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EX-32.1 - CERTIFICATION - FLURIDA GROUP INCflug_ex321.htm
EX-31.1 - CERTIFICATION - FLURIDA GROUP INCflug_ex311.htm
EX-31.2 - CERTIFICATION - FLURIDA GROUP INCflug_ex312.htm
EX-32.2 - CERTIFICATION - FLURIDA GROUP INCflug_ex322.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

x

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 

 

For the quarterly period ended: June 30, 2015

 

¨

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT 

 

For the transition period from _______ to _______ 

 

Commission file number 333-151200

 

FLURIDA GROUP, INC.

(Exact name of registrant as specified in its charter) 

 

Nevada

3469

26-0688130

(State or other jurisdiction of 

incorporation or organization) 

(Primary Standard Industrial 

 Classification Code Number) 

(IRS I.D.) 

 

45-D Butterfield Circle

El Paso, TX

79906

(Address of principal executive offices) 

(Zip Code) 

 

Issuer’s telephone number: (310) 513-0888

 

N/A

(Former name, former address and former three months, if changed since last report) 

 

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. 

 

Large accelerated filer 

¨

Accelerated filer 

¨

Non-accelerated filer 

¨

Smaller Reporting Company 

x

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

 

As of August 13, 2015 there were 39,290,827 shares issued and outstanding of the registrant’s common stock. 

 

 

 

TABLE OF CONTENTS

 

PART I — FINANCIAL INFORMATION

Item 1. 

Financial Statements 

3

Item 2. 

Management’s Discussion and Analysis or Plan of Operation. 

26

Item 3. 

Quantitative and Qualitative Disclosure about Market Risk 

37

Item 4. 

Controls and Procedures. 

37

PART II — OTHER INFORMATION

Item 1. 

Legal Proceedings. 

38

Item 2. 

Unregistered Sales of Equity Securities and Use of Proceeds. 

38

Item 3. 

Defaults Upon Senior Securities 

38

Item 4. 

Mine Safety Disclosures. 

38

Item 5. 

Other Information. 

38

Item 6. 

Exhibits. 

39

 

 
2
 

 

PART I — FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

FLURIDA GROUP, INC.

 

Financial Statements

(Unaudited)

 

As of June 30, 2015 and 2014

 

 

 3

 

 

Table of Contents 

 

Consolidated Balance Sheets 

 

 

5

 

  

Consolidated Statement of Operation 

 

 

6

 

   

 

 

 

 

Consolidated Shareholders Equity 

 

 

7

 

  

Consolidated Statement of Cash Flows

 

 

8

 

    

 

 

 

 

Notes to Unaudited Consolidated Financial Statements

 

 

9

 

 

 

 4

 

 

FLURIDA GROUP, INC.

CONSOLIDATED BALANCE SHEETS

 

   

 

June 30

 

 

December 31

 

   

 

2015

 

 

2014

 

ASSETS

 

 

 

 

 

 

Current assets: 

 

 

 

 

 

 

Cash and cash equivalents 

 

$ 9,044,528

 

 

$ 1,825,148

 

Accounts receivable, net 

 

 

6,449,190

 

 

 

3,055,270

 

Inventory 

 

 

680,807

 

 

 

8,167,484

 

Short term Investment 

 

 

-

 

 

 

2,618,000

 

Total Current Assets 

 

$ 16,174,525

 

 

$ 15,665,902

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment, net 

 

$ 68,796

 

 

$ 78,319

 

 

 

 

 

 

 

 

 

 

Other assets: 

 

 

 

 

 

 

 

 

Security deposit 

 

 

6,264

 

 

 

6,264

 

Total Other Assets 

 

$ 6,264

 

 

$ 6,264

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS

 

$ 16,249,585

 

 

$ 15,750,485

 

LIABILITIES & EQUITY

 

 

 

 

 

 

 

 

Current liabilities: 

 

 

 

 

 

 

 

 

Account payable 

 

$ 11,472,933

 

 

$ 11,256,059

 

Income taxes payable 

 

 

328,813

 

 

 

177,998

 

Unearned revenue 

 

 

252,992

 

 

 

303,071

 

Total current liabilities 

 

$ 12,054,738

 

 

$ 11,737,128

 

 

 

 

 

 

 

 

 

 

Other Current Liabilities: 

 

 

 

 

 

 

 

 

Loan from the Bank 

 

$ -

 

 

$ 800,000

 

Other payable 

 

 

300,000

 

 

 

300,000

 

Total Other Current Liabilities 

 

$ 300,000

 

 

$ 1,100,000

 

 

 

 

 

 

 

 

 

 

Total Liabilities 

 

$ 12,354,738

 

 

$ 12,837,128

 

 

 

 

 

 

 

 

 

 

Stockholders' Equity: 

 

 

 

 

 

 

 

 

Common stock, $0.001 par value; 200,000,000 shares authorized; 39,290,827 shares issued and outstanding. 

 

$ 39,291

 

 

$ 39,291

 

Paid-in capital 

 

 

1,251,313

 

 

 

1,251,313

 

Retained earnings 

 

 

2,845,024

 

 

 

1,482,938

 

Accumulated other comprehensive Income (loss) 

 

 

(240,781 )

 

 

139,815

 

 

 

 

 

 

 

 

 

 

Total stockholders' equity 

 

$ 3,894,847

 

 

$ 2,913,357

 

TOTAL LIABILITIES & EQUITY

 

$ 16,249,585

 

 

$ 15,750,485

 

 

 

 5

 

 

FLURIDA GROUP, INC.

CONSOLIDATED STATEMENT OF OPERATION

 

 

 

Six Months Ended

 

 

Three Months Ended

 

   

 

June 30, 2015

 

 

June 30, 2014

 

 

June 30, 2015

 

 

June 30, 2014

 

   

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

Revenues: 

 

$ 36,566,635

 

 

$ 15,860,844

 

 

$ 19,165,331

 

 

$ 8,105,392

 

Cost of Goods Sold 

 

$ 33,553,937

 

 

$ 14,530,397

 

 

$ 17,625,388

 

 

$ 7,441,980

 

Gross Profit 

 

$ 3,012,698

 

 

$ 1,330,447

 

 

$ 1,539,943

 

 

$ 663,412

 

Operating expenses: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development 

 

 

125,479

 

 

 

19,658

 

 

 

81,251

 

 

 

8,061

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses 

 

 

1,000,678

 

 

 

679,788

 

 

 

556,944

 

 

 

373,790

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization expenses 

 

 

16,357

 

 

 

15,842

 

 

 

8,120

 

 

 

8,137

 

Total Operating Expenses 

 

$ 1,142,514

 

 

$ 715,288

 

 

$ 646,315

 

 

$ 389,988

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income 

 

$ 1,870,184

 

 

$ 615,159

 

 

$ 893,628

 

 

$ 273,424

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment income, net 

 

$ 3,005

 

 

$ 44

 

 

$ 3,000

 

 

$ 18

 

Interest expense, net 

 

 

9,488

 

 

 

28,666

 

 

 

3,000

 

 

 

7,556

 

Income before taxes 

 

$ 1,863,701

 

 

$ 586,537

 

 

$ 893,628

 

 

$ 265,886

 

Income tax expense 

 

 

501,615

 

 

 

230,767

 

 

 

280,150

 

 

 

100,937

 

Net income 

 

$ 1,362,086

 

 

$ 355,770

 

 

$ 613,478

 

 

$ 164,949

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income per common share-Basics 

 

$ 0.04

 

 

$ 0.01

 

 

$ 0.02

 

 

$ 0.00

 

Net Income per common share-Diluted 

 

$ 0.04

 

 

$ 0.01

 

 

$ 0.02

 

 

$ 0.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive Income (Loss), net of tax: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments 

 

 

(380,596 )

 

 

(801 )

 

 

(4,665 )

 

 

(6,256 )

Total other comprehensive Income (Loss) 

 

$ (380,596 )

 

$ (801 )

 

$ (4,665 )

 

$ (6,256 )

Comprehensive Income (Loss) 

 

$ 981,490

 

 

$ 354,969

 

 

$ 608,813

 

 

$ 158,693

 

 

 

 6

 

 

FLURIDA GROUP, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY

FOR THE PERIOD ENDED June 30, 2015 

 

   

 

 

 

 

 

 

 

Additional 

 

 

 

 

 

Accumulated Other 

 

 

Total 

 

 

 

Common Stock 

 

 

Paid-in 

 

 

Retained 

 

 

Comprehensive 

 

 

Stockholders' 

 

   

 

Shares 

 

 

Amount 

 

 

Capital 

 

 

Earnings 

 

 

Income (Loss) 

 

 

Equity 

 

Balance, December 31, 2006 

 

 

 

 

 

 

 

 

 

 

$ (1,500 )

 

 

 

 

$ (1,500 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2007 

 

 

27,291,760

 

 

$ 27,292

 

 

$ 63,406

 

 

$ (20,619 )

 

$ (126 )

 

$ 69,953

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2008 

 

 

38,990,827

 

 

$ 38,991

 

 

$ 1,221,613

 

 

$ (214,698 )

 

$ 29,471

 

 

$ 1,075,377

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2009 

 

 

38,990,827

 

 

$ 38,991

 

 

$ 1,221,613

 

 

$ (23,633 )

 

$ 48,979

 

 

$ 1,285,950

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2010 

 

 

38,990,827

 

 

$ 38,991

 

 

$ 1,221,613

 

 

$ 187,572

 

 

$ 5,523

 

 

$ 1,453,699

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2011 

 

 

38,990,827

 

 

$ 38,991

 

 

$ 1,221,613

 

 

$ 388,073

 

 

$ 11,065

 

 

$ 1,659,742

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issuance of common stocks to Williams @ 0.10 per share on November 1, 2012 

 

 

300,000

 

 

$ 300

 

 

$ 29,700

 

 

 

 

 

 

 

 

 

 

$ 30,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustment for Exchange rate changes 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ (11,242 )

 

$ (11,242 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income for the year ended December 31, 2012 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 155,091

 

 

 

 

 

 

$ 155,091

 

Balance, December 31, 2012 

 

 

39,290,827

 

 

$ 39,291

 

 

$ 1,251,313

 

 

$ 543,164

 

 

$ (177 )

 

$ 1,833,591

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustment for Exchange rate changes 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 50,425

 

 

$ 50,425

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income for the year ended December 31, 2013 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 328,177

 

 

 

 

 

 

$ 328,177

 

Balance, December 31, 2013 

 

 

39,290,827

 

 

$ 39,291

 

 

$ 1,251,313

 

 

$ 871,341

 

 

$ 50,248

 

 

$ 2,212,193

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustment for Exchange rate changes 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 89,567

 

 

$ 89,567

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income for the year ended December 31, 2014 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 611,597

 

 

 

 

 

 

$ 611,597

 

Balance, December 31, 2014 

 

 

39,290,827

 

 

$ 39,291

 

 

$ 1,251,313

 

 

$ 1,482,938

 

 

$ 139,815

 

 

$ 2,913,357

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustment for Exchange rate changes 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ (380,596 )

 

$ (380,596 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income for the period ended June 30, 2015 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 1,362,086

 

 

 

 

 

 

$ 1,362,086

 

Balance, June 30, 2015 

 

 

39,290,827

 

 

$ 39,291

 

 

$ 1,251,313

 

 

$ 2,845,024

 

 

$ (240,781 )

 

$ 3,894,847

 

 

 

 7

 

 

FLURIDA GROUP, INC.

CONSOLIDATED STATEMENT OF CASH FLOWS

 

 

 

Six Months Ended

 

 

Three Months Ended

 

   

 

June 30,

2015

 

 

June 30,

2014

 

 

June 30,

2015

 

 

June 30,

2014

 

Operating Activities:

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

Net Income 

 

$ 1,362,086

 

 

$ 355,770

 

 

$ 613,478

 

 

$ 164,949

 

Adjustments to reconcile net income to net cash provided by operating activities: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation expense 

 

 

16,357

 

 

 

15,842

 

 

 

8,120

 

 

 

8,137

 

Inventory 

 

 

7,486,677

 

 

 

(1,906,781 )

 

 

3,708,282

 

 

 

(2,025,977 )

Account receivable 

 

 

(3,393,920 )

 

 

(397,034 )

 

 

1,420,463

 

 

 

178,282

 

Unearned revenue 

 

 

(50,079 )

 

 

138,835

 

 

 

9,750

 

 

 

74,037

 

Decrease in other Payable 

 

 

-

 

 

 

(75,000 )

 

 

-

 

 

 

-

 

Decrease in income tax payable 

 

 

150,815

 

 

 

(36,307 )

 

 

79,350

 

 

 

(30,337 )

Increase in account payable 

 

 

216,873

 

 

 

3,233,064

 

 

 

2,348,811

 

 

 

3,530,193

 

Net cash provided by operating activities 

 

$ 5,788,809

 

 

$ 1,328,389

 

 

$ 8,188,254

 

 

$ 1,899,284

 

Investing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of investment instrument 

 

 

2,618,000

 

 

 

-

 

 

 

-

 

 

 

-

 

Purchase Property 

 

 

(6,833 )

 

 

(18,887 )

 

 

(5,733 )

 

 

(3,646 )

Net cash provided by investing activities 

 

$ 2,611,167

 

 

$ (18,887 )

 

$ (5,733 )

 

$ (3,646 )

Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from issuance of common stock 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Loan from the Bank 

 

 

(800,000 )

 

 

(1,800,000 )

 

 

(300,000 )

 

 

(2,200,000 )

Loan return from supplier 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Net cash provided by financing activities 

 

$ (800,000 )

 

$ (1,800,000 )

 

$ (300,000 )

 

$ (2,200,000 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of  Exchange Rate on Cash 

 

$ (380,596 )

 

$ (801 )

 

$ (4,665 )

 

$ (6,256 )

Net increase (decrease) in cash and cash equivalents 

 

$ 7,219,380

 

 

$ (491,299 )

 

$ 7,877,856

 

 

$ (310,618 )

Cash and cash equivalents at beginning of the period 

 

$ 1,825,148

 

 

$ 1,116,298

 

 

$ 1,166,672

 

 

$ 935,617

 

Cash and cash equivalents at end of the period 

 

$ 9,044,528

 

 

$ 624,999

 

 

$ 9,044,528

 

 

$ 624,999

 

 

 

 8

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

 

NOTE A- BUSINESS DESCRIPTION 

 

Flurida Group, Inc. (the “Company”), incorporated under the laws of Nevada on December 19, 2006, with registered address at 502 East John Street, Carson City, NV 89706. The Company has its operating office located at 45-D Butterfield Circle, El Paso, TX 79906.

 

Flurida Group leased a research and development center at 24412 S Main Street, Carson, CA 90745. 

 

Flurida Group also has branch located at 2439 Haider Ave, Naperville, IL 60564. 

 

The Company’s main business includes sourcing, distribution and marketing of appliance components and assemblies in Asia, Europe, Australia, North and South America. Those products include ice maker; ice dispenser; high efficiency motor, crashed motor, wire harness, module, etc. In additionally, the company also working with their business partners to develop the finished products such as ice water dispenser system, vegetable dryer and efficiency stove.  

 

These parts are manufactured in China most by Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhou Fuda”). ChuZhou Fuda was an appliance components and sub-assemblies manufacturer established on March 18, 2008 and located in Chuzhou City, Anhui Province, China. 

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES 

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect certain amounts reported in the financial statements and disclosures. Accordingly, actual results could differ from those estimates.

 

Basis of accounting

 

The financial statements reflect the assets, revenues and expenditures of the Company on the accrued basis of accounting.  

 

 

 9

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continue) 

 

Cash and Cash Equivalents

 

The Company considers all highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents. 

 

Foreign Currency Translation

 

The Company has determined the United States dollars to be its functional currency for Flurida Group USA and European Euro to be its functional currency in European business. Assets and liabilities were translated to U.S. dollars at monthly average exchange rate. Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year. Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.  

 

Property, Plant, and Equipment Depreciation

 

Property, plant, and equipment are stated at cost. Depreciation is being provided principally by straight line methods over the estimated useful lives of the assets. Expenditures for maintenance and repairs, which do not improve or extend the expected useful lives of the assets, are expensed to operations while major repairs are capitalized.

 

The equipment were recorded as fixed asset to depreciate over 7 years and the electronic data processing equipment and furniture were recorded as fixed asset to depreciate over 5 years with straight line method.

 

For the period of January to June 30, 2015, the Company purchased $ 4,851 Furniture and equipment, and $ 1,982 Computer and data process equipment. 

 

As of June 30, 2015, the company has furniture, Computer and data processing equipment, and equipment at apurchase cost of $ 180,607, and $ 111,811 of accumulated depreciation expense was recorded.  

 

 

 10

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continue) 

 

Concentration of credit risk

 

The Company maintains its cash in bank accounts which, at times, may exceed the federally insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash. 

 

Basics and Diluted Net Loss Per Common Share

 

Basic earnings per share is computed by dividing income available to common shareholders (the numerator) by the weighted-average number of common shares outstanding (the denominator) for the period. Diluted earnings per share assume that any dilutive convertible securities outstanding were converted, with related preferred stock dividend requirements and outstanding common shares adjusted accordingly. It also assumes that outstanding common shares were increased by shares issuable upon exercise of those stock options for which market price exceeds the exercise price, less shares which could have been purchased by us with the related proceeds. In periods of losses, diluted loss per share is computed on the same basis as basic loss per share as the inclusion of any other potential shares outstanding would be anti-dilutive. 

 

The Company only issued one type of shares, i.e., common shares only. There are no other types securities were issued. Accordingly, the diluted and basics net loss per common share are the same. 

 

Security Deposit

 

The Company started having an office in California State from September 2010, which is located at 24412 S Main ST, STE 105, Carson CA 90745. Flurida Group USA Inc made $ 6,264 security deposit for leasing the property.  

 

Account Receivable

 

As of June 30, 2015, the company had a total of $ 6,449,190 account receivable from it major customers, which included $ 1,537,342 of ChuZhou Fuda, $ 4,119,922 of Electrolux North America, $ 601,599 Electrolux Europe and its subsidiaries, $ 45,603 of Haier America Research & Develpment Co., and $ 144,724 other America corporations. 

 

 

 11

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Account Payable

 

The Company incurred accounts payable including professional fees, purchases, payroll and payroll tax liability, and other service fee payables.

 

As of June 30, 2015, the company had a total of $ 11,472,933 account payable, which was included $ 8,368,912 for Chu Zhou Fu Da, $ 2,500,651 for Fulu Finance Management Limited, $ 214,271 for US suppliers, $ 57,979 for salary and payroll tax payable, and $ 61,120 for all other account payable. 

 

Loans from Bank

 

The Company entered into a promissory note secured renewal business loan agreement in the principal amount of $ 4,000,000 with East West Bank located in El Monte, CA. And the maturity date of the Note is from July 10, 2012 to July 10, 2014 with 4% annual interest rate. On July 16, 2014, the loan was extended from July 10, 2014 to July 31, 2015. The principal amount of the Note is increased to $ 6,000,000. The maximum aggregate amount that may be outstanding under all sub-limits (items 1 through 4) shall be the lesser of $ 6,000,000 or 80% of eligible accounts receivable and 50% of book inventory. The loan is secured by all company inventories, account receivable, and other assets of the Company.  

 

The Company may only draw up to:  

 

  · $ 3,000,000 for issuance of Sight Letters of Credit (LC)
 
  · $ 3,000,000 for issuance of Standby Letters of Credit (SBLC)
 
  · $ 6,000,000 for Clean Advance of up to maturity of the line
 
  · $ 2,000,000 for FX Pre-Settlement Risk allowing customer to purchase forward contracts to hedge against FX current risk.
 

The note is allowed to issue letter of credit up to 120 days past loan maturity. 

 

Interest accrued on amounts advanced shall be due and payable on the 25th day of each month commending with the first month after the date of advance. The outstanding principal balance of this note together with all accrued and unpaid interest and all other amount due hereunder, shall be due and payable on July 10, 2015. 

 

As of June 30, 2015, the Company has outstanding loan balance of $ 0.00 from East West Bank.

 

 

 12

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued) 

 

Income Tax Payable

 

For the period of April 1 to June 30, 2015 and 2014, the Company incurred income tax expense of $ 280,150 and $ 100,937 respectively. As of June 30, 2015, the income taxes payable of the Company was $ 328,813. 

 

Inventory

 

The inventory was valued at cost of purchase from suppliers

 

On June, 2008, Flurida Group, Inc signed consigned inventory agreements with Electrolux Home Products De Mexico, S.A. DEC.V., and Electrolux Home Products at Anderson, South Carolina (Electrolux), under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintainthe transit the customized products per Electrolux’s specification. Electrolux maintain a storage location within Electrolux’s Juarez site for consigned inventory. And Flurida Group, Inc is facilitated to use of Electrolux’s storage location at such site to the sale of products to Electrolux; Electrolux will provide labor resources for receipt, stock up, and pulls of consigned products. Flurida Group, Inc., retains title and ownership of products while in transit to Electrolux’s site and while stored in the consigned inventory location.Title and ownership will pass to Electrolux when they withdraw products from the consigned inventory location. 

 

Upon withdrawal, Electrolux will pay for it under the payment term stated in the purchasing order correspond with the withdraw products.Products residing in the consigned inventory for 90 days with no activity due to non communicated demand change will no longer qualify for consignment, and will be considered as withdrawn product after 90 days. Accordingly, title passage and invoicing shall occur on such product per the term.  

 

On July, 2012, Flurida Group, Inc signed deposit inventory agreements with Electrolux Italia S.p.A., which was effective in January 2013. under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintainthe transit the customized products per Electrolux’s specification. Electrolux maintain a storage location within Electrolux’s Italia site for consigned inventory. And Flurida Group, Inc is facilitated to use of Electrolux’s storage site located at Treviso, Italy to deposit the products to selling Electrolux; Electrolux will provide labor resources for receipt, stock up, and pulls of consigned products. Flurida Group, Inc., retains title and ownership of products while in transit to Electrolux’s site and while stored in the consigned inventory location.Title and ownership will pass to Electrolux when they withdraw products from the consigned inventory location.Upon withdrawal, Electrolux will pay for it under the 60 days payment term stated in the Frame Agreement.Products residing in the consigned inventory for 30 days with no activity due to non communicated demand change will no longer qualify for consignment, and will be considered as withdrawn product after 30 days. Accordingly, title passage and invoicing shall occur on such product per the term. 

 

 

 13

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Inventory (Continued)

 

On June 25, 2013, Flurida Group, Inc signed consignment inventory agreements with Electrolux Hungary S.p.A., which was effective in September 2013. under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintainthe transit the customized products per Electrolux’s specification. Electrolux maintain a storage location within Electrolux’s Hungary site for consigned inventory. Electrolux is responsible, at its own cost, for the suitable storage and administration of the consignment stock. Flurida Group, Inc., retainstitle and ownership of products while in transit to Electrolux’s site and while stored in the consigned inventory location.Title and ownership will pass to Electrolux when they withdraw products from the consigned inventory location.

 

Products not drawn from the consignment stock within 30 days of delivery shall be deemed to be withdrawn on the 31st day after delivery to the warehouse. Accordingly, title passage and invoicing shall occur on such product per the term. 

 

On July, 2013, Flurida Group, Inc. entered into a managed inventory program agreement with Electrolux Australia, which was effective in September 2013. 

 

Under the term of the agreements, the supplier, Flurida Group, Inc, agreed to produce, to maintain and transit the customized products per Electrolux’s specification. Electrolux has appointed a third party to manage its warehousing (“Distribution Centre”) who will maintain and operate the inventories. Flurida Group, Inc., retains title and ownership of products while in transit and while stored in Distribution Centre.Title and ownership will pass to Electrolux when they withdraw products from the Distribution Centre. Upon withdrawal, Electrolux will pay for it under the 90 days payment term stated in the Purchase Agreement. 

 

As of June 30, 2015 there were 35,586 pieces motors in Electrolux Anderson warehouse as of consignment inventory. There were 9,888 pieces Dac boxes and 4,000 pieces deflector in Electrolux Italy warehouse as of consignment inventory. There were 26,208 pieces Dac boxes, 2,240 pieces motors, and 10,672 pieces deflector in Electrolux Hungary warehouse as of consignment inventory.  

 

 

 14

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Inventory (Continued)

 

The company has 25,920 pieces Dac boxes, 8,960 pieces motors, and 26,592 pieces deflectors been shipped out at FOB shipping point Nanjing, China to Electrolux Hungary warehouse. The company also have 1,530 pieces crusher motors, 2,080 pieces Frame, 2,160 pieces Ice Bin, and 2,268 pieces dispensers been shipped out at FOB shipping point Nanjing, China to Electrolux Austria warehouse. Those purchases haven’t considered as a sale or a consignment inventory at the period ended June 30, 2015. However, it’s the in transit inventories of Flurida Group, Inc.  

 

And there are 1,936 pieces icemakers and 6,048 pieces wire harness stored at El Paso warehouse as inventory of Flurida Group as of June 30, 2015. 

 

Moreover, the Company had purchased $ 22,720 switches and parts from their US supplier, and had not shipped and sold back to their China suppliers yet.  

 

As a result, as of June 30, 2015, the company had total inventory at a value $ 680,807. 

 

Revenues Recognition

 

Revenues include sales of appliance parts in North America, Australia, South America, Europe, and Asia.

 

Revenues are recognized from product sales upon shipment, which is the point in time when risk of loss is transferred to the customer, net of estimated returns and allowances.  

 

For the fiscal quarter ended June 30, 2015, the Company had total net revenue of $ 19,165,331. 

 

For the period April 1 to June 30, 2015, the Company sold icemakers, high efficiency motor, module assembly, wire harness, motors,thermostats, and related refrigerator appliance to North America, which included Electrolux USA, Haier America Research & Development Co, Exact Replacement Parts, and others America corporation,for total sales of $17,412,194. The icemakers, assembly, motors, and related parts were manufactured and supplied by ChuZhou FuDaMechanical and Electronics Co., Ltd; all the icemakers, motors, assembly, and related parts were shipped out at FOB shipping point Nanjing, China.  

 

 

 15

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Revenues Recognition

 

For the fiscal quarter ended June 30, 2015, the Company sold components and appliance parts to Electrolux -Australia for $111,426. The components were manufactured and supplied by Chu Zhou Fu Da Mechanical and Electronics;all the icemakers and components were shipped out at FOB shipping point Nanjing, China.

 

The Company sold Motors and other parts to Electrolux - Do Brasil for $73,952. The motors were manufactured and supplied by ChuZhou FuDaMechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China. 

 

For the period April1 to June 30, 2015, the Company sold motors, DAC Boxes, Deflector, and related refrigerator appliance to Europe, which included Electrolux Italy, Electrolux Hungry, Electrolux Sweden, and Gotene Plast AB,for total sales of $513,895. The DAC Boxes, Deflector, Motors, and other related parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes magnets, and motors were shipped out at FOB shipping point Nanjing, China. 

 

The Company also sold icemakers and related parts to Asia for $13,381. The icemakers and parts were manufactured and supplied by Chu Zhou Fuda;all the icemakers were shipped out at FOB shipping point Nanjing, China.

 

For the period of April 1 to June 30, 2015, the Company sold thermostats and other related key parts for icemakers and motors, and sold dampers to ChuZhouFuDa. Flurida Group purchased some of the parts from Wako Electronics, Inc., an US Company located at Louisville, KY 40299. Flurida Group also sold Rocker Switch, the key parts for icemakers, to ChuZhouFuDa. The parts, Rocker Switch, were used for the icemakers. The Company purchased the parts, Rocker Switch, from CW Industries, an US Company located at Southampton, PA; and also Flurida Group purchased dampers from Nidec Sankyo Corporation, and then sold to ChuZhouFuDa. Flurida Group, Inc. addsaveraged 5% - 10% margin based on the cost of purchase, then sold to them, so, $1,041,336 were sold and invoiced to ChuZhouFuDa for the fiscal quarter ended June 30, 2015.

 

 

 16

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued) 

 

Revenues Recognition (Continued)

 

In summary, for the period of April 1 to June 30, 2015, the Company incurred the total gross sales of $19,166,184. And the Company had sales return and allowance and sales discount of $853, so, a total of $19,165,331 net sales were recorded. The cost of goods sold is discussed in details in Note C, Related Party Transactions. 

 

Operating Expense

 

Operating Expenses includes research and development expense, all selling, general and administrative expenses, and depreciation expenses for Flurida Group Inc. For the fiscal quarter ended June 30, 2015 and 2014, the Company had total operating expensesof $ 646,315 and $ 389,988 respectively, which include the research and development expense of $ 81,251 and $ 8,061, and depreciation expenses of $ 8,120 and $ 8,137, and selling, general and administrative expense of $ 556,944 and $ 373,790. Detail was showed on Exhibit A.  

 

Research and Development Expense

 

The primary function of the research and development center at Flurida Group Inc. is to discover and create new knowledge about scientific and technological topics in order to develop valuable products, processes and services for our customers. The company has continually developed the new product such as electronic controlled icemaker, main wire harnesses for controlling the functions of refrigerator products, and D/C motor technology. In this fiscal year, the Company has launched production of the high efficiency motors for evaporator fan assemblies. 

 

Research and development center is working on the development of the vegetable dryer system. The company is still focusing on developing the own new finished product which called 3 in 1 ice and water dispenser, and it marketed and distributed under Flurida Group brand name. Now, those finished products already got UL certification and will be lunched to the US market in the next quarter.  

 

The Company had total research and development expense of $ 81,251 and $ 8,601 for fiscal quarter ended June 30, 2015 and 2014 respectively.

 

 

 18

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued) 

 

Professional Fee

 

Professional fees are consist of accounting and auditing fee, legal fee, commission and consulting expenses, SEC filing fee, and other professional expenses. The total professional fees were $ 75,118 and $ 77,606 for the fiscal quarter ended June 30, 2015 and 2014 respectively. 

 

Payroll Expense

 

Started from June 2014, Flurida Group stayed the salaries amount of officers Jianfeng Ding, Yaru Huang, and Ying Zhong for $350,000, $86,520, $ 86,520

 

The Social Security tax and Medicare tax were paid by both employer and employees in USA; employees also withheld portion of Federal and State tax calculate by each individual’s status. All of the tax was submitted to Internal Revenue Service and local government at a semiweekly basis.

 

The total payroll expenses for the fiscal quarter ended June 30, 2015 and 2014 were listed as follows: 

 

 

 

Three Months Ended

 

 

June 30, 2015

 

 

June 30, 2014

 

Payroll Expense - ER 

 

 

 

 

 

 

Federal Unemployment Tax 

 

 

 

 

 

 

State Unemployment Tax 

 

 

71

 

 

 

134

 

US Medicare Tax - ER 

 

 

2,549

 

 

 

2,351

 

US Social Security Tax -ER 

 

 

7,394

 

 

 

6,456

 

Payroll Expense - ER - Other 

 

 

-

 

 

 

-

 

Total Payroll Expense - ER 

 

 

10,014

 

 

 

8,941

 

Payroll Expenses - EE 

 

 

 

 

 

 

 

 

Federal Tax Withholding 

 

 

36,910

 

 

 

34,611

 

State Tax Withholding 

 

 

10,991

 

 

 

11,155

 

US Medicare Tax -EE 

 

 

2,549

 

 

 

2,351

 

US Net Salaries payment - EE 

 

 

117,919

 

 

 

107,711

 

US Social Security Tax - EE 

 

 

7,394

 

 

 

6,456

 

Total Payroll Expenses - EE 

 

 

175,763

 

 

 

162,284

 

 

 

 

 

 

 

 

 

 

Total Payroll Expenses 

 

$ 185,777

 

 

$ 171,225

 

 

 

 19

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued) 

 

Recent Accounting Pronouncements

 

Business Combinations -The new guidance on business combinations retains the underlying concepts of the previously issued standard in that the acquirer of a business is required to account for the business combination at fair value. As with previous guidance, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair values are recorded as goodwill.

 

The new pronouncement results in some changes to the method of applying the acquisition method of accounting for business combinations in a number of significant aspects. Under the new guidance, all acquisition costs are expensed as incurred and in-process research and development costs are recorded at fair value as an indefinite-lived intangible asset. Prior to the adoption, in-process research and development costs were immediately expensed and acquisition costs were capitalized. Further, the new guidance generally requires restructuring charges associated with a business combination to be expensed subsequent to the acquisition date.

 

Fair Value Measurements and Disclosures - The pronouncements define fair value, establish guidelines for measuring fair value, and expand disclosures regarding fair value measurements.  

 

Derivative Instruments and Hedging Activities - The pronouncement requires additional disclosures about the objectives of derivative instruments and hedging activities, the method of accounting for such instruments, and a tabular disclosure of the effects of such instruments and related hedged items on Financial Statements. The pronouncement does not change the accounting treatment for derivative instruments.  

 

Variable Interest Entities and Transfers of Financial Assets and Extinguishments of Liabilities - The pronouncement on transfers of financial assets and extinguishments of liabilities removes the concept of a qualifying special-purpose entity and removes the exception from applying variable interest entity accounting to qualifying special-purpose entities. The new guidance on variable interest entities requires an entity to perform an ongoing analysis to determine whether the entity’s variable interest or interests give it a controlling financial interest in a variable interest entity. The pronouncements are effective for fiscal years beginning after November 15, 2009. 

 

Management does not anticipate that the adoption of these standards will have a material impact on the financial statements.

 

 

 20

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued) 

 

Income Tax

 

Income taxes are provided for tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes. Deferred taxes are recognized for differences between the bases of assets and liabilities for financial statement and income tax purposes. The differences in asset and liability bases relate primarily to organization and start-up costs (use of different methods and periods to calculate deduction). Deferred taxes are also recognized for operating losses and tax credits that are available to offset future income taxes. The deferred tax assets and/or liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. The components of the deferred tax asset and liability are classified as current and concurrent based on their characteristics. Valuation allowances are provided for deferred tax assets based on management’s projection of the sufficiency of future taxable income to realize the assets. 

 

Comprehensive Income

 

The company’s comprehensive income is comprised of net income, unrealized gains and losses on marketable securities classified foreign currency translation adjustments, and unrealized gains and losses on derivative financial instruments related to foreign currency hedging. Due to the significant rate changed in Euro currency hedging, the Company incurred a foreign currency translation loss of $ 4,665 for the fiscal quarter ended June 30, 2015.  

 

NOTE C - RELATED PARTY TRANSACTIONS

 

Common Shares Issued to Executive and Non-Executive Officers and Directors

 

As of June 30, 2015, total 29,162,760 shares were issued to officers and directors. Please see the table below for details: 

 

 

 21

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE C - RELATED PARTY TRANSACTIONS (Continued)

 

Common Shares Issued to Executive and Non-Executive Officers and Directors (continued)

 

Name 

 

Total

Shares

 

 

Total

Amount

 

 

Percentage

 

Fenglan Li 

 

 

165,000

 

 

 

15,750

 

 

 

0.42 %

Ying Zhong 

 

 

2,000,000

 

 

 

200,000

 

 

 

5.09 %

Jianfeng Ding & Yaru Huang 

 

 

26,997,760

 

 

 

325,998

 

 

 

68.72 %

Total 

 

 

29,162,760

 

 

$ 541,748

 

 

 

74.23 %

 

· Based on total outstanding issued shares as of June 30, 2015: 39,290,827.

 

Cost of Goods Sold 

 

The Company’s purchase is primarily from supplier, Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhouFuDa”), which is related and managed by director Jianfeng Ding.

 

ChuZhouFuda is an appliance components and sub-assemblies manufacturer established on March 18, 2008. Chuzhou Fuda is located in Chuzhou City, Anhui Province, China. The plant space is around 600,000 sqt with 62 molding machine up to 800 metric ton and 20 assemblies lines for appliance components and assemblies.  

 

Chuzhou Fuda, as a Chinese local manufacturer, will record their manufacturing costs and inventories based on the Chinese accounting regulations rulings. But, when Flurida Group, Inc. purchases the parts from Chuzhou Fuda, Flurida Group will record the actual costs paid to Chuzhou Fuda as the costs for inventory of Flurida Group, Inc. There is no any relationship for Chuzhou Fuda’s manufacturing historic costs with Flurida Group’s inventory value. Specifically, Flurida’s inventory value is equal to the purchase price or actual cost of the parts purchased from Chuzhou Fuda, and the purchase price of the parts will be fair market price. Flurida Group, Inc. will adopt the first-in and first-out inventory system according to generally accepted accounting principles in USA. 

 

 

 22

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Cost of Goods Sold (Continued)

 

Flurida Group also purchased the products from suppliers, Qingdao Fubida Electronics Co., Ltd. (“Qingdao FuDa”). It is also related and managed by director Jianfeng Ding, and established in 2003 specializing in home appliance control components and subassemblies manufacturing, and located in Qingdao City, Shandong Province, China.  

 

At the period ended March 31, 2015, the Company had ending inventory $ 4,389,089 that was majority purchased from ChuZhou FuDa.

 

The Company purchased Icemakers, motors, high efficiency motor,wire harness, dac boxes, deflectors, ice bin, frame assembly, and other related appliance parts  

 

from ChuZhou FuDa, meanwhile, ChuZhouFuDa provided tooling and new product testing service to the company at total cost of $ 11,683,230 for the fiscal quarter ended June 30, 2015.

 

To manufacture the related refrigerator appliance parts, Chu Zhou Fu Da needs key parts made in USA, which were purchased through Flurida Group, Inc. in USA. The costs of purchasing the parts were $ 1,022,187 in the period of April 1 to June 30, 2015.

 

Fulu industries (HK), Ltd provided tooling services and sold module assembly to the Company at a cost of $ 1,193,335 for the fiscal quarter ended June 30, 2015.

 

For the fiscal quarter ended June 30, 2015, the Company had total purchase of $ 13,898,752. 

 

At the quarter ended June 30, 2015, the company had total ending inventory at a value $ 680,807.

 

For the period of April 1 to June 30, 2015, the company had freight cost and related purchase expense of $ 18,354.  

 

Therefore, in the fiscal quarter ended June 30, 2015, the Company incurred a total cost of goods sold of $ 17,625,388.

 

 

 23

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE D - SHAREHOLDERS’ EQUITY

 

During the year ended December 31, 2008, Flurida Group, Inc has issued total 11,699,067 new shares on April 15, 2008, including 11,649,067 shares issued to loan holders who converted all the loans to common shares. At the year ended December 31, 2008, Flurida Group, Inc. incurred net loss of $ (194,079).

 

Therefore, the total stockholders’ equity balance at December 31, 2008 was $ 1,075,377.

 

On April 15, 2008, 50,000 shares issued to Williams Law Group at $ 0.10, for the legal service value of $5,000. On April 1, 2008, seven non-affiliated loan holders asked for repayment of their loans in the aggregate amount of $ 25,066 plus the total interest cost of $624.72, which was paid on the same date, April 1, 2008; meantime, seven additional lenders loaned an aggregate amount of $ 9,926.

 

On April 15, 2008, total loan amount of $1,164,906 was converted to common shares at price of $0.10 per share, for the total shares of 11,649,067 shares, which were issued to the loans holders.  

 

There were no new shares issued during the period ending December 31, 2009, 2010, and 2011.  

 

On November 1, 2012, 300,000 shares were issued to Williams Law Group at $ 0.10, for the legal service value of $30,000. 

 

There were no new shares issued during the period of January to December 2013

 

There were no new shares issued during the period of January to December 2014. 

 

There were no new shares issued during the period of January to June 201

 

Therefore, as of June 30, 2015 total shares issued and outstanding are 39,290,827.

 

 

 24

 

 

FLURIDA GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE E - GOING CONCERN

 

The Company’s significant customers are Electrolux and its subsidiaries located in various countries. Because of the concentration of the customers and Company’s heavily reliance on the Electrolux and its subsidiaries, the Company’s customer concentration may raise doubt about its ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operations.  

 

However, in the quarter ended June 30, 2015, the Company generated significant sales revenue of $19,165,331. Electrolux and its subsidiaries are operated independently in various countries, the management assess that it is unlikely if Electrolux and its subsidiary discontinue the purchase in near future due to the Company secured a purchase order in next three years with Electrolux and its subsidiaries. In addition, the going concern may be mitigated due to the close relationship between the Company and it’s suppliers. The Company’s purchase is primarily from supplier, Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhouFuDa”), which is closely related and directly managed by shareholder and director Jianfeng Ding. Besides, as of June 30, 2015, the cash and cash equivalent balance was $ 9,044,528 , the management believes that the revenues will be generated and its cash flows will be maintained to cover its operational costs and the risk of going concern is significantly low or none.

 

Exhibit A

 

 

 

Six Months Ended

Three Months Ended

 

 

June 30, 2015

 

 

June 30, 2014

 

 

June 30, 2015

 

 

June 30, 2014

 

Operating expenses 

 

 

 

 

 

 

 

 

 

 

 

 

Administration Expense 

 

 

4,936

 

 

 

727

 

 

 

3,217

 

 

 

547

 

Automobile Expense 

 

 

6,461

 

 

 

6,409

 

 

 

3,938

 

 

 

4,650

 

Bank Service Charges 

 

 

138,610

 

 

 

48,688

 

 

 

95,736

 

 

 

28,929

 

Business Registration 

 

 

-

 

 

 

1,236

 

 

 

-

 

 

 

1,160

 

Certification 

 

 

25,596

 

 

 

27,422

 

 

 

5,909

 

 

 

13,488

 

Depreciation Expenses 

 

 

16,357

 

 

 

15,842

 

 

 

8,120

 

 

 

8,137

 

Gift and Promotion 

 

 

7,284

 

 

 

2,973

 

 

 

6,058

 

 

 

2,314

 

Industry Show 

 

 

5,144

 

 

 

-

 

 

 

-

 

 

 

 

 

Insurance Expense 

 

 

133

 

 

 

305

 

 

 

-

 

 

 

196

 

Meals and Entertainment 

 

 

31,957

 

 

 

22,685

 

 

 

17,576

 

 

 

10,374

 

Office Supplies 

 

 

3,490

 

 

 

5,180

 

 

 

441

 

 

 

4,223

 

Payroll Expense 

 

 

392,168

 

 

 

349,378

 

 

 

185,777

 

 

 

171,225

 

Penalty & Fine Expenses 

 

 

467

 

 

 

-

 

 

 

467

 

 

 

-

 

Postage and Shipping 

 

 

18,721

 

 

 

2,387

 

 

 

3,796

 

 

 

878

 

Professional Fees 

 

 

102,848

 

 

 

94,117

 

 

 

75,118

 

 

 

77,606

 

Rent Expense 

 

 

32,409

 

 

 

22,467

 

 

 

15,770

 

 

 

13,268

 

Repair and Maintenance 

 

 

2,217

 

 

 

13,693

 

 

 

1,000

 

 

 

7,012

 

Research and Development Expense 

 

 

125,479

 

 

 

19,658

 

 

 

81,251

 

 

 

8,061

 

Service Cost 

 

 

626

 

 

 

929

 

 

 

-

 

 

 

-

 

Telephone and Internet Expense 

 

 

8,289

 

 

 

5,914

 

 

 

4,812

 

 

 

2,771

 

Travel Expense 

 

 

217,910

 

 

 

74,021

 

 

 

136,813

 

 

 

34,516

 

Utilities 

 

 

1,411

 

 

 

1,256

 

 

 

516

 

 

 

634

 

Total Operating Expenses 

 

 

1,142,514

 

 

 

715,288

 

 

 

646,315

 

 

 

389,988

 

 

 
25
 

 

Item 2. Management’s Discussion and Analysis or Plan of Operation.

 

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information included in this Form 10-Q.

 

Our Management’s Discussion and Analysis contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include international, national, and local general economic and market conditions; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; change in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; the risk of foreign currency exchange rate; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission.

 

Although the forward-looking statements in this Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.

 

Overview

 

Our business is the sale of appliance parts in Asia, Europe, Australia, North and South America. The main products that we sell to these markets are icemakers, motors, ice water dispensing system and appliance assemblies. The products we were developing in the prior year such as high efficiency-motor, crush motor, module, automatic ice maker and wire harness already started mass production. We have completed developing the vegetable dry system for Electrolux and electronic ice maker for GE, and both are waiting for the customers’ orders to start mass production, which we anticipate will be in next quarter. In addition to these products, this year we continue to focus our research and development on our own brand new finished product, a three–in-one ice water dispenser machine. We hope to start selling this product by the end of this year. We also have plans to develop the ice maker for commercial use but cannot predict when we will start on this product. 

 

These parts are manufactured in China by Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhou Fuda”). Chuzhou Fuda Mechanical & Electronics Co., Ltd., which is related and managed by shareholder and director Jianfeng Ding, is an appliance components and sub-assemblies manufacturer established on March 18, 2008. Chuzhou Fuda is located in Chuzhou City, Anhui Province, China. The plant space is around 600,000 sq. ft. with 62 molding machine up to 800 metric ton and 20 assembly lines for appliance components and assemblies. 

 

 
26
 

 

We sell the following main types of appliance parts: 

 

·

Automatic Refrigerator Build-in Icemaker: The automatic refrigerator build-in icemaker is designed for household refrigeration products, such as refrigerator, under-counter refrigerator, freezer to make the ice cubes automatically 

·

Refrigerator Through-Door Ice Water System: Refrigeration Through-Door Ice Water System is the system that stores the ice cubes harvested from the icemaker, delivered and dispensed the ice, crushed ice or water to the refrigerator door through the electronic control system at the front of the refrigerator door. The through-door ice water system normally includes the following assemblies: ice bucket assembly, motor rail assembly, module assembly, facade assembly, housing assembly. The ice bucket assembly and the motor rail assembly can be located in the freezer, in the refrigerator door and or sealed chamber in the refrigerator. The module assembly, facade assembly and housing assembly vary according to the specific design from each client. 

 

· 

Shade Pole Motor and Motor Assembly for Refrigerator or Freezers: The shade pole motor and motor assembly is a key part for refrigerators or freezers. Flurida Group Inc.’s motor part is designed and specified for the refrigerators or freezers made by Electrolux, an US company with headquarter in Charlotte, NC. Flurida also supplies the motors and motor assemblies to Electrolux Europe facilities in Italy and Hungary. 

·

High-efficiency motor: Flurida started developing high-efficiency motor since 2010. Through numerous tests and improvements, our customers have verified that our new model performs as we stated it would. We have finished trial production in the 1st quarter of 2014, and already started mass production in 2nd quarter; the efficiency of a high-efficiency motor triples the motor’s efficiency compared with regular motors. It can be used, for example, for defrosting in refrigerators.  

 

·

Module: Module is a dispensing module for refrigerator. It is a complete automatic ice making and dispensing system that can dispense cubed ice, crushed ice and water. Module is located in the door of a refrigerator; when press the water or ice paddles, the seal will open to dispensing water or ice cubes. 

 

 

·

Ice Crush motor: Ice crush motor is the gear box motor to drive the auger and push the ice in the bucket to blades for ice crush purpose. The product is used for automatic ice crushing on built-in Ice Water Dispensing systems. 

 

 

·

Wire Harness: includes wires, connectors and terminals which electrically connects our products to the customers’ products 

 

 

·

Automatic icemaker for Haier: We have started mass production of the automatic icemaker for Haier USA 

 

 

·

Electronic icemaker for GE: After 3 years of product development, the design of electronic icemaker model is finalized and approved by GE. We will start mass production of the electronic icemaker model for GE in 2015. 

 

 
27
 

   

We are an “emerging growth company” (“EGC”) that is exempt from certain financial disclosure and governance requirements for up to five years as defined in the Jumpstart Our Business Startups Act (“the JOBS Act”), that eases restrictions on the sale of securities; and increases the number of shareholders a company must have before becoming subject to the U.S. Securities and Exchange Commission’s (SEC’s) reporting and disclosure rules (See “Emerging Growth Companies” section above). We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the Jobs Act, that allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates. 

 

Results of Operations

 

For the three month period ended June 30, 2015 vs. June 30, 2014.

 

Revenue

 

For the three month period ended June 30, 2015, the Company had net total revenue of $ 19,165,331 to the Company’s Europe, Australia, North and South America customers, and Asia. 

 

For the three month period ended June 30, 2015, the Company had net total revenue of $ 19,165,331, which was increased 136% than the three month period ended June 30, 2014 total net revenue of $ 8,105,392. This increase was because most of main customers sales went up due to improved economic situation worldwide, plus new product sales continued through the quarter ended June 30, 2015 and are still continuing.  

 

For the period April 1 to June 30, 2015, the Company sold icemakers, high efficiency motor, module assembly, wire harness, motors,thermostats, and related refrigerator appliance to North America, which included Electrolux USA, Haier America Research & Development Co, Exact Replacement Parts, and others America corporation, for total sales of $ 17,412,194. The icemakers, assembly, motors, and related parts were manufactured and supplied by ChuZhou FuDaMechanical and Electronics Co., Ltd; all the icemakers, motors, assembly, and related parts were shipped out at FOB shipping point Nanjing, China.  

 

For the fiscal quarter ended June 30, 2015, the Company sold components and appliance parts to Electrolux –Australia for $ 111,426. The components were manufactured and supplied by Chu Zhou Fu Da Mechanical and Electronics;all the icemakers and components were shipped out at FOB shipping point Nanjing, China.

 

The Company sold Motors and other parts to Electrolux – Do Brasil for $ 73,952. The motors were manufactured and supplied by ChuZhou FuDaMechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China. 

 

For the period April1 to June 30, 2015, the Company sold motors,DAC Boxes, Deflector, and related refrigerator appliance to Europe, which included Electrolux Italy, Electrolux Hungry, Electrolux Sweden, and Gotene Plast AB, for total sales of $ 513,895. The DAC Boxes, Deflector, Motors, and other related parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes magnets, and motors were shipped out at FOB shipping point Nanjing, China. 

 

 
28
 

 

The Company also sold icemakers and related parts to Asia for $ 13,381. The icemakers and parts were manufactured and supplied by Chu Zhou Fuda; all the icemakers were shipped out at FOB shipping point Nanjing, China.

 

For the period of April 1 to June 30, 2015, the Company sold thermostats and other related key parts for icemakers and motors, and sold dampers to ChuZhouFuDa. Flurida Group purchased some of the parts from Wako Electronics, Inc., an US Company located at Louisville, KY 40299. Flurida Group also sold Rocker Switch, the key parts for icemakers, to ChuZhouFuDa. The parts, Rocker Switch, were used for the icemakers. The Company purchased the parts, Rocker Switch, from CW Industries, an US Company located at Southampton, PA; and also Flurida Group purchased dampers from Nidec Sankyo Corporation, and then sold to ChuZhouFuDa. Flurida Group, Inc. adds averaged 5% - 10% margin based on the cost of purchase, then sold to them, so, $ 1,041336 were sold and invoiced to ChuZhouFuDa for the fiscal quarter ended June 30, 2015.

 

In summary, for the period of April 1 to June 30, 2015, the Company incurred the total gross sales of $ 19,166,184. And the Company had sales return and allowance and sales discount of $ 853, so, a total of $ 19,165,331 net sales were recorded. 

   

In the three month period ended June 30, 2015 sales, more than 90% of total revenues were generated through Electrolux controlled subsidiaries in various countries. Electrolux Group operated its each subsidiary independently in each country, and all the sales orders and sales contracts were negotiated and signed independently. Accordingly, we believe that lack of one or a few subsidiaries of Electrolux sales order may have effect on our overall sales revenue, but the effects were slightly reduced in 2015 vs 2014. Because we signed separate long-term distribution agreements with various Electrolux subsidiaries, we believe the risk of loss the contracts with Electrolux is significantly reduced. 

 

Cost of Revenue

 

Our Costs of Goods Sold, as we expected will increased slightly due to increasing labor and raw materials costs. We anticipate this trend to continue and may adjust our unit price upward to reduce the impact of rising costs.  

 

At the period ended March 31, 2015, the Company had ending inventory $ 4,389,089 that was majority purchased from ChuZhou FuDa.

 

The Company purchased Icemakers, motors, high efficiency motor, wire harness, dac boxes, deflectors, ice bin, frame assembly, and other related appliance parts from ChuZhou FuDa, meanwhile, ChuZhouFuDa provided tooling and new product testing service to the company at total cost of $ 11,683,230 for the fiscal quarter ended June 30, 2015. 

 

To manufacture the related refrigerator appliance parts, Chu Zhou Fu Da needs key parts made in USA, which were purchased through Flurida Group, Inc. in USA. The costs of purchasing the parts were $ 1,022,187 in the period of April 1 to June 30, 2015.

 

Fulu industries (HK), Ltd provided tooling services and sold module assembly to the Company at a cost of $ 1,193,335 for the fiscal quarter ended June 30, 2015.

 

For the fiscal quarter ended June 30, 2015, the Company had total purchase of $ 13,898,752. 

 

At the quarter ended June 30, 2015, the company had total ending inventory at a value $ 680,807.

 

For the period of April 1 to June 30, 2015, the company had freight cost and related purchase expense of $ 18,354.  

 

Therefore, in the fiscal quarter ended June 30, 2015, the Company incurred a total cost of goods sold of $ 17,625,388 which was increased 137 % comparing to the fiscal quarter ended June 30, 2014 cost of goods sold of $7,441,980. The increase of cost of goods sold was due to the sales increase, increasing labor costs, and raw materials.  

 

 
29
 

 

The cost of goods sold in the Statements of Operations includes costs of products purchased from suppliers, shipping costs or freight in costs for the products shipping FOB port China, warehouse costs, and other costs if any directly related to the products inspection, duty and custom taxes of products, internal transfer costs if any. The selling, general and administrative expense includes operation expense such as travel, professional, office rent, telephone, certification fees, wages and salaries for management and administrative employees, and other expense related to operation. There was no allocation of portion of any selling, general and administrative expense to the cost of goods sold. 

 

Our gross margin may not be comparable to those of other entities, since some other entities may include all or allocate portion of the costs related to their distribution network into cost of goods sold. 

 

Expense

 

Our operation expenses consist of selling, general and administrative expenses, and research & development expenses, and depreciation expenses: 

 

 

 

Three Months Ended

 

 

 

June 30, 2015  

 

 

June 30, 2014  

 

Operating expenses 

 

 

 

 

 

 

Administration Expense 

 

 

3,217

 

 

 

547

 

Automobile Expense 

 

 

3,938

 

 

 

4,650

 

Bank Service Charges 

 

 

95,736

 

 

 

28,929

 

Business Registration 

 

 

-

 

 

 

1,160

 

Certification 

 

 

5,909

 

 

 

13,488

 

Depreciation Expenses 

 

 

8,120

 

 

 

8,137

 

Gift and Promotion 

 

 

6,058

 

 

 

2,314

 

Insurance Expense 

 

 

-

 

 

 

196

 

Meals and Entertainment 

 

 

17,576

 

 

 

10,374

 

Office Supplies 

 

 

441

 

 

 

4,223

 

Payroll Expense 

 

 

185,777

 

 

 

171,225

 

Penalty & Fine Expenses 

 

 

467

 

 

 

-

 

Postage and Shipping 

 

 

3,796

 

 

 

878

 

Professional Fees 

 

 

 

 

 

 

 

 

Accounting & Auditing service 

 

 

43,625

 

 

 

39,625

 

Auditing Factory 

 

 

-

 

 

 

4,765

 

Commission and Consulting Fee 

 

 

22,500

 

 

 

22,610

 

Legal Fee 

 

 

7,500

 

 

 

7,500

 

Edgar SEC Filing fee 

 

 

1,393

 

 

 

2,906

 

Transfer Agent Service 

 

 

100

 

 

 

200

 

Total Professional Fees 

 

 

75,118

 

 

 

77,606

 

Rent Expense 

 

 

15,770

 

 

 

13,268

 

Repair and Maintenance 

 

 

1,000

 

 

 

7,012

 

Research and Development Expense 

 

 

81,251

 

 

 

8,061

 

Telephone and Internet Expense 

 

 

4,812

 

 

 

2,771

 

Travel Expense 

 

 

 

 

 

 

 

 

Airfare 

 

 

38,634

 

 

 

18,139

 

Car Rental 

 

 

4,417

 

 

 

2,833

 

Hotel Expense 

 

 

23,613

 

 

 

10,464

 

Local Transportation 

 

 

170

 

 

 

1,928

 

Travel Expense-Other 

 

 

69,979

 

 

 

1,151

 

Total Travel Expense 

 

 

136,813

 

 

 

34,516

 

Utilities 

 

 

516

 

 

 

634

 

Total Operating Expenses 

 

 

646,315

 

 

 

389,988

 

 

 
30
 

 

Started from June 2014, Flurida Group kept unchanged the salary amounts of officers Jianfeng Ding, Yaru Huang, and Ying Zhong for $350,000, $86,520, $ 86,520. And Flurida Group USA hired employees to taking care of the office, research and development, and marketing activities, therefore, the Company incurred a total payroll expense of $ 185,777 for the three month period ended June 30, 2015. For maintaining and operating the business, the Company expensed a total of $ 22,500 commission and consulting fee. In order to increasing the sales in Europe and North America, the Company expensed $ 8,120 certification fees on the products we sold or exported in the period of April 31, 2015 to June 30, 2015. Due to the raise of sale volume and customers, the Company had travel expenses of $ 136,813, and had equipment research and development expenses of $ 81,251.  

 

We expect selling, general, and administrative expenses to increase in future periods assuming the trend of increased sales continues. 

 

Income Taxes

 

We are subject to income taxes in the U.S. and we incurred income tax expense of $280,150 and $ 100,937 for the three month period ended June 30, 2015 and 2014 respectively. As of June 30, 2015, the company had income taxes payable of $ 328,913. 

 

Net Income (Loss)

 

For the reasons set forth above, we had a net income of $ 613,478 and $ 164,949 for three month period ended June 30, 2015 and 2014 respectively. 

 

For the six month period ended June 30, 2015 vs. June 30, 2014.

 

Revenue

 

For the six month period ended June 30, 2015, the Company had net total revenue of $ 36,566,635 to the Company’s Europe, Australia, North and South America customers, and Asia. 

 

For the six month period ended June 30, 2015, the Company had net total revenue of $ 36,566,635, which was increased 131 % than the six month period ended June 30, 2014 total net revenue of $ 15,860,844. This increase was because most of main customers sales went up due to improved economic situation worldwide, plus new product sales continued through the six months period ended June 30, 2015 and are still continuing. 

 

For the period January 1 to June 30, 2015, the Company sold icemakers, high efficiency motor, module assembly, wire harness, motors,thermostats, and related refrigerator appliance to North America, which included Electrolux USA, Haier America Research & Development Co, Exact Replacement Parts, and others America corporation, for total sales of $ 31,940,161. The icemakers, assembly, motors, and related parts were manufactured and supplied by ChuZhou FuDaMechanical and Electronics Co., Ltd; all the icemakers, motors, assembly, and related parts were shipped out at FOB shipping point Nanjing, China.  

 

For the six months ended June 30, 2015, the Company sold components and appliance parts to Electrolux –Australia for $ 539,175. The components were manufactured and supplied by Chu Zhou Fu Da Mechanical and Electronics;all the icemakers and components were shipped out at FOB shipping point Nanjing, China.

 

The Company sold Motors and other parts to Electrolux – Do Brasil for $ 209,003. The motors were manufactured and supplied by ChuZhou FuDaMechanical and Electronics Co., Ltd, and were shipped out at FOB shipping point Nanjing, China. 

 

For the period January 1, 2015 to June 30, 2015, the Company sold motors,DAC Boxes, Deflector, and related refrigerator appliance to Europe, which included Electrolux Italy, Electrolux Hungry, Electrolux Sweden, and Gotene Plast AB, for total sales of $ 903,553. The DAC Boxes, Deflector, Motors, and other related parts were manufactured and supplied by Chu Zhou Fuda; all the DAC Boxes magnets, and motors were shipped out at FOB shipping point Nanjing, China. 

 

The Company also sold icemakers and related parts to Asia for $ 27,030. The icemakers and parts were manufactured and supplied by Chu Zhou Fuda;all the icemakers were shipped out at FOB shipping point Nanjing, China.

 

 
31
 

 

For the period of January 1 to June 30, 2015, the Company sold thermostats and other related key parts for icemakers and motors, and sold dampers to ChuZhouFuDa. Flurida Group purchased some of the parts from Wako Electronics, Inc., an US Company located at Louisville, KY 40299. Flurida Group also sold Rocker Switch, the key parts for icemakers, to ChuZhouFuDa. The parts, Rocker Switch, were used for the icemakers .The Company purchased the parts, Rocker Switch, from CW Industries, an US Company located atSouthampton, PA; and also Flurida Group purchased dampers from Nidec Sankyo Corporation, and then sold to ChuZhouFuDa. Flurida Group, Inc. addsaveraged 5% - 10% margin based on the cost of purchase, then sold to them, so, $ 3,021,719 were sold and invoiced to ChuZhouFuDa for the six months period ended June 30, 2015.

 

In summary, for the period of January 1 to June 30, 2015, the Company incurred the total gross sales of $ 36,640,640. And the Company had sales return and allowance and sales discount of $ 74,005, so, a total of $ 36,566,635 net sales were recorded.

 

In the six month period ended June 30, 2015 sales, more than 90% of total revenues were generated through Electrolux controlled subsidiaries in various countries. Electrolux Group operated its each subsidiary independently in each country, and all the sales orders and sales contracts were negotiated and signed independently. Accordingly, we believe that lack of one or a few subsidiaries of Electrolux sales order may have effect on our overall sales revenue, but the effects were slightly reduced in 2015 vs 2014. Because we signed separate long-term distribution agreements with various Electrolux subsidiaries, we believe the risk of loss the contracts with Electrolux is significantly reduced. 

 

Cost of Revenue

 

Our Costs of Goods Sold, as we expected will increased slightly due to increasing labor and raw materials costs. We anticipate this trend to continue and may adjust our unit price upward to reduce the impact of rising costs. 

 

At the period ended December 31, 2014, the Company had ending inventory $ 8,167,484 that was majority purchased from ChuZhou FuDa.

 

From the period January 1, 2015 to June 30, 2015, Flurida Group, Inc. purchased Stoves and parts from Qingdao FuDa Electronic at total cost of $ 1,020 for FOB shipping point at Qingdao, China.  

 

The Company purchased Icemakers, motors, high efficiency motor, dac boxes, deflectors, and parts from ChuZhou FuDa at total cost of $ 21,354,058 for FOB shipping point at Nanjing, China.  

 

To manufacture the related refrigerator appliance parts, Chu Zhou Fu Da needs key parts made in USA, which were purchased through Flurida Group, Inc. in USA. The costs of purchasing the parts were $ 2,616,412 in the period of January 1, 2015 to June 30, 2015.

 

Fulu industries (HK),Ltd provided tooling services and sold icemakers and Module assembly to the Company at a cost of $ 2,057,670 for the six month period ended June 30, 2015.

 

For the six month period ended June 30, 2015, the Company had total purchase of $ 26,029,160. 

 

At the six month period ended June 30, 2015, the company had total ending inventory at a value $ 680,807.

 

 
32
 

 

For the period of January 1, 2015 to June 30, 2015, the company had freight cost of $ 41,273 and purchase return of $ 3,173.  

 

Therefore, in the six month period ended June 30, 2015, the Company incurred a total cost of goods sold of $ 33,353,937 which was increased 131 % comparing to the six month period ended June 30, 2014 cost of goods sold of $ 14,530,397. The increase of cost of goods sold was due to the sales increase, increasing labor costs, and raw materials.  

 

The cost of goods sold in the Statements of Operations includes costs of products purchased from suppliers, shipping costs or freight in costs for the products shipping FOB port China, warehouse costs, and other costs if any directly related to the products inspection, duty and custom taxes of products, internal transfer costs if any. The selling, general and administrative expense includes operation expense such as travel, professional, office rent, telephone, certification fees, wages and salaries for management and administrative employees, and other expense related to operation. There was no allocation of portion of any selling, general and administrative expense to the cost of goods sold. 

 

Our gross margin may not be comparable to those of other entities, since some other entities may include all or allocate portion of the costs related to their distribution network into cost of goods sold. 

 

Expense

 

Our operation expenses consist of selling, general and administrative expenses, and research & development expenses, and depreciation expenses: 

 

 

 

Six Months Ended

 

 

 

June 30, 2015  

 

 

June 30, 2014  

 

Operating expenses 

 

 

 

 

 

 

Administration Expense 

 

 

4,936

 

 

 

727

 

Automobile Expense 

 

 

6,461

 

 

 

6,409

 

Bank Service Charges 

 

 

138,610

 

 

 

48,688

 

Business Registration 

 

 

-

 

 

 

1,236

 

Certification 

 

 

25,596

 

 

 

27,422

 

Depreciation Expenses 

 

 

16,357

 

 

 

15,842

 

Gift and Promotion 

 

 

7,284

 

 

 

2,973

 

Industry Show 

 

 

5,144

 

 

 

-

 

Insurance Expense 

 

 

133

 

 

 

305

 

Meals and Entertainment 

 

 

31,957

 

 

 

22,685

 

Office Supplies 

 

 

3,490

 

 

 

5,180

 

Payroll Expense 

 

 

392,168

 

 

 

349,378

 

Penalty & Fine Expenses 

 

 

467

 

 

 

-

 

Postage and Shipping 

 

 

18,721

 

 

 

2,387

 

Professional Fees 

 

 

 

 

 

 

 

 

Accounting & Auditing service 

 

 

43,625

 

 

 

39,625

 

Auditing Factory 

 

 

3,630

 

 

 

4,765

 

Commission and Consulting Fee 

 

 

46,500

 

 

 

38,384

 

Legal Fee 

 

 

7,500

 

 

 

7,500

 

Edgar SEC Filing fee 

 

 

1,393

 

 

 

3,243

 

Transfer Agent Service 

 

 

200

 

 

 

600

 

Total Professional Fees 

 

 

102,848

 

 

 

94,117

 

Rent Expense 

 

 

32,409

 

 

 

22,467

 

Repair and Maintenance 

 

 

2,217

 

 

 

13,693

 

Research and Development Expense 

 

 

125,479

 

 

 

19,658

 

Service Cost 

 

 

626

 

 

 

929

 

Telephone and Internet Expense 

 

 

8,289

 

 

 

5,914

 

Travel Expense 

 

 

 

 

 

 

 

 

Airfare 

 

 

54,506

 

 

 

35,746

 

Car Rental 

 

 

7,525

 

 

 

6,322

 

Hotel Expense 

 

 

35,821

 

 

 

27,833

 

Local Transportation 

 

 

1,652

 

 

 

2,969

 

Travel Expense-Other 

 

 

118,406

 

 

 

1,151

 

Total Travel Expense 

 

 

217,910

 

 

 

74,021

 

Utilities 

 

 

1,411

 

 

 

1,256

 

Total Operating Expenses 

 

 

1,142,514

 

 

 

715,288

 

 

 
33
 

 

Started from June 2014, Flurida Group kept unchanged the salary amount of officers Jianfeng Ding, Yaru Huang, and Ying Zhong for $350,000, $86,520, $ 86,520. And Flurida Group USA hired employees to taking care of the office, research and development, and marketing activities, therefore, the Company incurred a total payroll expense of $ 392,168 for the six month period ended June 30, 2015. For maintaining and operating the business, the Company expensed a total of $ 46,500 commission and consulting fee. In order to increasing the sales in Europe and North America, the Company expensed $ 25,596 certification fees on the products we sold or exported in the period of January 1, 2015 to June 30, 2015. Due to the raise of sale volume and customers, the Company had travel expenses of $ 217,910, and had research and development expenses of $ 125,479.  

 

We expect selling, general, and administrative expenses to increase in future periods assuming the trend of increased sales continues. 

 

Income Taxes

 

We are subject to income taxes in the U.S. and we incurred income tax expense of $ 501,615 and $ 230,767 for the six month period ended June 30, 2015 and 2014 respectively. As of June 30, 2015, the company had income taxes payable of $ 328,813. 

 

Net Income (Loss)

 

For the reasons set forth above, we had a net income of $ 1,362,086 and $ 355,770 for six month period ended June 30, 2015 and 2014 respectively. 

 

Commitments and Contingencies

 

The Company’s purchase is primarily from supplier, Chuzhou Fuda Mechanical & Electronics Co., Ltd (“ChuZhouFuDa”), which is related and managed by director Jianfeng Ding. ChuZhouFuda is an appliance components and sub-assemblies manufacturer established on March 18, 2008. Chuzhou Fuda is located in Chuzhou City, Anhui Province, China. There was no written supply agreement signed between the Company and Chuzhou Fuda. However, Chuzhou Fuda committed to the Company for the quantity and quality of products the Company ordered. 

 

On June 2008, the company signed a consigned inventory agreement with an US company, Electrolux Home Products DE Mexico and Anderson, S.A.DEC.V (Electrolux). 

 

On July, 2012, the Company signed a deposit inventory agreement with Electrolux Italia S.p.A., which was effective in January 2013. 

 

On June 25, 2013, the Company signed a consignment inventory agreement with Electrolux Hungary S.p.A., which was effective in September 2013. 

 

On July, 2013, Flurida Group, Inc. entered into a managed inventory program agreement with Electrolux Australia, which was effective in September 2013. 

 

 
34
 

 

Foreign Currency Translation

 

The Company has determined the United States dollars to be its functional currency for Flurida Group USA and European Euro to be its functional currency in European business. Assets and liabilities were translated to U.S. dollars at the period-end exchange rate. Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year. Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity. 

 

Liquidity and Capital Resources 

 

 

 

At June 30 

 

 

At December 31 

 

 

 

2015 

 

 

2014 

 

 

 

 

 

 

 

 

Current Ratio * 

 

 

1.31

 

 

 

1.23

 

Cash 

 

$ 9,044,528

 

 

$ 1,825,148

 

Working Capital ** 

 

$ 3,819,787

 

 

$ 2,828,774

 

Total Assets 

 

$ 16,249,585

 

 

$ 15,750,485

 

Total Liabilities 

 

$ 12,354,738

 

 

$ 12,837,128

 

 

 

 

 

 

 

 

 

 

Total Equity 

 

$ 3,897,847

 

 

$ 2,913,357

 

 

 

 

 

 

 

 

 

 

Total Debt/Equity *** 

 

 

3.17

 

 

 

4.41

 

 

* Current Ratio = Current Assets /Current Liabilities 

** Working Capital = Current Assets - Current Liabilities 

*** Total Debt / Equity = Total Liabilities / Total Shareholders’ Equity. 

 

The Company’s overall working capital was increased in the six month period ended June 30, 2015 comparing to six month period ended June 30, 2014, due to the overall increase of the accounts receivable and, the Company’s current ratio was also increased as of June 30, 2015 comparing to June 30, 2014 due to the increase of the accounts receivable. 

 

Currently the Company has a sales agreement with Electrolux, such agreement require the Company to supply the motors, ice makers, and other parts based on Electrolux’s needs. However, due to the consignment arrangement with Electrolux, the Company would keep certain level of consignment inventory to meet the Electrolux’s requirements. In addition, due to the consignment terms with Electrolux, the sales would be recognized when the Electrolux withdraw the products or the consignment inventory at Electrolux’s warehouse for 60 days. In our due course of business dealing with Electrolux’s consignment sales, all the sales incurred were for the products withdrew before the 75 days terms, i.e., the products might be considered as sales automatically based on the consignment terms. After the products withdrew by Electrolux, the Company may receive the payment in 7 days with discount through DB Supplier Finance. 

 

The Company’s (“Loan Agreement”) in the principal amount of the lesser of $6,000,000 or 80% of eligible accounts receivable and 50% of book value inventory expired on July 31, 2015. We are in the process of reapplying. 

 

 
35
 

  

The outstanding loan amount on the prior Loan Agreement in effect was $ 0.00 as of June 30, 2015. 

 

The management will continue to improve our current business on marketing, customer services and general administrative activities effectiveness; we still continually focus on developing our new products such as LED solar house numbers, a vegetable dryer system, and a chargeable stove. 

 

We set up a R&D center at our California location. The primary function of an R&D group is to discover and create new knowledge about scientific and technological topics for the purpose of uncovering and enabling development of valuable new products, processes, and services. The company has continually developed the new product such as electronic controlled icemaker, main wire harnesses for controlling the functions of refrigerator products, and D/C motor technology. It’s working on the development of the vegetable dryer system. The company is still focusing on developing the own new finished product which called 3 in 1 ice and water dispenser, and it marketed and distributed under Flurida Group brand name. Now, those finished products already got UL certification and are anticipated to be lunched to the US market in the next quarter.

 

Specifically, the management still believes that within the operating activities, the efforts of collecting accounts receivables and making payments of accounts payables still are the primary factors for the changes of cash flows in the remaining part year 2015 and will continue in later years. 

 

The Company had cash and cash equivalents of $ 9,044,528 at June 30, 2015 and $ 3,819,787 of working capital and $ 1,825,148 at December 31, 2014 and $ 2,828,774 of working capital. 

 

The total debt of $ 12,354,738 for June 30, 2015 included total of $ 8,368,912 for Chu Zhou Fu Da, $ 2,500,651 for Fulu Industries(HK),Ltd, $ 214,271 for US suppliers, $ 57,979 for salary and payroll tax payable, and $ 61,120 for all other account payable, $ 328,813 income tax liabilities, $ 300,000 other payable, and $ 252,992 unearned revenue. 

 

Our independent auditor has indicated that our customer concentration may raise doubt about its ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operations. However, due to the close relationship between the Company and its supplier, Chuzhou Fu Da, which is closely related and directly managed by shareholder and director Jianfeng Ding. Besides, as of June 30, 2015, the cash and cash equivalent balance was $ 9,044,528 and account receivable was $ 6,449,190, the management believes that the revenues will be generated and its cash flows will be maintained to cover its operational costs and the risk of going concern in long term is significantly low. 

 

Interest Rate Risk

 

We do not have significant interest rate risk, as our debt obligations (i.e., notes payables to shareholders which can be converted to common stocks). The annual interest rate of notes payable is 8%, and the interest expense would be accrued if the notes were not converted to common shares, and the notes holders request the Company for repayment of principles plus the interest. Seven non-affiliated loan holders asked the Company for repayment of notes plus interest on July 1, 2008. All remaining loan holders converted their loans to common shares on July 15, 2008. 

 

 
36
 

 

Item 3. Quantitative and Qualitative Disclosure about Market Risk

 

Not applicable. 

 

Item 4. Controls and Procedures.

 

Evaluation of Disclosure Controls and Procedures

 

The Company has established disclosure controls and procedures to ensure that information required to be disclosed in this quarterly report on Form 10-Q was properly recorded, processed, summarized and reported within the time periods specified in the Commission's rules and forms. The Company’s controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers to allow timely decisions regarding required disclosure. 

 

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) at June 30, 2015 based on the evaluation of these controls and procedures required by paragraph (b) of Rule 13a-15 or Rule 15d-15 under the Exchange Act. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, at June 30, 2015, our disclosure controls and procedures are not effective. 

 

Changes in Internal Control over Financial Reporting

 

There have been no changes in the Company's internal control over financial reporting that occurred during the Company's last three month period that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting. 

 

 
37
 

 

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

None. 

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

(a) Unregistered Sales of Equity Securities. 

 

None. 

 

(b) Use of Proceeds. 

 

The Registrant did not sell any unregistered securities during the three months ended June 30, 2015. 

 

Item 3. Defaults Upon Senior Securities.

 

None. 

 

Item 4. Mine Safety Disclosures.

 

Not applicable. 

 

Item 5. Other Information.

 

Not applicable. 

 

 
38
 

 

Item 6. Exhibits.

 

(a) Exhibits. 

 

Exhibit No.

Document Description

31.1 

CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. 

31.2 

CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. 

32.1 * 

CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002. 

32.2 * 

CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002. 

Exhibit 101 

Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.** 

101.INS 

XBRL Instance Document** 

101.SCH 

XBRL Taxonomy Extension Schema Document** 

101.CAL 

XBRL Taxonomy Extension Calculation Linkbase Document** 

101.DEF 

XBRL Taxonomy Extension Definition Linkbase Document** 

101.LAB 

XBRL Taxonomy Extension Label Linkbase Document** 

101.PRE 

XBRL Taxonomy Extension Presentation Linkbase Document** 

______________ 

* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings. 

 

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. 

 

 
39
 

 

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 

 

Flurida Group, Inc., 

a Nevada corporation 

August 13, 2015 

By: 

/s/ Jianfeng Ding

Jianfeng Ding 

Principal Executive Officer 

 

In accordance with the Exchange Act, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. 

 

SIGNATURE

NAME

TITLE

DATE

/s/ Jianfeng Ding

Jianfeng Ding 

Principal Executive Officer and Director 

August 13, 2015 

/s/ Yaru Hang

Yaru Hang 

Principal Financial Officer and Principal 

August 13, 2015 

Accounting Officer 

 

 
40
 

 

EXHIBIT INDEX 

 

Exhibit No.

Document Description

31.1 

CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. 

31.2 

CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. 

32.1 * 

CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002. 

32.2 * 

CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002. 

Exhibit 101 

Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.** 

101.INS 

XBRL Instance Document** 

101.SCH 

XBRL Taxonomy Extension Schema Document** 

101.CAL 

XBRL Taxonomy Extension Calculation Linkbase Document** 

101.DEF 

XBRL Taxonomy Extension Definition Linkbase Document** 

101.LAB 

XBRL Taxonomy Extension Label Linkbase Document** 

101.PRE 

XBRL Taxonomy Extension Presentation Linkbase Document** 

______________ 

* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings. 

 

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. 

 

 

41