RELATED PARTY TRANSACTIONS | NOTE 9 RELATED PARTY TRANSACTIONS Mr. Kang is the Company’s Chairman and Chief Executive Officer. Ever-Glory Enterprises (HK) Ltd. (Ever-Glory Enterprises) is the Company’s major shareholder. Mr. Xiaodong Yan was Ever-Glory Enterprises’ sole shareholder and sole director. Mr. Huake Kang, Mr. Kang’s son, acquired 83% interest of Ever-Glory Enterprises and became its sole director in 2014. All transactions associated with the following companies controlled by Mr. Kang or his son are considered to be related party transactions, and it is possible that the terms of these transactions may not be the same as those that would result from transactions between unrelated parties. All related party outstanding balances are short-tem in nature and are expected to be settled in cash. Other income from Related Parties JiangsuWubijia trading company limited (“JiangsuWubijia”) is an entity engaged in high-grade home goods sales and is controlled by Mr. Kang. JiangsuWubijia has sold their home goods on consignment in some Company’s retail stores since the third quarter of 2014. During three months ended September 30, 2014, the Company received other income $11,175 from the customers and paid $8,965 to Wubijia through the consignment, respectively. During the three and nine months ended September 30, 2015, the Company received other income $14,065 and $23,851 from the customers and paid $11,283 and $20,383 to Wubijia through the consignment, respectively. The net profit of $2,782 and $3,468 was recorded as other income during three and nine months ended September 30, 2015, respectively. Nanjing Knitting company limited (“Nanjing Knitting”) is an entity engaged in knitted fabric products and knitting underwear sales and is controlled by Mr. Kang. Nanjing Knitting has sold their knitting underwear on consignment in some Company’s retail stores since the third quarter of 2015. During the three months ended September 30, 2015, the Company received other income $52,945 from the customers and paid $42,770 to Nanjing Knitting through the consignment, respectively. The net profit of $10,175 was recorded as other income during three months ended September 30, 2015. Other expenses due to Related Parties Included in other expenses for the three and nine months ended September 30, 2015 and 2014 are rent costs due to entities controlled by Mr. Kang under operating lease agreements as follows: Three months ended Nine months ended September 30, September 30, 2015 2014 2015 2014 Jiangsu Ever-Glory $ 12,505 $ 12,717 $ 38,080 $ 38,277 Chuzhou huarui 181,913 - 181,913 - Kunshan Enjin 11,902 10,465 36,244 31,525 Total $ 206,320 $ 23,182 $ 256,237 $ 69,802 The Company leases Jiangsu Ever-Glory's factory as the factory is in a location where there is a good supply of experienced workers. The Company leases Chuzhou huarui and Kunshan Enjin's warehouse space because the location is convenient for transportation and distribution. Purchases from, and Sub-contracts with Related Parties For the three and nine months ended September 30, 2015 and 2014, the Company purchased raw materials of $70,925, $756,768, $730,413, $1,614,483, respectively, from Nanjing Knitting. In addition, the Company provided raw materials to the sub-contractors and was charged a fixed fee for labor provided by the sub-contractors. Sub-contracts with related parties included in cost of sales for the three and nine months ended September 30, 2015 and 2014 are as follows: Three Months Ended Nine Months Ended 2015 2014 2015 2014 Chuzhou huarui $ 785,980 $ - $ 3,278,891 $ - Fengyang huarui 513,826 - 1,249,661 - Nanjing Ever-Kyowa 227,376 405,957 813,959 1,267,927 Ever-Glory Vietnam 2,366,881 2,370,471 7,254,631 7,335,355 Ever-Glory Cambodia 1,189,563 1,628,047 1,561,624 4,585,237 EsCeLav 20,357 - 22,366 - Shanghai Weiwen - 102,462 - 1,605,247 Shanghai Sea to Sky - 161,369 258,741 539,162 Jiangsu Ever-Glory 35,260 23,962 61,171 49,246 $ 5,139,243 $ 4,692,268 $ 14,501,044 $ 15,382,174 Accounts Payable – Related Parties Accounts payable to related parties at September 30, 2015 and December 31, 2014 are as follows: September 30, 2015 December 31, Fengyang huarui $ - 622,060 Ever-Glory Vietnam 477,682 1,883,556 Nanjing Ever-Kyowa 454,835 479,032 Chuzhou huarui 368,424 414,583 Nanjing Knitting - 199,766 JiangsuWubijia 8,798 5,460 EsCeLav 6,998 - Ever-Glory Cambodia 230,606 291,121 Total $ 1,547,343 $ 3,895,578 Amounts Due From Related Parties The amounts due from related parties at September 30, 2015 and December 31, 2014 are as follows: September 30, 2015 December 31, 2014 Nanjing Eight-One-Five Hi-tech (M&E) Co., Ltd. $ - $ 20,558 Fengyang huarui 106,952 - Sea to sky - 48,750 Nanjing Knitting 88,613 - Jiangsu Ever-Glory 177,567 1,582,679 Total $ 373,132 $ 1,651,987 The Company had prepaid $88,613 and $106,952 to the sub-contractors, Nanjing Knitting and Fengyang huarui, respectively, for the next period’s subcontracting fees. Jiangsu Ever-Glory is an entity engaged in importing/exporting, apparel-manufacture, real-estate development, car sales and other activities. Jiangsu Ever-Glory is controlled by Mr. Kang. During nine months ended September 30, 2015 and 2014, the Company and Jiangsu Ever-Glory purchased raw materials on behalf of each other in order to obtain cheaper purchase prices. The Company purchased raw materials on Jiangsu Ever-Glory’s behalf and sold to Jiangsu Ever-Glory at cost for $3.9 million and $1.1 million during the nine month period ended September 30, 2015 and 2014, respectively. Jiangsu Ever-Glory purchased raw materials on the Company’s behalf and sold to the Company at cost for $61,171 and $19,221 during the nine months ended September 30, 2015 and 2014, respectively. Amounts Due From Related Party under Counter Guarantee Agreement In March 2012, in consideration of the guarantees and collateral provided by Jiangsu Ever-Glory and Nanjing Knitting, the Company agreed to provide Jiangsu Ever-Glory a counter guarantee in the form of cash of not less than 70% of the maximum aggregate lines of credit obtained by the Company. Jiangsu Ever-Glory is obligated to return the full amount of the counter-guarantee funds provided upon expiration or termination of the underlying lines of credit and is to pay annual interest at the rate of 6.0% of amounts provided. As of September 30, 2015 and December 31, 2014, Jiangsu Ever-Glory has provided guarantees for approximately $53.19 million (RMB 339 million) and $40.62 million (RMB 250 million) of lines of credit obtained by the Company. Jiangsu Ever-Glory and Nanjing Knitting have also provided their assets as collateral for certain of these lines of credit. The value of the collateral, as per appraisals obtained by the banks in connection with these lines of credit is approximately $23.3 million (RMB 148 million) and $22.3 million (RMB 136 million) as of September 30, 2015 and December 31, 2014. Mr. Kang has also provided a personal guarantee for $37.5 million (RMB 239 million). At December 31, 2014, $17.36 million (RMB 107 million) was outstanding due from Jiangsu Ever-Glory under the counter guarantee agreement. During the nine months ended September 30, 2015, an additional US$3.01 million (RMB19.2 million) was provided to and repayment of $2.35 million (RMB 15 million) was received from Jiangsu Ever-Glory under the counter-guarantee. As of September 30, 2015, the amount of the counter-guarantee was $17.4 million (RMB 111.0 million) (the difference represents currency exchange adjustment of $0.62 million), which was 32.8% of the aggregate amount of lines of credit. This amount plus accrued interest of $2.72 million have been classified as a reduction of equity, consistent with the guidance of SEC Staff Accounting Bulletins 4E and 4G. At September 30, 2015 and December 31, 2014, the amount classified as a reduction of equity was $20.15 million and $19.42 million, respectively. Interest of 0.5% is charged on net amounts due from Jiangsu Ever-Glory at each month end. From April 1, 2015, interest rate change to 0.41% as the bank benchmark interest rate decreased. Interest income for the three and nine months ended September 30, 2015 and 2014 was approximately $0.2 million, $0.7 million, $0.3 million and $0.9 million, respectively. |