DevvStream

EZGO Technologies Announces Financial Results For The Six Months Ended March 31, 2023

07 August 2023

CHANGZHOU, China, Aug. 7, 2023 /PRNewswire/ -- EZGO Technologies Ltd. (Nasdaq: EZGO) ("EZGO" or "we", "our", or the "Company"), a leading short-distance transportation solutions provider in China, today announced its unaudited financial results for the six months ended March 31, 2023.

Financial Highlights (all results compared to the prior year period unless otherwise noted)

  • Revenues were $5.2 million, a decrease of 14.4%
  • Units sold of e-bicycle reached 20,479, a decrease of 21.1%
  • Units sold of batteries and battery packs reached 8,964, a decrease of 24.2%
  • Gross margin was 3.5%, compared with 4.7%
  • Net loss was $5.0 million, compared with $2.7 million
  • The Company has cash and cash equivalents of approximately $2.3 million at March 31, 2023, compared to approximately $4.4 million at September 30, 2022

Management Commentary

For the six months ended March 31, 2023, mainland China experienced a transition from strict control of the COVID-19 pandemic to a full deregulation. Right after the full deregulation, most of the population was infected with the COVID-19 virus. Most industries nearly came to a halt in operations from late November 2022 to early January 2023, gradually returning to normal operations during China's 2023 Spring Festival in late January 2023. During this period, the production and business activities in all departments of the Company were severely impacted, resulting in a decline in our semi-annual revenue compared to the same period last year and an increase in losses.

In addition to macroeconomic factors, increased competition in the e-bicycles industry, after business constraints were eased in China also led to a significant decline in sales of our products and gross profit in February and March 2023. Two of our major competitors also initiated a new round of price cuts resulting in even greater downward pressure on our product sales.

Based on management's assessment of macroeconomics and industrial competition, along with our own resource endowment, management has adjusted our business strategies as follows: (i) we halted the production of low and middle-end products and focused on the design, development, and production of mid-to-high-speed electric motorcycles through joint ventures or partnerships; (ii) we further enhanced the development and market promotion of lithium battery products for low-speed vehicles (including e-bicycle, e-tricycle and low-speed four-wheeled scooters ); (iii) we have actively expanded overseas sales channels for our products, in the hope of alleviating our dependency on current domestic sales channels; and (iv) we also made certain equity investment in some of the high-quality suppliers in the electric motorcycles and lithium battery industry.

Financial Review for the Six Months Ended March 31, 2023

Net Revenues

Net revenues from continuing operations for the six months ended March 31, 2023 were approximately $5.2 million, a 14.4% decrease from approximately $6.0 million for the six months ended March 31, 2022. The decrease in revenues was mainly driven by the decrease of sales of e-bicycles, and partially offset by the increase of sales of battery and battery packs.

The following table identifies revenue from continuing operations and discontinued operations, as well as reportable segments for the six months ended March 31, 2023 and 2022:

    

For the six months ended March 31,

  

Change

  

Segment

 

2023

  

%

  

2022

  

%

  

Amount

  

%

Sales of e-

    bicycles

 

E-bicycle sales

segment

 

$

3,001,709

   

58.2

  

$

4,055,330

   

67.2

  

$

(1,053,621)

   

(26.0)

Sales of batteries

    and battery

    packs

 

Battery cells and

packs segment

  

1,732,871

   

33.6

   

1,581,023

   

26.3

   

151,848

   

9.6

Others

    

427,118

   

8.3

   

393,825

   

6.5

   

33,293

   

8.5

Subtotal

 

Net revenue

from continuing

operations

  

5,161,698

   

100.0

   

6,030,178

   

100.0

   

(868,480)

   

(14.4)

Rental of lithium

    batteries and

    e-bicycles

 

Rental segment

  

120

   

0.0

   

261

   

-

   

(141)

   

(54.0)

Subtotal

 

Net revenue

from

discontinued

operation

  

120

   

0.0

   

261

   

-

   

(141)

   

(54.0)

Total

 

 Net revenues

 

$

5,161,818

   

100.0

  

$

6,030,439

   

100.0

  

$

(868,621)

   

(14.4)

                           

The e-bicycles sales segment engaged in online and offline sales of e-bicycles. The revenue of sales of e-bicycles decreased to approximately $1.1 million, or 26.0%, for the six months ended March 31, 2023 as compared to the same period in 2022, mainly due to the repeated outbreaks of COVID-19 in the fourth quarter of 2022 and adjustments made to selling policies.

Revenue generated from the battery cells and packs segment for the six months ended March 31, 2023 and 2022 was approximately $1.7 million and $1.6 million, respectively, a 9.6% increase derived from new customers and continuing relationships with long-term customers, as a mitigated measure to reduce the impact of COVID-19 and increased market competition on sales of e-bicycles.

Cost of Revenue

The cost of revenue s attributable the e-bicycles sales segment decreased by approximately $1.1 million, or approximately 27.0%, for the six months ended March 31, 2023 as compared to the same period in 2022, which was primarily due to a reduction in sales of e-bicycles as a result of the impact of the COVID-19 outbreak in the fourth quarter of 2022. This decrease directly corresponded with the decrease in revenue from sales of e-bicycles.

The cost of revenue attributable to the battery cells and packs segment increased by approximately $155,000, or approximately 10.3%, for the six months ended March 31, 2023 as compared to the same period in 2022, which was primarily due to the increased sales of battery cells and packs as a result of customer growth. The increase directly corresponded with the increase in revenue from the sales of batteries and battery packs segment. 

Gross Profit

The gross profit attributable to the e-bicycles sales segment for the six months ended March 31, 2023 and 2022 was approximately $76,000 and $46,000, respectively, representing 2.5% and 1.7% of e-bicycles sales revenue. The increase of gross profit during the six months ended March 31, 2023 is primarily due to capacity reduction on e-bicycles sales as a result of a lower gross profit margin rate on sales by Tianjin Dilang Technologies Co., Ltd. and Tianjin Jiahao Bicycle Co., Ltd. ("Tianjin Jiahao").

The gross profit attributable to the battery cells and packs segment for the six months ended March 31, 2023 and 2022 was approximately $67,000 and $71,000, respectively, representing 3.9% and 4.5% of battery cells and packs sales revenue. The increase of gross profit during the six months ended March 31, 2023 is primarily due to the increase in the sales price of battery cells and packs in 2023.

Selling and Marketing Expenses

Our selling and marketing expenses primarily consist of salaries and benefits expense, advertising expense, and freight expense. Our selling and marketing expenses decreased by approximately $281,000, or approximately 49.6%, to approximately $286,000 for the six months ended March 31, 2023 from approximately $567,000 for the six months ended March 31, 2022. Such decrease was attributable to a reduction in salaries and benefits expense and advertising expense, which was a result of a reduction in the amount of salespersons and a reduction in expenditures on exhibition promotion in direct relation to the Company's reduction of sales of e-bicycles. 

General and Administrative Expenses

Our general and administrative expenses increased by approximately $268,000, or approximately 12.8%, to approximately $2.4 million for the six months ended March 31, 2023 from approximately $2.1 million for the six months ended March 31, 2022. The increase was primarily due to the addition of share-based compensation expenses as a result of the restricted shares granted to employees and external consultants in August 2022 and January 2023.

Other expense/(income), net

We recorded other expense, net of $2.6 million for the six months ended March 31, 2023 and other income of $352,000 for the six months ended March 31, 2022. The significant increase in other expense, net is primarily attributable to the loss from disposal of Tianjin Jiahao on March 31, 2022, which was approximately $2.6 million.

Income Tax Expense/(Benefits)

Income tax benefits was approximately $15,000 for the six months ended March 31, 2023 and income tax expense was approximately $519,000 for the six months ended March 31, 2022. The change from income tax expense to income tax benefits is primarily due to the tax loss carrying forwards of the newly established wholly-owned subsidiaries in 2022 covered the change in valuation allowance accrued for deferred tax assets.

Net Loss

Net loss for the six months ended March 31, 2023 was approximately $5.0 million, compared to approximately $2.7 million for the same period in 2022, as a result of the explanations provided above.

About EZGO Technologies Ltd.

Leveraging an Internet of Things (IoT) product and service platform and two e-bicycle brands, "Cenbird" and "Dilang," EZGO has established a business model centered on the manufacturing and sale of e-bicycles and e-bicycle rentals, complemented by the e-bicycle charging pile business. For additional information, please visit EZGO's website at www.ezgotech.com.cn. Investors can visit the "Investor Relations" section of EZGO's website at www.ezgotech.com.cn/Investor.

Exchange Rate

This press release contains translations of certain Chinese Renminbi ("RMB") amounts into U.S. dollars ("US$") at specified rates solely for the convenience of the readers. Unless otherwise stated, all translations from RMB to US$ were made at the rate of RMB6.8676 to US$1.00 for the items in balance sheets and at the rate of RMB6.9761 to US$1.00 for the items in statements of operations and comprehensive loss, the exchange rate in effect as of March 31, 2023, as set forth in the H.10 Statistical release of the Board of Governors of the Federal Reserve System. The Company makes no representation that the RMB or US$ amounts referred could be converted into US$ or RMB, as the case may be, at any particular rate or at all.

Safe Harbor Statement

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as "may," "will," "intend," "should," "believe," "expect," "anticipate," "project," "estimate" or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company's goals and strategies; the Company's future business development; product and service demand and acceptance; changes in technology; economic conditions; the growth of the short-distance transportation solutions market in China and the other international markets the Company plans to serve; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and the international markets the Company plans to serve and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the Securities and Exchange Commission ("SEC"). For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward–looking statements to reflect events or circumstances that arise after the date hereof.

EZGO TECHNOLOGIES LTD.

CONSOLIDATED BALANCE SHEETS

(In U.S. dollars except for number of shares)

 

As of September 30,

 

As of March 31,

 

2022

 

2023

     

(unaudited)

ASSETS

     

Current assets

     

Cash and cash equivalents

$

4,389,990

 

$

2,280,198

Restricted cash

 

23,228

  

3,530

Short-term investments

 

702,889

  

728,056

Accounts receivable, net

 

7,542,062

  

5,597,130

Notes receivable

 

-

  

62,613

Inventories

 

380,949

  

4,173,819

Advances to suppliers

 

10,529,144

  

16,276,983

Amount due from related parties, current

 

9,418,674

  

7,766,763

Prepaid expenses and other current assets, net

 

167,100

  

3,278,737

Total current assets

 

33,154,036

  

40,167,829

Property and equipment, net

 

4,106,511

  

1,594,009

Intangible assets, net

 

-

  

3,048,723

Land use right, net

 

6,682,696

  

1,766,909

Goodwill

 

-

  

5,089,556

Deferred tax assets, net

 

45,286

  

97,063

Long-term investments

 

2,101,519

  

13,048,357

Other non-current assets

 

1,417,534

  

3,139,023

Total non-current assets

 

14,353,546

  

27,783,640

Total assets

$

47,507,582

 

$

67,951,469

      

LIABILITIES AND EQUITY

     

Current liabilities

     

Short-term borrowings

$

2,811,555

 

$

1,062,962

Accounts payable

 

782,405

  

677,547

Advances from customers

 

900,436

  

2,006,695

Income tax payable

 

350,638

  

368,868

Amount due to related parties

 

591,638

  

1,466,115

Accrued expenses and other payables

 

7,827,863

  

8,691,314

Current liabilities of discontinued operation

 

703,668

  

729,034

Total current liabilities

 

13,968,203

  

15,002,535

      

Commitments and contingencies

     
      

Equity

     

Ordinary shares
(par value of $0.001 per share; 100,000,000 shares authorized as

of September 30, 2022 and March 31, 2023; 24,676,891 and

51,805,564 shares issued as of September 30, 2022 and March 31,

2023; 24,214,391 and 50,416,642 outstanding as of September

30, 2022 and March 31, 2023, respectively)

 

24,214

  

50,417

Subscription receivable

 

(7,800)

  

(7,800)

Receivables from a shareholder

 

(98,791)

  

-

Additional paid-in capital

 

40,690,086

  

63,628,819

Statutory reserve

 

233,622

  

236,189

Accumulated deficit

 

(7,887,621)

  

(12,684,498)

Accumulated other comprehensive loss

 

(2,315,795)

  

(1,154,187)

Total EZGO Technologies Ltd.'s shareholders' equity

 

30,637,915

  

50,068,940

Non-controlling interests

 

2,901,464

  

2,879,994

Total equity

 

33,539,379

  

52,948,934

      

Total liabilities and equity

$

47,507,582

 

$

67,951,469

 

The accompanying notes are an integral part of these consolidated financial statements.

EZGO TECHNOLOGIES LTD.

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In U.S. dollars except for number of shares) 

 

Six Months Ended March 31,

 

2022

 

2023

Net revenues

$

6,030,178

 

$

5,161,698

Cost of revenues

 

(5,747,962)

  

(4,979,685)

Gross profit

 

282,216

  

182,013

      

Selling and marketing

 

(566,553)

  

(285,646)

General and administrative

 

(2,115,490)

  

(2,383,325)

Total operating expenses

 

(2,682,043)

  

(2,668,971)

      

Loss from operations

 

(2,399,827)

  

(2,486,958)

      

Interest income (expense), net

 

398,358

  

(26,338)

Other (expense) income, net

 

(45,891)

  

38,387

Loss from disposal of a subsidiary

 

-

  

(2,561,856)

Total other income/(expense), net

 

352,467

  

(2,549,807)

      

Loss from continuing operations before income tax expense

 

(2,047,360)

  

(5,036,765)

Income tax (expense) benefit

 

(519,311)

  

41,276

Net loss from continuing operations

 

(2,566,671)

  

(4,995,489)

(Loss) income from discontinued operations, net of tax

 

(105,797)

  

131

Net Loss

 

(2,672,468)

  

(4,995,358)

      

Net loss from continuing operations

 

(2,566,671)

  

(4,995,489)

Less: net loss attributable to non-controlling interests from

continuing operations

 

(328,029)

  

(201,048)

Net loss attributable to EZGO Technologies Ltd.'s shareholders

from continuing operations

 

(2,238,642)

  

(4,794,441)

      

(Loss) income from discontinued operation, net of tax

 

(105,797)

  

131

Net (loss) income attributable to EZGO Technologies Ltd.'s

shareholders from discontinued operation

 

(105,797)

  

131

Net loss attributable to EZGO Technologies Ltd.'s

shareholders

$

(2,344,439)

 

$

(4,794,310)

      

Net loss attributable to EZGO Technologies Ltd.'s shareholders

from continuing operations per ordinary share:

     

-Basic and diluted

$

(0.16)

 

$

(0.16)

Net loss attributable to EZGO Technologies Ltd.'s shareholders

from discontinued operation per ordinary share:

     

-Basic and diluted

 

(0.01)

  

-

Net loss attributable to EZGO Technologies Ltd.'s shareholders

per ordinary share:

     

-Basic and diluted

 

(0.17)

  

(0.16)

Weighted average shares outstanding:

     

-Basic and diluted

 

13,626,891

  

29,335,451

      

Loss from continuing operations before non-controlling interests

$

(2,566,671)

 

$

(4,995,489)

(Loss) income from discontinued operation, net of tax

 

(105,797)

  

131

Net loss

 

(2,672,468)

  

(4,995,358)

Other comprehensive loss

     

Foreign currency translation adjustment

 

416,429

  

1,067,488

Comprehensive loss

 

(2,256,039)

  

(3,927,870)

Less: Comprehensive loss attributable to non-controlling interests

 

(307,442)

  

(295,168)

Comprehensive loss attributable to EZGO Technologies

Ltd.'s shareholders

$

(1,948,597)

 

$

(3,632,702)

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EZGO TECHNOLOGIES LTD.

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
SIX MONTHS ENDED MARCH 31, 2022 AND 2023

(In U.S. dollars except for number of shares)

 

Ordinary Shares

 

Subscription

receivable

 

Receivables due

from

shareholder

 

Additional

paid-in capital

 

Statutory

reserve

 

Accumulated

earnings/

(deficits)

 

Accumulated Other

Comprehensive

Income (Loss)

 

Total EZGO's

shareholders'

equity

 

Non-controlling

interest

 

Total equity

 

Shares

 

Amount

         

Balance as of September 30,

2021

13,626,891

 

$

13,627

 

$

(7,800)

 

$

(3,152,179)

 

$

32,260,048

 

$

233,413

 

$

(1,423,614)

 

$

594,507

 

$

28,518,002

 

$

4,018,498

 

$

32,536,500

Net loss

-

  

-

  

-

  

-

  

-

  

-

  

(2,344,439)

  

-

  

(2,344,439)

  

(328,029)

  

(2,672,468)

Receivable from a shareholder

-

  

-

  

-

  

34,540

  

-

  

-

  

-

  

-

  

34,540

  

-

  

34,540

Appropriation to statutory reserve

-

  

-

  

-

  

-

  

-

  

4,436

  

(4,436)

  

-

  

-

  

-

  

-

Foreign currency translation

adjustment

-

  

-

  

-

  

(51,599)

  

-

  

-

  

-

  

416,429

  

364,830

  

20,587

  

385,417

Balance as of March 31, 2022

13,626,891

 

$

13,627

 

$

(7,800)

 

$

(3,169,238)

 

$

32,260,048

 

$

237,849

 

$

(3,772,489)

 

$

1,010,936

 

$

26,572,933

 

$

3,711,056

 

$

30,283,989

 

Ordinary Shares

 

Subscription

receivable

 

Receivables

due from

shareholder

 

Additional

paid-in capital

 

Statutory

reserve

 

Accumulated

earnings/

(deficits)

 

Accumulated Other

Comprehensive

Income (Loss)

 

Total EZGO's

shareholders'

equity

 

Non-controlling

interest

 

Total equity

 

Shares

 

Amount

         

Balance as of September 30,

2022

24,214,391

 

$

24,214

 

$

(7,800)

 

$

(98,791)

 

$

40,690,086

 

$

233,622

 

$

(7,887,621)

 

$

(2,315,795)

 

$

30,637,915

 

$

2,901,464

 

$

33,539,379

Equity issuance

18,000,000

  

18,000

  

-

  

-

  

14,382,000

  

-

  

-

  

-

  

14,400,000

  

-

  

14,400,000

Issuance of ordinary shares for

Acquisition of Changzhou Sixun

7,667,943

  

7,668

  

-

  

-

  

8,072,780

  

-

  

-

  

-

  

8,080,448

  

-

  

8,080,448

Share-based compensation -

vesting of restricted shares award

to employees

202,500

  

203

  

-

  

-

  

151,672

  

-

  

-

  

-

  

151,875

  

-

  

151,875

Share-based compensation -

vesting of restricted shares award

to non-employees

-

  

-

  

-

  

-

  

332,613

  

-

  

-

  

-

  

332,613

  

-

  

332,613

Exercise of warrant

331,808

  

332

  

-

  

-

  

(332)

  

-

  

-

  

-

  

-

  

-

  

-

Addition of non-controlling

interest from Acquisition of 

Changzhou Sixun

-

  

-

  

-

  

-

  

-

  

-

  

-

  

-

  

-

  

273,698

  

273,698

Net loss

-

  

-

  

-

  

-

  

-

  

-

  

(4,794,310)

  

-

  

(4,794,310)

  

(201,048)

  

(4,995,358)

Receivable from a shareholder

-

  

-

  

-

  

98,791

  

-

  

-

  

-

  

-

  

98,791

  

-

  

98,791

Appropriation to statutory reserve

-

  

-

  

-

  

-

  

-

  

2,567

  

(2,567)

  

-

  

-

  

-

  

-

Foreign currency translation adjustment

-

  

-

  

-

  

-

  

-

  

-

  

-

  

1,161,608

  

1,161,608

  

(94,120)

  

1,067,488

Balance as of March 31, 2023

50,416,642

 

$

50,417

 

$

(7,800)

 

$

-

 

$

63,628,819

 

$

236,189

 

$

(12,684,498)

 

$

(1,154,187)

 

$

50,068,940

 

$

2,879,994

 

$

52,948,934

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EZGO TECHNOLOGIES LTD.

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In U.S. dollars except for number of shares)

 

Six Months Ended March 31,

 

2022

 

2023

CASH FLOWS FROM OPERATING ACTIVITIES:

     

Net loss

$

(2,672,468)

 

$

(4,995,358)

      

Adjustments to reconcile net income to net cash (used in)

provided by operating activities:

     

Provision for accounts receivable

 

113,387

  

300,266

Inventories write down

 

226,298

  

(39,711)

Depreciation and amortization

 

468,241

  

555,918

Share-based compensation

 

-

  

151,875

Loss from disposal of a subsidiary

 

-

  

2,561,856

Loss from long-term investment

 

-

  

110,789

Loss from disposal of property and equipment

 

11,579

  

-

Deferred tax expenses (benefits)

 

519,315

  

(49,375)

Changes in operating assets and liabilities:

     

Accounts receivable

 

874,272

  

1,954,599

Notes receivable

 

-

  

(18,635)

Advance to suppliers

 

(2,781,770)

  

(5,137,730)

Inventories

 

(2,570,990)

  

(3,258,216)

Amount due from related parties

 

(2,553,715)

  

(1,717,313)

Prepaid expenses and other current assets

 

(117,294)

  

(180,560)

Accounts payable

 

(78,889)

  

(168,069)

Advance from customers

 

528,108

  

1,035,271

Income tax payable

 

(5,233)

  

5,587

Accrued expenses and other payables

 

958,585

  

701,730

Net cash used in operating activities

 

(7,080,574)

  

(8,187,076)

      

CASH FLOWS FROM INVESTING ACTIVITIES:

     

Purchase of property and equipment

 

(274,175)

  

(26,808)

Purchase of land use right

 

-

  

(1,748,169)

Maturities of short-term investment

 

1,570,007

  

-

Purchase of long-term investments

 

(23,550)

  

(7,174,496)

Prepayment for intent long-term investment

 

-

  

(1,318,788)

Proceed from disposal of property and equipment

 

159,271

  

-

Loan to related parties

 

(471,002)

  

(1,569,072)

Collection of loan to related parties

 

-

  

1,540,976

Net cash inflow from disposal of a subsidiary

 

-

  

2,579,717

Net cash outflow due to acquisition of Changzhou Sixun

 

-

  

(578,629)

Net cash provided by (used in) investing activities

 

960,551

  

(8,295,269)

      

CASH FLOWS FROM FINANCING ACTIVITIES:

     

Proceeds from short-term borrowings

 

2,826,012

  

759,737

Repayments of short-term borrowings

 

-

  

(2,580,238)

Loan from related parties

 

-

  

1,053,057

Repayment of loan from related parties

 

(549,502)

  

(130,176)

Collection of receivable from a shareholder

 

34,540

  

100,737

Cash receipts from equity issuance, net of issuance cost

 

-

  

14,400,000

Net cash provided by financing activities

 

2,311,050

  

13,603,117

      

Effect of exchange rate changes

 

46,085

  

749,738

      

Net decrease in cash, cash equivalents and restricted cash

 

(3,762,888)

  

(2,129,490)

Cash, cash equivalents and restricted cash, at beginning of the

period

 

5,889,885

  

4,413,218

Cash, cash equivalents and restricted cash, at end of the period

$

2,126,997

 

$

2,283,728

      

Reconciliation of cash, cash equivalents, and restricted cash

to the Consolidated Balance Sheets

     

Cash and cash equivalents

$

2,111,392

 

$

2,280,198

Restricted cash

 

15,605

  

3,530

Total cash, cash equivalents, and restricted cash

$

2,126,997

 

$

2,283,728

      

SUPPLEMENTAL DISCLOSURE OF CASH FLOW

INFORMATION:

     

Income tax paid

$

5,233

 

$

2,512

Interests paid

$

6,474

 

$

40,450

      

SUPPLEMENTAL SCHEDULE OF NON-CASH

INVESTING ACTIVITIES

     

Shares issued for the acquisition of Changzhou Sixun

$

-

 

$

8,080,448

Increase of non-controlling interests derived from acquisition of

Changzhou Sixun

$

-

 

$

273,698

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

1.  ORGANIZATION AND PRINCIPAL ACTIVITIES

EZGO Technologies Ltd. ("EZGO" or the "Company") is a holding company incorporated under the laws of the British Virgin Islands ("BVI") on January 24, 2019. The Company commenced operations through its variable interest entity ("VIE") and VIE's subsidiaries in the People's Republic of China ("PRC"). The Company is mainly engaged in sales of battery packs, battery cells, as well as electric bicycles ("e-bicycle") and battery cell trading, in PRC. The unaudited consolidated financial statements reflect the activities of EZGO and each of the following entities:

Name

 

Date of

incorporation /

acquisition

 

Place of

incorporation

 

Percentage

of effective

ownership

 

Principal

Wholly owned subsidiaries

        

China EZGO Group Ltd.

   (formerly known as

   Hong Kong JKC Group

   Co., Ltd., "EZGO HK")

 

February 13,

2019

 

HK

 

100 %

 

Investment holding

company

Changzhou Langyi

   Electronic Technologies

   Co., Ltd.

 

August 6, 2021

 

PRC

 

100 %

 

Investment holding

company

Jiangsu Langyi Import and

   Export Trade Co., Ltd.

   ("Langyi Trading")

 

December 7,

2021

 

PRC

 

100 %

 

Import and export

trade of batteries

packs

Changzhou EZGO

   Enterprise Management

   Co., Ltd. (formerly

   known as Changzhou

   Jiekai Enterprise

   Management Co., Ltd., a

   wholly foreign-owned

   enterprise, "WFOE" or

   "Changzhou EZGO")

 

June 12, 2019

 

PRC

 

100 %

 

Distribution and

trade of batteries

packs, a holding

company

Jiangsu EZGO Energy

   Supply Chain

   Technology Co., Ltd.

   ("Jiangsu Supply

   Chain")

 

December 10,

2021

 

PRC

 

100 %

 

Distribution and

trade of batteries

packs

Jiangsu EZGO New

   Energy Technologies

   Co., Ltd. ("Jiangsu New

   Energy")

 

July 14, 2022

 

PRC

 

100 %

 

Distribution and

trade of batteries

packs

Sichuan EZGO Energy

   Technologies Co., Ltd.

   ("Sichuan EZGO")

 

May 9, 2022

 

PRC

 

100 %

 

Distribution and

trade of lead-acid

batteries

Tianjin EZGO Electric

   Technologies Co., Ltd.

    ("Tianjin EZGO")

 

July 13, 2022

 

PRC

 

100 %

 

Production and sales

of e-bicycles

Changzhou Youdi Electric

   Bicycle Co., Ltd.

   ("Changzhou Youdi")

 

July 14, 2022

 

PRC

 

100 %

 

Development,

operation and

maintenance of

software related to e-

bicycle and battery

rental services

Changzhou Sixun

   Technology Co., Ltd.

   ("Changzhou Sixun")

 

December 29,

2022

 

PRC

 

100 %

 

Holding company

Changzhou Higgs

   Intelligent Technology

   Co., Ltd. ("Changzhou

   Higgs")

 

November 7,

2018

 

PRC

 

60 %

 

Industrial automatic

control device and

system

manufacturing

Changzhou Zhuyun

   Technology Co., Ltd.

   ("Changzhou Zhuyun")

 

March 2, 2023

 

PRC

 

60 %

 

Equipment

maintenance and

repair

         

VIE and subsidiaries of

VIE

        

Jiangsu EZGO Electronic

   Technologies Co., Ltd.

   (formerly known as

   Jiangsu Baozhe Electric

   Technologies, Co.,

   Ltd.,"Jiangsu EZGO")

 

July 30, 2019

 

PRC

 

VIE

 

Holding company

Changzhou Hengmao

   Power Battery

   Technology Co., Ltd.

   ("Hengmao")

 

May 5, 2014

 

PRC

 

80.87 %

 

Sales of battery

packs, battery cells,

as well as e-bicycles,

battery cell trading,

and battery and e-

bicycle rental

services provider

Changzhou Yizhiying IoT

   Technologies Co., Ltd.

    ("Yizhiying")

 

August 21, 2018

 

PRC

 

100 %

 

Development,

operation and

maintenance of

software related to e-

bicycle and battery

rental services

Jiangsu Cenbird E-

   Motorcycle

   Technologies Co., Ltd.

   ("Cenbird E-

   Motorcycle")

 

May 7, 2018

 

PRC

 

51 %

 

Development of sales

channels and

international market

for sales of e-

bicycles and electric

motorcycle ("e-

motorcycle")

Tianjin Dilang

   Technologies Co., Ltd.

   ("Dilang")

 

July 2, 2019

 

PRC

 

80 %

 

Production and sales

of e-bicycles

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)  Basis of presentation

The accompanying consolidated financial statements ("CFS") were prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and have been consistently applied. The CFS includes the financial statements of the Company, its subsidiaries, the VIE and the VIE's subsidiary. All inter-company balances and transactions were eliminated upon consolidation. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying CFS include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results, and cash flows for the periods presented.

(b)  Accounts receivable, net

Accounts receivable, net are stated at the original amount less an allowance for doubtful receivables, if any, based on a review of all outstanding amounts at period end. An allowance is also made when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables. The Company analyses the aging of the customer accounts, coverage of credit insurance, customer concentrations, customer credit-worthiness, historical and current economic trends and changes in its customer payment patterns when evaluating the adequacy of the allowance for doubtful accounts. For the six months ended March 31, 2022 and 2023, the Company recorded bad debt expense of $113,387 and $300,266, respectively, against its accounts receivable.

(c)  Intangible assets, net

The Company performs valuation of the intangible assets arising from business combinations to determine the relative fair value ("FV") to be assigned to each asset acquired. The acquired intangible assets are recognized and measured at FV. Intangible assets with useful lives are amortized using the straight-line approach over the estimated economic useful lives of the assets as follows:

Category

 

Estimated useful life

Patents

  

5 years

Software copyright

  

5 years

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(d)  Goodwill

Goodwill is the excess of the purchase price over FV of the identifiable assets and liabilities acquired in a business combination.

Goodwill is not depreciated or amortized but is tested for impairment on an annual basis as of September 30 of each balance sheet date and in between annual tests when an event occurs or circumstances change that could indicate that the asset might be impaired. The Company first has the option to assess qualitative factors to determine whether it is more likely than not that the FV of a reporting unit is less than its carrying amount.

If the Company decides, as a result of its qualitative assessment, that it is more likely than not that the FV of a reporting unit is less than its carrying amount, the quantitative impairment test is mandatory. Otherwise, no further testing is required. The quantitative impairment test consists of a comparison of the FV of each reporting unit with its carrying amount, including goodwill. A goodwill impairment charge will be recorded for the amount by which a reporting unit's carrying value exceeds its FV, but not to exceed the carrying amount of goodwill. Application of a goodwill impairment test requires significant management judgment, including the identification of reporting units and determining the FV of each reporting unit. The judgment in estimating the FV of reporting units includes estimating future cash flows, determining appropriate discount rates and making other assumptions. Changes in these estimates and assumptions could materially affect the determination of FV for each reporting unit.

(e)  Long-term investments

Long-term investments are the Company's equity investments in privately held companies accounted for equity method, and equity investments without readily determinable fair values.

(1) Equity investments accounted for using the equity method

The Company applies the equity method of accounting to equity investments, in ordinary shares or in-substance ordinary shares, over which it has significant influence but does not own a majority equity interest or otherwise control. Under the equity method, the Company initially records its investment at cost. The Company subsequently adjusts the carrying amount of the investment to recognize the Company's proportionate share of each equity investee's net income or loss into consolidated statements of operations and comprehensive loss after the date of acquisition.

(2) Equity investment without readily determinable fair values

Equity investment without readily determinable FVs refers to the investment over which the Company does not have the ability to exercise significant influence through the investments in ordinary shares or in substance ordinary shares, are accounted for under the measurement alternative upon the adoption of ASU2016-01 (the "Measurement Alternative"). Under the Measurement Alternative, the carrying value is measured at purchase cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. All gains and losses on these investments, realized and unrealized, are recognized in the consolidated statements of operations and comprehensive loss. The Company makes an assessment of whether an investment is impaired based on performance and financial position of the investee, as well as other evidence of market value at each reporting date. Such assessment includes, but is not limited to, reviewing the investee's cash position, recent financing, as well as the financial and business performance. The Company recognizes an impairment loss equal to the difference between the carrying value and FV in the consolidated statements of operations and comprehensive loss if any.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(f)  Revenue recognition

The Company follows ASU 2014-09, Revenue from Contracts with Customers ("ASC Topic 606"), to account for the revenue from sales of self-manufactured battery cell, battery pack and e-bicycles and battery cell trading. The Company applied ASC Topic 840, Leases, for the revenue from rentals of lithium batteries and e-bicycles.

The core principle of ASC Topic 606 is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle:

Step 1: Identify the contract with the customers

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to the performance obligations in the contract

Step 5: Recognize revenue when the company satisfies a performance obligation

Revenue recognition policies are discussed as follows:

Revenue from sales of self-manufactured battery cell, battery pack and e-bicycles

The Company sells products to different customers, primarily including sale of self-manufactured battery cells (see Note 15 Discontinued Operation), self-assembled battery packs and sale of e-bicycles. The Company presents the revenue generated from its sales of products on a gross basis as the Company is a principal. The revenue is recognized at a point in time when the Company satisfies the performance obligation by transferring promised product to a customer upon acceptance by customers.

Contract liabilities primarily consist of advances from customers, which comprises unamortized lithium batteries. As of September 30, 2022 (audited) and March 31, 2023, the Company recognized advances from customers of $900,436 and $2,006,695, respectively.

The revenues from sales of self-manufactured battery cells and lithium batteries and e-bicycles services via sublease and its own application named Yidianxing are revenues from the Company's discontinued operation, and are reported separately in the Consolidated Statements of Income for the six months ended March 31, 2022 and 2023 (see Note 13 Discontinued Operation). The following table identifies the disaggregation of the Company's revenue from continuing operations for the six months ended March 31, 2022 and 2023:

  

2022

 

2023

Revenues from continuing operations:

      

Sales of e-bicycles

 

$

4,055,330

 

$

3,001,709

Sales of batteries and battery packs

  

1,581,023

  

1,732,871

Others

  

393,825

  

427,118

Net revenues

 

$

6,030,178

 

$

5,161,698

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(f)  Revenue recognition (continued)

Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent revenue recognized for the amounts invoiced and/or prior to invoicing when the Company has satisfied its performance obligation and has unconditional right to the payment. The Company had no contract assets as of September 30, 2022 (audited) or March 31, 2023.

The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Company has no material incremental costs of obtaining contracts with customers that the Company expects the benefit of those costs to be longer than one year.

(g)  Share-based compensation

The Company applies ASC 718, Compensation—Stock Compensation ("ASC 718"), to account for its share-based payments. In accordance with ASC 718, the Company determines whether an award should be classified and accounted for as a liability award or equity award. All the Company's grants of share-based awards were classified as equity awards and are recognized in the financial statements based on their grant date fair values.

The Company elects to recognize compensation expense using the straight-line method for all awards granted with graded vesting based on service conditions. The Company has also elected to account for forfeitures as they occur. Previously recognized compensation cost for the awards is reversed in the period that the award is forfeited.

(h)  Recent Accounting Standards

The Company is an "emerging growth company" ("EGC") as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). Under the JOBS Act, EGC can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies.

In February 2016, the Financial Accounting Standards Board (the "FASB") issued ASU No. 2016-02, Leases (Topic 842). The guidance supersedes existing guidance on accounting for leases with the main difference being that operating leases are to be recorded in the statement of financial position as right-of-use assets and lease liabilities, initially measured at the present value of the lease payments. For operating leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. In July 2018, ASU 2016-02 was updated with ASU 2018-11, Targeted Improvements to ASC Topic 842, which provides entities with relief from the costs of implementing certain aspects of the new leasing standard. Specifically, under the amendments in ASU 2018-11, (1) entities may elect not to recast the comparative periods presented when transitioning to ASC 842 and (2) lessors may elect not to separate lease and non-lease components when certain conditions are met. In November 2019, ASU 2019-10, Codification Improvements to ASC 842 modified the effective dates of all other entities. In June 2020, ASU 2020-05 defers the effective date for one year for entities in the "all other" category. For all other entities, the amendments in ASU 2020-05 are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early application of the guidance continues to be permitted. Based on the portfolio of leases as of March 31, 2023, a right-of-use asset of $171,993 and a lease liability of $170,682 would be recognized on the Company's consolidated balance sheet for the fiscal year beginning upon October 1, 2022, primarily relating to the rental of office space, production space and storage space. The Company does not expect any material impact on its CFS as a result of adopting the new standard.

In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments – Credit Losses," which requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Subsequently, the FASB issued ASU No. 2018-19, Codification Improvements to Topic 326, to clarify that receivables arising from operating leases are within the scope of lease accounting standards. Further, the FASB issued ASU No. 2019-04, ASU 2019-05, ASU 2019-10, ASU 2019-11 and ASU 2020-02 to provide additional guidance on the credit losses standard. For all other entities, the amendments for ASU 2016-13 are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. Adoption of the ASUs is on a modified retrospective basis. The Company will adopt ASU 2016-13 on October 1, 2023. The Company is in the process of evaluating the effect of the adoption of this ASU on its CFS.

Other accounting standards that have been issued by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent standards that are not anticipated to have an impact on or are unrelated to its unaudited consolidated financial statements.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

2.  ACQUISITION

Acquisition of Changzhou Sixun

On January 25, 2023, the Company completed the acquisition of Changzhou Sixun through an equity transfer agreement with certain "non-U.S. persons" (the "Sellers") as defined in Regulation S of the Securities Act of 1933, as amended (the "Securities Act"), for the transfer of 100% of the equity interests in and all assets in Changzhou Sixun Technology Co., Ltd. ("Changzhou Sixun") to Jiangsu New Energy, for RMB59,400,000, of which (i) RMB5,000,000 was to be paid in cash and (ii) the remaining consideration of RMB54,400,000 ($8,080,448) which is to be paid by issuing additional ordinary shares of the Company. In this acquisition, Changzhou Sixun was set as a target company for the purpose of holding 60% of the equity of Changzhou Higgs Intelligent Technologies Co., Ltd. ("Changzhou Higgs").

The Company engaged an independent valuation firm to assist management in valuing assets acquired, liabilities assumed and intangible assets identified as of the acquisition day.

The transaction constitutes a business combination for accounting purposes and is accounted for using the acquisition method under ASC 805. The Company is deemed to be the accounting acquirer. The identifiable intangible assets acquired upon acquisition was patents and software copyright, which has an estimated useful life of five years. All other current assets and current liabilities carrying value approximated fair value at the time of acquisition. The fair value of the intangible assets identified was determined by adopting the income approach, specifically the Discounted Cash Flow ("DCF") method.

The allocation of the purchase price as of the acquisition date was as follows, in which the amount was translated using exchange rate on acquisition date:

 

Amount

Cash and cash equivalents

$

141,891

Accounts receivable

 

76,372

Notes receivable

 

44,183

Advance to suppliers

 

154,230

Prepaid expenses and other current assets, net

 

1,726

Inventories, net

 

434,110

Fixed assets

 

48,754

Intangible assets - patents

 

2,529,954

Intangible assets – software copyright

 

659,988

Total assets (a)

 

4,091,208

   

Advances from customers

 

22,647

Accounts payable

 

30,361

Accrued expenses and other payables

 

164,012

Total liabilities (b)

 

217,020

   

Total net identifiable asset acquired (c=a-b)

 

3,874,188

Non-controlling interest on Changzhou Higgs (d)

 

273,698

Total consideration (e)

 

8,690,046

Goodwill (e+d-c)

 

5,089,556

Prior to the acquisition, Changzhou Sixun did not prepare its financial statements in accordance with U.S. GAAP. The Company determined that the cost of reconstructing the financial statement of Changzhou Sixun for the periods prior to the acquisition outweighed the benefits. Based on an assessment of the financial performance and a comparison of Changzhou Sixun's and the Company's financial performance for the fiscal year prior to the acquisition, the Company did not consider Changzhou Sixun to be material to the Company based on the significance testing. Thus, the Company's management believes that the presentation of pro forma financial information with respect to the results of operations of the Company for the business combination is impractical.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

3.  ACCOUNTS RECEIVABLE, NET

As of September 30, 2022 and March 31, 2023, accounts receivable and allowance for doubtful accounts consisted of the following:

 

2022

 

2023

 

(audited)

  

Accounts receivable

$

8,601,585

 

$

6,999,600

Less: allowance for doubtful accounts

 

(1,059,523)

  

(1,402,470)

Accounts receivable, net

$

7,542,062

 

$

5,597,130

The movement of allowance for doubtful accounts was as follows for the six months ended March 31, 2022 and 2023:

 

2022

 

2023

Balance at beginning of the period

$

34,155

 

$

1,059,523

Current period addition

 

1,117,156

  

300,266

Write-off

 

(625)

  

-

Foreign currency translation adjustment

 

(91,163)

  

42,681

Balance at the end of the period

$

1,059,523

 

$

1,402,470

For the six months ended March 31, 2022 and 2023, $113,387 and $300,266 of bad debt expenses were recorded, respectively.

4.  INVESTMENTS

As of September 30, 2022 and March 31, 2023, investments consisted of the following:

 

2022

 

2023

 

(audited)

  

Short-term investments:

     

Convertible debt instrument (1)

$

702,889

 

$

728,056

Total short-term investments

 

702,889

  

728,056

Long-term investments:

     

Investments accounted for using the equity method (2)

 

2,101,519

  

9,344,789

Investments without readily determinable fair values (3)

 

-

  

3,703,568

Total investments

$

2,804,408

 

$

13,776,413

The movement of the carrying amount of long-term investment was as of follows for the six months ended March 31, 2022 and 2023:

 

2022

 

2023

Beginning balance

$

132,621

 

$

2,101,519

Addition of investments accounted for using the equity method

 

2,101,638

  

7,280,564

Addition of investments without readily determinable fair values

 

-

  

3,703,567

Proportionate share of the equity investee's net loss

 

(130,528)

  

(110,789)

Foreign currency translation adjustment

 

(2,212)

  

73,496

Ending balance

$

2,101,519

 

$

13,048,357

(1)  Convertible debt instrument was issued by a private company and redeemable at the Company's option. The convertible debt instrument is due on June 12, 2024, with an annual interest rate of 6% and carried at FV. For the six months ended March 31, 2022 and 2023, there were nil and $21,502 interest income or loss recognized in earnings and no unrealized gain or loss from the changes in FV recognized in accumulated other comprehensive income.

(2)  In March 2023, the Company acquired 25% equity interest of Linyi Xing Caitong New Energy Partnership with for $7,280,564 and was subsequently accounted for using the equity method.

(3)  In September 2022 and February 2023, the Company acquired 6% equity interest of Chongqing Chenglu Technology Co., Ltd. and 10% equity interest of Changzhou Huiyu Yidian Venture Capital Co., Ltd. for $3,696,287 and $7,281, respectively. The Company would have neither significant influence nor control over the investee and recognized investment as investment without readily determinable FV.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

5.  INVENTORIES, NET

As of September 30, 2022 and March 31, 2023, inventories and movement of inventories reserve consisted of the following:

 

2022

 

2023

 

(audited)

  

Finished goods (1)

$

425,721

 

$

3,416,648

Raw materials (2)

 

151,379

  

887,827

Others

 

-

  

32,180

Reserve for inventories

 

(196,151)

  

(162,836)

Inventories, net

$

380,949

 

$

4,173,819

(1)  Finished goods includes battery packs and e-bicycles.

(2)  Raw materials mainly include battery cells purchased by the Company for battery packs assembling and e-bicycles production.

The movement of reserve for inventories was as follows for the six months ended March 31, 2022 and 2023:

 

2022

 

2023

Beginning balance

$

116,102

 

$

196,151

Current period addition

 

176,938

  

14,508

Charge off

 

(8,921)

  

(54,219)

Foreign currency translation adjustment

 

(87,968)

  

6,396

Ending balance

$

196,151

 

$

162,836

For the six months ended March 31, 2022 and 2023, $226,298 and $14,508 were recorded as reserve for inventories, respectively. $54,219 was charged off against the reserve balance due to subsequent sales of the inventories for the six months ended March 31, 2022, which had been written down in the previous period.

6.  ADVANCES TO SUPPLIERS, NET

As of September 30, 2022 and March 31, 2023, advances to suppliers and allowance for doubtful accounts consisted of the following:

 

2022

 

2023

 

(audited)

  

Prepayment for purchase of battery packs (1)

$

6,846,200

 

$

12,442,744

Prepayment for purchase of e-bicycles materials (2)

 

3,576,449

  

3,418,019

Others

 

240,709

  

555,238

  

10,663,358

  

16,416,001

Less: allowance for doubtful accounts

 

(134,214)

  

(139,018)

Advances to suppliers, net

$

10,529,144

 

$

16,276,983

(1)  Prepayment for purchase of battery packs is for the production of battery packs, among which the top 3 suppler prepayments were $4,171,941 and $8,989,035 as of September 30, 2022 and March 31, 2023, respectively.

(2)  Prepayment for purchase of e-bicycles materials is for the production of e-bicycle, among which the top 2 suppler prepayments were $2,528,573 and $2,284,204 as of September 30, 2022 and March 31, 2023, respectively.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

7.  PREPAID EXPENSES AND OTHER CURRENT ASSETS

As of September 30, 2022 and March 31, 2023, prepaid expenses and other current assets consisted of the following:

 

2022

 

2023

 

(audited)

  

Short-term receivables due to disposal of Tianjin Jiahao

$

-

 

$

2,762,610

VAT prepayment

 

-

  

211,721

Security deposits

 

-

  

93,191

Prepaid professional service fee

 

42,173

  

46,232

Prepaid rental fee

 

57,214

  

28,685

Prepaid exhibition fee

 

7,169

  

-

Other

 

60,544

  

136,298

Prepaid expenses and other current assets

$

167,100

 

$

3,278,737

8.  PROPERY, PLANT AND EQUIPMENT, NET

As of September 30, 2022 and March 31, 2023, property, plant and equipment, net consisted of the following:

 

2022

 

2023

 

(audited)

  

Building (1)

$

2,676,037

 

$

-

Equipment for rental business

 

1,457,548

  

1,518,756

Production line for e-bicycles

 

469,002

  

485,795

Leasehold improvements

 

490,124

  

507,673

Furniture, fixtures and office equipment

 

118,716

  

148,557

Vehicles

 

109,492

  

161,882

Construction in progress

 

64,064

  

344

  

5,384,983

  

2,823,007

Accumulated depreciation

 

(1,278,472)

  

(1,228,998)

Property, plant and equipment, net

$

4,106,511

 

$

1,594,009

(1)  On February 13, 2023, Jiangsu EZGO entered into an equity transfer agreement with Sutai (Tianjin) Packaging Materials Co., Ltd. (the "Buyer") for the transfer of 100% of the equity interest of Tianjin Jiahao, a wholly-owned subsidiary of Jiangsu EZGO, to the Buyer for $6,454,831. On March 31, 2023, the building of Tianjin Jiahao was disposed at the carrying amount of $2,302,209 in the completion of transfer of all 100% of the equity interest of Tianjin Jiahao. The Company recognized loss of $2,561,856 from the disposal of Tianjin Jiahao.

For the six months ended March 31, 2022 and 2023, depreciation expense was $334,811 and $347,027, respectively.

For the six months ended March 31, 2022 and 2023, the Company received $158,918 and nil from disposal of property and equipment other than the building of Tianjin Jiahao, which was recognized in the consolidated statements of operations, respectively.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

9.  INTANGIBLE ASSETS, NET

As of September 30, 2022 and March 31, 2023, intangible assets, net consisted of the following:

 

2022

 

2023

 

(audited)

  

Patents

$

-

 

$

2,501,330

Software copyright

 

-

  

652,521

  

-

  

3,153,851

Accumulated amortization

 

-

  

(105,128)

Intangible assets, net

$

-

 

$

3,048,723

For the six months ended March 31, 2022 and 2023, amortization of intangible assets was nil and $103,493, respectively.

Intangible assets including patents and software copyright which were considered as important underlying assets in the business acquisition of Changzhou Sixun (see Note 2) were identified and recognized based on a formal valuation report issued by the independent third-party valuation specialist.

The following is a schedule, by fiscal years, of amortization of intangible asset as of March 31, 2023:

Year Ended September 30,

 

Amount

Remaining in fiscal year 2023

$

413,973

2024

 

620,960

2025

 

620,960

2026

 

620,960

2027

 

620,960

2028 and thereafter

 

150,910

Total

$

3,048,723

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

10.  LAND USE RIGHT, NET

As of September 30, 2022 and March 31, 2023, land use right, net consisted of the following:

 

2022

 

2023

 

(unaudited)

  

Land use right

$

6,875,756

 

$

1,775,788

Accumulated amortization

 

(193,060)

  

(8,879)

Land use right, net

$

6,682,696

 

$

1,766,909

For the six months ended March 31, 2022 and 2023, the Company recognized amortization expense of $126,442 and $105,398, respectively.

(1)  Land use right of Tianjia Jiahao

On June 28, 2021, Jiangsu EZGO has completed the asset acquisition of Tianjin Jiahao for $10.16 million, and Tianjin Jiahao became Jiangsu EZGO's wholly owned subsidiary. For the recent five years, Tianjin Jiahao did not have employee or generate any revenue; and the assets of Tianjin Jiahao only consisted of buildings and land-used right, which was considered it inputs, thus, according to ASC 805-10-55-3A&4, Tianjin Jiahao was not a business. The acquisition of Tianjin Jianhao was accounted for as asset acquisition. The purchase price was allocated to the buildings and land use right based on their respective estimated FVs. The land use right is in Tianjin city, Hebei province. In January 2022, the original value was $3.1 million of the buildings was re-allocated to land use right according to a formal valuation report issued by the independent third-party valuation specialist. The remaining land use right has a term of 36.5 years and will expire on December 4, 2057.

As mentioned previously in Note 8, the land use right of Tianjin Jiahao was also disposed at the carrying amount of $6,823,791 in the transfer of all 100% of the equity interests of Tianjin Jiahao to the Buyer.

(2)  Land use right of Jiangsu New Energy

In January 2023, Jiangsu New Energy acquired land use rights of $1,775,788 from local government mainly to build manufacturing factories in Changzhou, Jiangsu province.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

11.  OTHER NON-CURRENT ASSETS

As of September 30, 2022 and March 31, 2023, other non-current assets consisted of the following: 

 

2022

 

2023

 

(audited)

  

Prepayment for intent equity investment

$

-

 

$

1,339,624

Long-term receivables due to disposal of Tianjin Jiahao

 

-

  

1,141,228

Prepaid expenses for land use right (1)

 

1,140,595

  

644,276

Prepaid construction fee (2)

 

276,939

  

13,895

Total of other non-current assets

$

1,417,534

 

$

3,139,023

(1)  The balance is the prepayment to the Bureau of Finance in Wujin Technology Industrial District for the purchase of land use right for constructing headquarter buildings in Changzhou.

(2)    The balance is prepaid construction fee for plant maintenance and renovation.

12.  ACCRUED EXPENSES AND OTHER PAYABLES

As of September 30, 2022 and March 31, 2023, accrued expenses and other payables consisted of the following: 

 

2022

 

2023

 

(audited)

  

Other taxes payable (1)

$

6,916,501

 

$

7,113,779

Payroll payable

 

392,192

  

497,964

Loan from third-parties

 

-

  

481,392

Others

 

519,170

  

598,179

Total of accrued expenses and other payables

$

7,827,863

 

$

8,691,314

(1)  The balance mainly is the VAT payable of $6,218,723 and $6,394,420 as of September 30, 2022 and March 31, 2023, respectively.

13.  SHORT-TERM BORROWINGS

As of September 30, 2022 and March 31, 2023, the borrowings consisted of the following:

 

2022

 

2023

Short-term borrowings

$

2,811,555

 

$

1,062,962

      

On August 12, 2022, Yizhiying entered into a non-revolving loan facility of RMB2,000,000 (approximately $291,222) with Bank of Jiangsu with annual interest rate of 4.35% and a term of 12 months, which was guaranteed by Jianhui Ye, the Chief Executive Officer and a significant shareholder of the Company.

On December 15, 2022, Changzhou EZGO entered into a revolving loan facility of RMB800,000 (approximately $116,489) with Bank of Jiangsu with annual interest rate of 6.09% and a term of 12 months.

On March 24, 2023, Changzhou EZGO entered into a non-revolving loan facility of RMB4,500,000 (approximately $655,251) with Agricultural Bank of China with annual interest rate of 4.10% and a term of 12 months.

For the six months ended March 31, 2022 and 2023, the Company recorded interest expense of $28,768 and $50,662, respectively.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

14.  RELATED PARTY TRANSACTIONS AND BALANCES

The following is a list of related parties which the Company had transactions with during the six months ended March 31, 2022 and 2023:

Name

 

Relationship

(a)

Huiyan Xie

 

General manager and non-controlling shareholder of Dilang

(b)

Shuang Wu

 

Chief Operating Officer and a significant shareholder of the

Company

(c)

Yan Fang

 

Non-controlling shareholder of Cenbird E-Motorcycle

(d)

Jianhui Ye

 

Chief Executive Officer and a significant shareholder of the

Company

(e)

Feng Xiao

 

Non-controlling shareholder of Changzhou Higgs

(f)

Changzhou Cenbird Electric Bicycle Manufacturing Co., Ltd.

 

Yan Fang, a non-controlling shareholder of Cenbird E-

motorcycle, whose family member serves as director of

Changzhou Cenbird Electric Bicycle Manufacturing Co., Ltd.
 

(g)

Jiangsu Xinzhongtian Suye Co., Ltd. 

 

Yuxing Liu, the spouse of Yan Fang, serves as the executive of

Jiangsu Xinzhongtian Suye Co., Ltd.

(h)

Shenzhen Star Asset Management Co., Ltd.

 

General Partner of Xinyu Star Assets Management No.1

Investing Partnership and Xinyu Star Assets Management No.2

Investing Partnership, which are two significant shareholders of

the Company

(i)

Beijing Weiqi Technology Co., Ltd. 

 

Wholly owned by Huiyan Xie, the general manager and non-

controlling shareholder of Dilang

(j)

Shenzhen Star Cycling Network Technology Co., Ltd.

 

Equity investments with 42% share holding

(k)

Nanjing Mingfeng Technology Co.,Ltd.

 

Equity investments with 30% share holding

(l)

Shandong Xingneng'an New Energy Technology Co., Ltd.

 

Equity investments with 25% share holding

(m)

Jiangsu Youdi Technology Co., Ltd.

 

Equity investments with 29% share holding

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

14.  RELATED PARTY TRANSACTIONS AND BALANCES (continued)

Amount due from related parties

As of September 30, 2022 and March 31, 2023, amount due from related parties consisted of the following:

 

2022

 

2023

 

(audited)

  

Shandong Xingneng'an New Energy Technology Co., Ltd.

(l)(1)&(2)

$

3,829,335

 

$

3,530,483

Changzhou Cenbird Electric Bicycle Manufacturing Co., Ltd.

(f)(1)

 

3,445,715

  

2,873,972

Shenzhen Star Cycling Network Technology Co., Ltd. (j)(1)&(2)

 

1,072,945

  

670,580

Jiangsu Youdi Technology Co., Ltd. (m)(1)&(2)

 

372,733

  

389,469

Jiangsu Xinzhongtian Suye Co., Ltd. (g)(1)

 

452,048

  

273,504

Beijing Weiqi Technology Co., Ltd. (i)(4)

 

26,715

  

27,671

Jianhui Ye (d)(3)

 

4,742

  

1,084

Shuang Wu (b)(3)

 

214,441

  

-

Amount due from related parties

$

9,418,674

 

$

7,766,763

(1)  The balance mainly is prepayments for purchasing e-bicycle gears and e-bicycles.

(2)  The balance mainly is loans with annual interest as stated in contracts to associates.

(3)  The balance mainly is advances made to the managements for the Company's daily operational purposes.

(4)  The balance represented the receivable generated from the sales of e-bicycles.

Amount due to related parties

As of September 30, 2022 and March 31, 2023, amount due to related parties consisted of the following:

 

2022

 

2023

 

(audited)

  

Huiyan Xie (a)(1)

$

477,335

 

$

1,065,183

Shuang Wu (b)(1)

 

-

  

116,539

Feng Xiao (e)(1)

 

-

  

141,664

Nanjing Mingfeng Technology Co., Ltd. (k)(2)

 

82,717

  

75,460

Yan Fang (c)(1)

 

30,672

  

66,323

Shenzhen Star Asset Management Co., Ltd. (h)(2)

 

914

  

946

Amount due to related parties

$

591,638

 

$

1,466,115

(1)  The balances mainly are the expenses paid on behalf of the Company for daily operations.

(2)  The balances are the payable for purchasing e-bicycles.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

14.  RELATED PARTY TRANSACTIONS AND BALANCES (continued)

Related parties transactions

For the six months ended March 31, 2022 and 2023, the Company had the following related party transactions:

Related parties

 

Nature

 

2022

 

2023

Shandong Xingneng'an

New Energy Technology

Co., Ltd (l)

 

Purchase of e-bicycles from a related party

$

(2,355,010)

$

-

Shandong Xingneng'an

New Energy Technology

Co., Ltd (l)

 

Loan to a related party

 

1,570,007

 

1,564,771

Shandong Xingneng'an

New Energy Technology

Co., Ltd (l)

 

Collection of loan to a related party

 

-

 

(1,089,434)

Shandong Xingneng'an

New Energy Technology

Co., Ltd (l)

 

Sales of battery pack to a related party

 

298

 

-

Changzhou Cenbird

Electric Bicycle

Manufacturing Co., Ltd. (f)

 

Purchase of e-bicycles from a related party

 

(1,597,467)

 

-

Jiangsu Xinzhongtian Suye

Co., Ltd. (g)

 

Purchase of e-bicycles from a related party

 

(287,501)

 

-

Shenzhen Star Cycling

Network Technology Co.,

Ltd.(j)

 

Loan to a related party

 

157,001

 

4,300

Shenzhen Star Cycling

Network Technology Co.,

Ltd.(j)

 

Collection of loan to a related party

 

-

 

(451,542)

Nanjing Mingfeng

Technology Co., Ltd.(k)

 

Loan to a related party

 

314,001

 

-

Nanjing Mingfeng

Technology Co., Ltd.(k)

 

Collection of loan to a related party

 

(549,502)

 

-

Shuang Wu (b)

 

Loan from a shareholder

 

-

 

(420,067)

Shuang Wu (b)

 

Repayment of a loan from a related party

 

-

 

89,592

Yan Fang (c)

 

Loan from a shareholder

 

-

 

(64,621)

Yan Fang (c)

 

Repayment of a loan from a related party

 

-

 

33,286

Huiyan Xie (a)

 

Loan from a related party

 

-

 

(568,369)

Huiyan Xie (a)

 

Repayment of a loan from a related party

 

-

 

7,299

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

15.  DISCONTINUED OPERATION

In November 2018, the Company entered into an agreement with a third-party company to dispose its battery cell production line. The production line was disposed in December 2018. After the disposal, the Company is no longer engaged in the manufacturing of battery cells. The disposal of the production line was treated as a discontinued operation for all fiscal years presented.

Due to the impact of COVID-19, the revenue of rental business decreased after December 2019, which led to the termination of the cooperation with its sublease agents from January 2020 to July 2020. Therefore, management decided to dispose majority of its rental assets, mainly batteries and E-bicycle, before September 30, 2021. The disposal of the Company's rental business was also treated as a discontinued operation for all fiscal years presented.

The liabilities of the discontinued operations, which are included in "Current liabilities of discontinued operation" on the Consolidated Balance Sheets as of September 30, 2022 and March 31, 2023, consist of the following:

 

2022

 

2023

Liabilities of discontinued operation

     

Accounts payable

$

207,206

 

$

206,792

Other payables

 

62,119

  

72,347

Income tax payable

 

434,343

  

449,895

Total current liabilities

 

703,668

  

729,034

Total liabilities

$

703,668

 

$

729,034

The following are revenues and income (loss) from discontinued operation:

 

Six Months Ended March 31,

 

2022

 

2023

Net revenues

$

261

 

$

120

Cost of revenues

 

(1,847)

  

-

(Loss)/Income from discontinued operation before income tax

 

(105,797)

  

131

Income tax expense

 

-

  

-

(Loss)/Income from discontinued operation, net of income tax

$

(105,797)

 

$

131

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

16.  INCOME TAXES

BVI

The Company is incorporated in the BVI. Under the current laws of the BVI, the Company is not subject to income or capital gains taxes. In addition, dividend payments are not subject to withholdings tax in the BVI.

Hong Kong

On March 21, 2018, the Hong Kong Legislative Council passed The Inland Revenue (Amendment) (No. 7) Bill 2017 (the "Bill") which introduces the two-tiered profits tax rates regime. The Bill was signed into law on March 28, 2018 and was announced on the following day. Under the two-tiered profits tax rates regime, the first 2 million Hong Kong Dollar ("HKD") of profits of the qualifying group entity will be taxed at 8.25%, and profits above HKD 2 million will be taxed at 16.5%. The Company's Hong Kong subsidiaries did not have assessable profits that were derived in Hong Kong for the six months ended March 31, 2022 and 2023. Therefore, no Hong Kong profit tax had been provided for the fiscal year ended September 30, 2022.

PRC

The Company's PRC subsidiaries, VIE and VIE's subsidiaries are subject to the PRC Enterprise Income Tax Law ("EIT Law") and are taxed at the statutory income tax rate of 25%, unless otherwise specified. The components of the income tax expense (benefit) from continuing operations are as follows:

 

Six Months Ended March 31,

 

2022

 

2023

Current

$

-

 

$

8,099

Deferred

 

519,311

  

(49,375)

Total income tax expense (benefit)

$

519,311

 

$

(41,276)

The reconciliations of the statutory income tax rate and the Company's effective income tax rate are as follows:

 

Six Months Ended March 31,

 

2022

 

2023

Net loss before provision for income taxes

$

(2,047,360)

 

$

(5,036,765)

PRC statutory tax rate

 

25 %

  

25 %

Income tax at statutory tax rate

 

(511,840)

  

(1,259,191)

      

Non-taxable income and non-deductible expenses

 

7,245

  

85,664

Effect of income tax rate differences in jurisdictions other than the

PRC

 

131,137

  

243,619

Effect on valuation allowance

 

892,769

  

888,632

Income tax expense (benefit)

$

519,311

 

$

(41,276)

Effective tax rate

 

-25.4 %

  

0.8 %

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

16.  INCOME TAXES (continued)

The current PRC EIT Law imposes a 10% withholding income tax for dividends distributed by foreign invested enterprises to their immediate holding companies outside the PRC. A lower withholding tax rate will be applied if there is a tax treaty arrangement between the PRC and the jurisdiction of the foreign holding company. Distributions to holding companies in Hong Kong that satisfy certain requirements specified by the PRC tax authorities, for example, are subject to a 5% withholding tax rate.

As of September 30, 2022 (audited) and March 31, 2023, the Company had not recorded any withholding tax on the retained earnings of its foreign invested enterprises in the PRC, since the Company intended to reinvest its earnings to further expand its business in mainland China, and its foreign invested enterprises did not intend to declare dividends to their immediate foreign holding companies.

For the six months ended March 31, 2022 and 2023, the effect of income tax rate differences in jurisdictions other than the PRC mainly resulted from the loss in EZGO, which is incorporated in BVI and is not subject to income or capital gains taxes. The effective tax rates are -25.4% and 0.8% for the six months ended March 31, 2022 and 2023 respectively.

Accounting for uncertainty tax position

The Company did not identify significant unrecognized tax benefits for the six months ended March 31, 2022 and 2023. The Company did not incur any interest or penalties related to potential underpaid income tax expenses. In general, the PRC tax authority has up to five years to conduct examinations of the Company's tax filings. Accordingly, the tax years from 2017 to 2022 of the Company's PRC subsidiaries and VIE and subsidiaries of the VIE remain open to examination by the taxing jurisdictions. The Company does not expect that its assessment regarding unrecognized tax positions will materially change over the next 12 months.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

17.  SHARE-BASED COMPENSATION

EZGO Technologies Ltd. Incentive Plan (the "EZGO 2022 Plan")

On August 6, 2022, the board of directors of EZGO approved the EZGO 2022 Plan. On August 8, 2022, 1,000,000 restricted shares with service condition were granted to management and external consultants under the EZGO 2022 plan, out of which, 520,000 restricted shares vested immediately on the date of grant. 330,000 restricted shares shall vest evenly by month between the grant date and the 1st anniversary of grant date, and 150,000 restricted shares shall vest evenly by month between the grant date and the 2nd anniversary of grant date.

On January 13 and March 1, 2023, 1,000,000 and 178,922 restricted shares with service condition were granted to external consultants, respectively, which would vest in six months after grant date.

The estimated FV of restricted shares granted was the closing price on the grant date of the Company's ordinary shares traded in the Nasdaq Stock Market.

A summary of activities of the restricted shares as of March 31, 2023 is as follow:

 

Number of

nonvested

restricted shares

 

Weighted average

fair value per

ordinary share on

the grant dates

Outstanding as of September 30, 2021

-

 

$

-

Granted

1,000,000

  

0.75

Vested

(587,500)

  

0.75

Forfeited

-

  

-

Unvested as of September 30, 2022

412,500

  

0.75

Granted

1,178,922

  

1.13

Vested

(202,500)

  

0.75

Forfeited

-

  

-

Unvested as of March 31, 2023

1,388,922

 

$

1.07

As of March 31, 2023, there was approximately $1,155,339 of total unrecognized compensation cost related to unvested restricted shares. The unrecognized compensation costs are expected to be recognized over a weighted average period of 0.39 years.

Total share-based compensation expense of share-based awards granted to management and external consultants for the six months ended March 31, 2023 was $484,488.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

18.  EQUITY

(a)  Ordinary shares

The Company was established under the laws of the BVI on January 24, 2019. The authorized number of ordinary shares was 50,000 with par value of $1 per share.

On September 8, 2020, the Company effected a one thousand-for-one subdivision of shares to shareholders, which increased the total number of authorized and issued ordinary shares from 50,000 to 50,000,000 and decreased the par value of ordinary shares from $1 to $0.001. The Company also registered an additional authorized number of ordinary shares of 50,000,000 of par value of $0.001 per share and preferred shares of 10,000 of no par value. Then the shareholders surrendered a pro-rata number of ordinary shares of 42,200,000 to the Company for no consideration and thereafter those shares were cancelled. Following the surrender, the issued and outstanding ordinary shares were 7,800,000 of par value of $0.001 per share.

On January 28, 2021, the Company closed its initial public offering and issued 3,038,500 ordinary shares, par value $0.001 per share, at $4 per share for $12,154,000 in gross proceeds. The Company raised total net proceeds of $10,845,638 after deducting underwriting discounts, commissions, and offering expenses.

On June 1, 2021, the Company closed its registered direct public offering of 2,564,102 units of its securities, with each unit consisting of (i) one ordinary share of the Company, par value $0.001 per share, and (ii) one warrant to purchase 0.7 ordinary share, at an offering price of $4.68 per unit for a total $12,000,000 in gross proceeds. The Company raised $10,881,576 after deducting underwriting discounts, commissions, and offering expenses.

On July 21, 2022, the Company entered into a securities purchase agreement with certain "non-U.S. Persons" as defined in Regulation S of the Securities Act, pursuant to which the Company sold 10,000,000 ordinary shares at a per share purchase price of $0.80 and received gross proceeds of $8,000,000.

On August 8, 2022, the Company issued 1,000,000 restricted shares for share-based compensation, of which, 790,000 shares were vested as of March 31, 2023.

On January 25, 2023, the Company entered into an equity transfer agreement with the Sellers for the transfer of 100% of the equity interest in and all assets in Changzhou Sixun to Jiangsu New Energy for RMB59,400,000, of which (i) RMB5,000,000 was to be paid in cash, and (ii) the remaining RMB54,400,000 (approximately $8,080,448) which is to be paid by issuing additional ordinary shares of the Company, with a selling restriction period of six months. On the same day, the Company issued 7,667,943 ordinary shares to the Sellers, which had a value of $8,080,448, equivalent to RMB54,400,000.

On March 9, 2023, the Company entered into a securities purchase agreement with certain investors in connection with the offer and sale of 18,000,000 ordinary shares, par value US$0.001 per share, of the Company at $0.80 per share. The Company received gross proceeds of $14,400,000.

On March 16 and March 20, 2023, 162,295 and 169,513 warrant shares granted to investors were exercised via cashless option, respectively.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

18.  EQUITY (continued)

(b)  Statutory reserve and restricted net assets

The Company's PRC subsidiaries, VIE and VIE's subsidiaries are required to reserve 10% of their net profit after income tax, as determined in accordance with the PRC accounting rules and regulations. Appropriation to the statutory reserve by the Company is based on profit arrived at under PRC accounting standards for business enterprises for each year. The profit arrived at must be set off against any accumulated losses sustained by the Company in prior years, before allocation is made to the statutory reserve. Appropriation to the statutory reserve must be made before distribution of dividends to shareholders. The appropriation is required until the statutory reserve reaches 50% of the registered capital. This statutory reserve is not distributable in the form of cash dividends.

Relevant PRC statutory laws and regulations permit the payment of dividends by the Company's PRC subsidiaries and VIE and VIE's subsidiaries only out of their retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. Furthermore, registered share capital and capital reserve accounts are also restricted from distribution. As a result of these PRC laws and regulations, the Company's PRC subsidiaries and VIE and VIE's subsidiaries are restricted in their ability to transfer a portion of their net assets to the Company either in the form of dividends, loans or advances. The Company's restricted net assets, comprising of the registered paid in capital and statutory reserve of Company's PRC subsidiaries and VIE and VIE's subsidiaries, were $28,378,076 and $28,380,642 as of September 30, 2022 and March 31, 2023, respectively.

(c)  Receivables from a shareholder

Receivables from a shareholder as of September 30, 2022 and March 31, 2023, including the loans to Mr. Henglong Chen, the former Chairman of Board of Directors of the Company, were $98,791, and nil, respectively. Mr. Henglong Chen had repaid the due balance and was no longer the significant shareholder of the Company as of March 31, 2023.

(d)  Warrant

In January 2021, warrant shares were granted to an underwriter to purchase 303,850 ordinary shares at $4.40 per share. The warrant shares can be purchased in cash or via the cashless exercise option. As the share price on the exercise date was higher than the exercise price of $4.40, the Company issued 224,289 ordinary shares to warrant holders on a cashless basis.

In June 2021, warrant shares were granted to certain investors in the Company's public offering to purchase 1,794,871 ordinary shares at $4.68 per share. The warrants shares were also granted to FT Global Capital, Inc. to purchase 217,948 ordinary shares at $5.85 per share. The warrant shares granted to other investors have been exercised. The warrant shares granted to FT Global Capital, Inc. were not exercised and expired on June 1, 2023.

On March 16 and March 20, 2023, 162,295 and 169,513 warrant shares granted to investors were exercised via cashless option, respectively.

As of March 31, 2023, there were 1,681,011 the warrant shares granted to investors and FT Global Capital, Inc. left unexercised.

The following table summarizes the movement of warrant activities during the six months ended March 31, 2023:

 

Ordinary

Shares

Number

Outstanding

 

Weighted

Average

Exercise

Price

 

Contractual

Life in

Years

 

Intrinsic

Value

Warrants Outstanding as of September 30, 2022

2,012,819

 

$

4.81

  

0.67

 

$

-

Warrants Exercisable as of September 30, 2022

2,012,819

 

$

4.81

  

0.67

 

$

-

Warrants Granted

-

  

-

  

-

  

-

Warrants Exercises

(331,808)

  

4.68

  

-

  

-

Warrants Expired

-

  

-

  

-

  

-

           

Warrants Outstanding as of March 31, 2023

1,681,011

 

$

4.83

  

0.17

 

$

-

Warrants Exercisable as of March 31, 2023

1,681,011

 

$

4.83

  

0.17

 

$

-

(e)  Non-controlling interests

As of March 31, 2023, the Company's non-controlling interests were 19.13% equity interest of Hengmao; 20% equity interest of Dilang, which was established on July 2, 2019; 49% equity interest of Cenbird E-Motorcycle, which was acquired on September 10, 2019; 40% equity interest of Changzhou Higgs, which was acquired on January 25, 2023.

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

19.  COMMITMENTS AND CONTINGENCIES

Legal Proceedings

From time to time, the Company may be subject to legal proceedings, investigations and claims incidental to the conduct of our business. The Company currently have two contract disputes with its suppliers, Jiangsu Anruida New Material Company Limited ("Anruida") and Zhuhai Titans New Power Electric Co., Ltd. ("Titans").

On October 21, 2019, Anruida commenced an action against Hengmao Power Battery in Changzhou Wujin District Intermediate People's Court alleging that Hengmao Power Battery defaulted on the contract payment of RMB958,805.40 (approximately $139,613) and seeking for, among others, the payment of the contractual payment and the interest on the contractual payment. The appellate court rendered its judgment on January 28, 2021, pursuant to which Hengmao Power Battery shall repay RMB958,805 and accrue interests. The Company properly accrued payable of default contractual payment and interests as of March 31, 2023.

On January 6, 2020, Titans commenced an action against Hengmao Power Battery in Changzhou Wujin District Intermediate People's Court alleging that Hengmao Power Battery defaulted on the payment of RMB1,072,560 (approximately $156,177) and seeking for, among others, the payment of the contractual payment. However, the Company plan to defend the case rigorously. The appellate court has rendered its judgment on January 27, 2021, pursuant to which Hengmao Power Battery shall repay RMB1,072,560 (approximately $156,177), accrue interests and attorney's fees. The Company accrued payable of default contractual payment and interests as of March 31, 2023.

Other than disclosed above, the Company is not a party to, nor is it aware of, any legal proceedings, investigations or claims which, in the opinion of its management, are likely to have a material adverse effect on its business, financial condition or results of operations.

Operating Leases

The Company leases its offices under non-cancellable operating lease agreements. Rent and related utilities expense under all operating leases, included in operating expenses in the unaudited consolidated statements of operations, amounted to $114,816 and $65,372 for the six months ended March 31, 2022 and 2023, respectively.

The following table presents future minimum rental payments required under operating leases as of March 31, 2023:

Years Ended March 31,

 

Amount

2024

$

106,900

2025

 

93,132

2026

 

25,133

2027

 

20,106

Total

$

245,272

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

20.  SEGMENT REPORTING

The Company determined that it operates in two segments: (1) battery cells and packs segment, and (2) e-bicycle sales segment. The battery cells and packs segment engages in selling battery packs and trading battery cells. The e-bicycle sales segment sells e-bicycles on various ecommerce platforms to individual customers.

The Company's chief operating decision maker ("CODM"),  which is its chief executive officer, measures the performance of each segment based on metrics of revenue and profit before taxes from operations and uses these results to evaluate the performance of, and to allocate resources to each of the segments. As most of the Company's long-lived assets are located in the PRC and most of the Company's revenues are derived from the PRC, no geographical information is presented. The Company does not allocate assets to its segments as the CODM does not evaluate the performance of segments using asset information.

The following tables present the summary of each reportable segment's revenue and income, which is considered as a segment operating performance measure, for the six months ended March 31, 2022 and 2023:

  

For the Six Months Ended March 31, 2022

  

Battery

cells and

packs

segment

 

E-bicycle

sales

segment

 

Subtotal

from

operating

segments

 

Other

 

Consolidated

Revenues from external customers

$

1,581,023

$

4,055,330

$

5,636,353

$

393,825

$

6,030,178

Depreciation and amortization

 

11,586

 

314,218

 

325,804

 

133,930

 

459,734

Segment loss before tax

 

(467,914)

 

(1,110,789)

 

(1,578,703)

 

(468,657)

 

(2,047,360)

Segment gross profit margin

 

4.5 %

 

1.6 %

 

2.4 %

 

36.9 %

 

4.7 %

  

For the Six Months Ended March 31, 2023

  

Battery cells

and packs

segment

 

E-bicycle

sales

segment

 

Subtotal from

operating

segments

 

Other

 

Consolidated

Revenues from external customers

$

1,732,871

$

3,001,709

$

4,734,580

$

427,118

$

5,161,698

Depreciation and amortization

 

222,039

 

103,798

 

325,837

 

230,081

 

555,918

Segment loss before tax

 

(826,691)

 

(3,093,019)

 

(3,919,710)

 

(1,117,055)

 

(5,036,765)

Segment gross profit margin

 

3.9 %

 

2.5 %

 

3.0 %

 

9.0 %

 

3.5 %

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

20.  SEGMENT REPORTING (continued)

The following table presents the reconciliation from reportable segment income to the consolidated income from continuing operations before income taxes for the six months ended March 31, 2022 and 2023:

  

Six Months Ended March 31,

  

2022

 

2023

Net revenues

    

Total revenue from reportable segments

$

5,636,353

$

4,734,580

Other revenues

 

393,825

 

427,118

Consolidated net revenues

$

6,030,178

$

5,161,698

     

Income or loss

    

Total operating loss for reportable segments

$

(1,928,998)

$

(6,453,071)

Other income for reportable segments

 

350,295

 

2,533,361

Total income for reportable segments

 

(1,578,703)

 

(3,919,710)

     

Unallocated amounts:

    

Other corporate expense

 

(468,657)

 

(1,117,055)

Consolidated loss from continuing operations before income

taxes

$

(2,047,360)

$

(5,036,765)

21.  CONCENTRATIONS

Concentrations of credit risk

As of September 30, 2022 and March 31, 2023, cash, cash equivalents and restricted cash balances in the PRC were $4,413,218 and $2,283,728, respectively, which were primarily deposited in financial institutions located in mainland China, and each bank account is insured by the government authority with the maximum limit of RMB500,000 (approximately $72,806). To limit exposure to credit risk relating to deposits, the Company primarily places cash and cash equivalent deposits with large financial institutions in China which management believes are of high credit quality and management also continually monitors the financial institutions' credit worthiness.

Concentrations of customers

The following table sets forth information as to each customer that accounted for 10% or more of total accounts receivable as of September 30, 2022 and March 31, 2023.

 

As of September 30, 2022

 

As of March 31, 2023

Customers

Amount

 

% of Total

 

Amount

 

% of Total

 

(audited)

  

A

$

1,354,509

 

18 %

 

$

1,215,679

 

22 %

B

 

*

 

*

  

671,268

 

12 %

C

 

*

 

*

  

647,970

 

12 %

D

 

1,520,966

 

20 %

  

*

 

*

E

 

1,350,323

 

18 %

  

*

 

*

Total

$

4,225,798

 

56 %

 

$

2,534,917

 

46 %

*The percentage is below 10%

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

21.  CONCENTRATIONS (continued)

The following table sets forth information as to each customer that accounted for 10% or more of total advance from customers as of September 30, 2022 and March 31, 2023.

 

2022

 

2023

Customers

Amount

 

% of Total

 

Amount

 

% of Total

 

(audited)

  

F

$

*

 

*

 

$

1,601,724

 

80 %

Total

$

-

 

-

 

$

1,601,724

 

80 %

*The percentage is below 10%

The following table sets forth information as to each customer that accounted for 10% or more of total revenues for the six months ended March 31, 2022 and 2023.

 

2022

 

2023

Customers

Amount

 

% of Total

 

Amount

 

% of Total

G

$

*

 

*

 

$

660,155

 

13 %

H

 

*

 

*

  

574,655

 

11 %

I

 

1,595,799

 

26 %

  

*

 

*

E

 

1,289,791

 

21 %

  

*

 

*

Total

$

2,885,590

 

47 %

 

$

1,234,810

 

24 %

* The percentage is below 10%

Concentrations of suppliers

The following table sets forth information as to each supplier that accounted for 10% or more of total accounts payable as of September 30, 2022 and March 31, 2023.

 

2022

 

2023

Suppliers

Amount

 

% of Total

 

Amount

 

% of Total

 

(audited)

  

A

$

191,645

 

24 %

 

$

198,507

 

29 %

B

 

*

 

*

  

96,278

 

14 %

C

 

*

 

*

  

89,493

 

13 %

D

 

*

 

*

  

71,151

 

11 %

E

 

159,767

 

20 %

  

*

 

*

F

 

114,993

 

15 %

  

*

 

*

Total

$

466,405

 

59 %

 

$

455,430

 

67 %

* The percentage is below 10%

The following table sets forth information as to each supplier that accounted for 10% or more of total advance to suppliers as of September 30, 2022 and March 31, 2023.

 

2022

 

2023

Suppliers

Amount

 

% of Total

 

Amount

 

% of Total

 

(audited)

  

G

$

*

 

*

 

$

3,811,397

 

23 %

H

 

*

 

*

  

3,406,139

 

21 %

I

 

*

 

*

  

1,771,500

 

11 %

Total

$

-

 

-

 

$

8,989,036

 

55 %

* The percentage is below 10%

The following table sets forth information as to each supplier that accounted for 10% or more of total purchases for the six months ended March 31, 2022 and 2023.

 

2022

 

2023

Suppliers

Amount

 

% of Total

 

Amount

 

% of Total

J

$

*

 

*

 

$

1,552,940

 

26 %

K

 

*

 

*

  

972,911

 

16 %

G

 

*

 

*

  

717,367

 

12 %

C

 

2,377,932

 

11 %

  

*

 

*

L

 

2,167,480

 

10 %

  

*

 

*

Total

$

4,545,412

 

21 %

 

$

3,243,218

 

54 %

* The percentage is below 10%

EZGO TECHNOLOGIES LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2022 AND 2023

(In U.S. dollars except for number of shares)

22.  SUBSEQUENT EVENTS

On April 3, 2023, Yizhiying, a wholly-owned subsidiary of Jiangsu EZGO, the variable interest entity of the Company, entered into an equity transfer agreement with Tianjin Mizhiyan New Energy Technologies Co., Ltd. ("Mizhiyan") and Tianjin Dilang for the transfer of 80% of equity interest of Tianjin Dilang from Yizhiying to Mizhiyan for RMB 2,240,000 (approximately $325,667) (the "Consideration") by April 10, 2023. Yizhiying agreed to waive its creditor's rights against Tianjin Dilang as of April 3, 2023 and complete the government record filing process for the transfer of 80% of equity interest within 5 business days after receipt of the Consideration. On April 10, 2023, the Consideration was paid by Mizhiyan and the government record filing for the transfer of 80% of equity interest of Tianjin Dilang was completed on April 11, 2023.

On June 5, 2023, the Company entered into a securities purchase agreement with certain purchasers, in connection with the offer and sale of 10,000,000 units at $0.85 per unit. Each unit consists of one ordinary share, par value US$0.001 per share, and one warrant to purchase one ordinary share at a price of $1.20 per share. The warrants will become exercisable for cash or on a cashless basis upon issuance and will expire one year after the issuance date. The sale was closed on June 16, 2023 and the Company received gross proceeds of $8,500,000.

On June 25, 2023, Jiangsu New Energy pledged the land use right to obtain a line of credit from Jiangnan Rural Commerce Bank of RMB56,810,000 (approximately $8,272,177), with a seven-year term from June 25, 2023 to June 21, 2030. Jiangsu New Energy withdrew RMB32,000,000, of which the annual interest rate is 4.8% and maturity date is June 21, 2030.

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