||||||||||||||||||||||||||||||
Cash repaid | $ 15,782 | $ 6,313 | $ 3,820 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Non-trade payable | $ 3,162 | $ 3,162 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Warrants amount | $ 590,468 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Warrants exercise price (in Dollars per share) | $ / shares | $ 0.42 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Principal amount | $ 31,563 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Cash | $ 139,772 | $ 31,563 | $ 139,772 | $ 77,222 | $ 195,990 | $ 78,396 | $ 15,401 | $ 236,724 | $ 164,523 | $ 236,724 | $ 315,632 | $ 195,990 | $ 78,396 | ||||||||||||||||||||||||||||||||||||||||
Short term borrowing | $ 270,530 | $ 107,469 | ₩ 309,600,000 | $ 326,755 | |||||||||||||||||||||||||||||||||||||||||||||||||
Offset against | 486,366 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt obligations | $ 200,905 | $ 1,518,347 | $ 337,410 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Shares issued (in Shares) | shares | 295,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Repaid principal amount | $ 77,272 | $ 77,272 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Outstanding balance | $ 3,198 | $ 149,122 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Borrowing amount | $ 233,146 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercise price (in Dollars per share) | $ / shares | $ 10 | $ 10 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Aggregate principal amount | 312,113 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Shares issued (in Shares) | shares | 51,931,261 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercise price (in Dollars per share) | $ / shares | $ 10 | $ 10 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Aggregate principal amount | 59,055 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Changhyuk Kang [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Short term borrowings amount | $ 130,746 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Donghoon Park [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercise price (in Dollars per share) | $ / shares | $ 0.42 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Siyoung Jang [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Short term borrowings amount | $ 40,821 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Maturity date | Dec. 07, 2023 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Mr. Park [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Aggregate principal amount | $ 3,162 | 312,113 | $ 15,566 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Mr. Park [Member] | Donghoon Park [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Aggregate principal amount | $ 253,058 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Donghoon Park [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Maturity date | Sep. 28, 2022 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Outstanding amount | 474 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Changhyuk Kang [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Maturity date | Jul. 01, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 1,437 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Dongwook Lee [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Short term borrowing | 2,783,636 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Munjoong Kang [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Short term borrowings amount | 12,653 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Short term borrowing | 1,114 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Mr. Kang Munjoong [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Offset against | 45,956 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Ms. Siyoung Jang [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Offset against | $ 440,410 |
Related Party Transactions (D_2
Related Party Transactions (Details) - Schedule of Short-Term Loan Payables - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Related Party Transaction [Line Items] | ||
Short-Term Loan Payables | $ 117,709 | $ 323,537 |
Munjoong Kang maturing in February 2024 [Member] | ||
Related Party Transaction [Line Items] | ||
Short-Term Loan Payables | 44,272 | 149,122 |
Donghoon Park maturing in April 2023 through January 2024 [Member] | ||
Related Party Transaction [Line Items] | ||
Short-Term Loan Payables | 1,073 | 28,435 |
Siyoung Jang maturing in December 2023 [Member] | ||
Related Party Transaction [Line Items] | ||
Short-Term Loan Payables | 38,087 | 78,908 |
Changhyuk Kang maturing in October 2023 [Member] | ||
Related Party Transaction [Line Items] | ||
Short-Term Loan Payables | $ 34,277 | $ 67,072 |
Related Party Transactions (D_3
Related Party Transactions (Details) - Schedule of Loan Payables - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Donghoon Park’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | $ 1,073 | $ 28,435 |
Changhyuk Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 34,277 | 67,072 |
Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 44,272 | 149,122 |
Loan payables maturing in January 25, 2024 and May 24, 2024 [Member] | Donghoon Park’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 1,073 | |
Loan payables maturing in April 28, 2023 [Member] | Donghoon Park’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 12,869 | |
Loan payables maturing in August 28, 2023 through December 26, 2023 [Member] | Donghoon Park’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 15,566 | |
Loan payables maturing in October 26, 2023 [Member] | Changhyuk Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 34,277 | 35,509 |
Loan payables maturing in April 4, 2023 [Member] | Changhyuk Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 31,563 | |
Loan payables maturing in May 12, 2023 through May 30, 2023 [Member] | Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 99,015 | |
Loan payables maturing in July 29, 2023 through August 7, 2023 [Member] | Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 36,298 | |
Loan payables maturing in October 17, 2023 [Member] | Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 4,340 | |
Loan payables maturing in December 11, 2023 [Member] | Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 9,469 | |
Loan payables maturing in February 26, 2024 [Member] | Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | ||
Loan payables maturing in May 17, 2024 [Member] | Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | 28,055 | 9,469 |
Loan payables maturing in May 25, 2024 [Member] | Munjoong Kang’s [Member] | ||
Related Party Transactions (Details) - Schedule of Loan Payables [Line Items] | ||
Loan payables | $ 16,217 |