CHINA PHARMA HOLDINGS INC

Previous wording

China’s consistency evaluation of generic drugs continues to proceed in 2024. Helpson has always taken the task of promoting the consistency evaluation as a top priority, and worked on them actively. However, for each drug’s consistency evaluation, due to the continuous dynamic changes of the detailed consistency evaluation policies, market trends, expected investments, and expected returns of investment (“ROI”), the whole industry, including Helpson, has been making slow progresses in terms of the consistency evaluation. One of the flagship products, Candesartan tablets, a hypertension product, has passed generic-drug-consistency-evaluation in early August 2023.

Current wording

China’s consistency evaluation of generic drugs continues to proceed for the three months ended March 31, 2025. Helpson has always taken the task of promoting the consistency evaluation as a top priority, and worked on them actively. However, for each drug’s consistency evaluation, due to the continuous dynamic changes of the detailed consistency evaluation policies, market trends, expected investments, and expected returns of investment (“ROI”), the whole industry, including Helpson, has been making slow progresses in terms of the consistency evaluation. One of the flagship products, Candesartan tablets, a hypertension product, has passed generic-drug-consistency-evaluation in early August 2023.

Previous wording

In addition, Helpson continues to explore the field of comprehensive healthcare. Comprehensive healthcare is a general concept proposed by the Chinese government according to the development of the times, social needs and changes in disease spectrum. According to the Outline of “Healthy China 2030” issued by Chinese government in October 2016, the total size of China’s health service industry is expected to reach RMB 16 trillion (approximately $2.5 trillion) by 2030. This industry focuses on people’s daily life, aging and diseases, pays attention to all kinds of risk factors and misunderstandings affecting health, calls for self-health management, and advocates the comprehensive care throughout the entire process of life. It covers all kinds of health-related information, products, and services, as well as actions taken by various organizations to meet the health needs. In response to this trend, Helpson launched Noni enzyme, a natural, Xeronine-rich antioxidant food supplement at the end of 2018. It also launched wash-free sanitizers and masks, in 2020, to address the market needs caused by COVID-19 in China. As Chinese government officially terminated its zero-case policy, now the responsibility to protect people from the impact of COVID-19 falls more to the citizens themselves, and masks and sanitizers have been popular since COVID-19. Helpson has sufficient production capacity for medical masks, surgical masks, KN95 masks, and N95 masks, which also meets the personal needs for protection against other respiratory infectious disease. Helpson’s N95 medical protective mask has received registration certificate at the end of 2022 and has been on the market in the mainland China nationwide.

Current wording

In addition, Helpson continues to explore the field of comprehensive healthcare. Comprehensive healthcare is a general concept proposed by the Chinese government according to the development of the times, social needs and changes in disease spectrum. According to the Outline of “Healthy China 2030” issued by Chinese government in October 2016, the total size of China’s health service industry is expected to reach RMB 16 trillion (approximately $2.5 trillion) by 2030. This industry focuses on people’s daily life, aging and diseases, pays attention to all kinds of risk factors and misunderstandings affecting health, calls for self-health management, and advocates the comprehensive care throughout the entire process of life. It covers all kinds of health-related information, products, and services, as well as actions taken by various organizations to meet the health needs. In response to this trend, Helpson launched Noni enzyme, a natural, Xeronine-rich antioxidant food supplement at the end of 2018. It also launched wash-free sanitizers and masks, in 2020, to address the market needs caused by COVID-19 in China. As Chinese government officially terminated its zero-case policy, now the responsibility to protect people from the impact of COVID-19 falls more to the citizens themselves, and masks and sanitizers have been popular since COVID-19. Helpson has sufficient production capacity for medical masks, surgical masks, KN95 masks, and N95 masks, which also meets the personal needs for protection against other respiratory infectious diseases. Helpson’s N95 medical protective mask has received registration certificate at the end of 2022 and has been on the market in the mainland China nationwide.

Previous wording

Revenue was $1.1 million for the three months ended September 30, 2024, as compared to $1.8 million in the same period 2023. This decline was mainly due to an increasing number of drugs from other medicine providers being included in national CP, while Helpson’s peer products have not passed consistency evaluation. As a result, they are not qualified to participate in CP, the resulting sales has decreased.

Current wording

Revenue was $1.14 million for the three months ended March 31, 2025, which represented a decrease of $0.23 million, as compared to $1.37 million for the three months ended March 31, 2024. This decline was mainly due to an increasing number of drugs from other medicine providers being included in national CP, while Helpson’s peer products have not passed consistency evaluation. As a result, they are not qualified to participate in CP, the resulting sales has decreased.

Previous wording

Set forth below are our revenues by product category in millions (USD) for the three months ended September 30, 2024 and 2023, respectively:

Current wording

Set forth below are our revenues by product category in millions (USD) for the three months ended March 31, 2025 and 2024:

Previous wording

The most significant revenue decrease in terms of dollar amount was in our “Digestive Diseases” product category, which generated $0.14 million in sales revenue in the nine months ended September 30, 2024 compared to $1.02 million in the same period last year, a decrease of $0.88 million. This decrease was mainly due to sales decrease of Omeprazole, as the market demand returned to normal after the demand spiked in the same period of 2023.

Current wording

The most significant revenue decrease in terms of dollar amount was in the “Anti-Viral/ Infection & Respiratory” category. It generated $0.72million for the three months ended March 31, 2025, compared to $0.93 million for the three months ended March 31, 2024, which represented a decrease of $0.21million. This decrease was mainly due to the decrease in sales of the Roxithromycin Dispersible Tablet due to market fluctuation.

Previous wording

The revenue of our “Anti-Viral/ Infection & Respiratory” product category was $0.67 million in the three months ended September 30, 2024, as compared to 0.63 million in the same period last year, which represented an increase of $0.04 million. This increase was mainly due to the increase in sales of Roxithromycin Dispersible Tablet due to market fluctuation.

Current wording

“Digestive” product category generated $0.06million in sales revenue for the three months ended March 31, 2025, compared to $0.04million for the same period last year, which represented an increase of $0.02 million. This increase was mainly due to the increase in sales of Omeprazole due to market volatility.

Previous wording

For the three months ended September 30, 2024, revenue breakdown by product category showed certain changes to that of the same period in 2023. Sales of the “CNS Cerebral & Cardio Vascular” product category represented 30% and 21% of total revenue in the three months ended September 30, 2024 and 2023, respectively. The “Anti-Viral/Infection & Respiratory” products category represented 61% and 35% of total sales in the three months ended September 30, 2024 and 2023, respectively. The “Digestive Diseases” product category represented 5% and 36% of total revenue in the three months ended September 30, 2024 and 2023, respectively. The “Other” product category represented 4% and 8% of revenues in the three months ended September 30, 2024 and 2023, respectively.

Current wording

For the three months ended March 31, 2025, revenue breakdown by product category experienced certain variances compared with that of the prior year. Sales in the “Anti-Viral/Infection & Respiratory” product category represented 63.4% and 54.4% of total sales in the three months ended March 31, 2025 and 2024, respectively. The “CNS Cerebral & Cardio Vascular” category represented 29.9% of total revenue for the three months ended March 31, 2025, compared to23.9% for the three months ended March 31, 2024. The “Digestive Diseases” category represented 5.0% and 14.6% of total revenue for the three months ended March 31, 2025 and 2024, respectively. The “Other” category represented1.7% and 7.1% of revenues for the three months ended March 31, 2025 and 2024, respectively.

Previous wording

For the three months ended September 30, 2024, our cost of revenue was $1.6 million, or 147.2% of total revenue, comparing to $2.0 million, or 112.9% of total revenue, for the same period in 2023. The decrease in the dollar value of cost of revenues in the three months ended September 30, 2024 was mainly because that the decrease in revenue; and the increase in ratio of costs to revenue was mainly due to the increase in idle equipment costs due to reduced production, as well as the increased inventory impairments.

Current wording

For the three months ended March 31, 2025, our cost of revenue was $1.27 million, or 112.0% of total revenue, which represented a decrease of $0.39 million from $1.66 million, or 121.2% of total revenue, in the same period of 2024. The decrease in cost of revenues in the twelve months ended December 31, 2024 was mainly due to the decrease in revenue.

Previous wording

Our general and administrative expenses were $0.93 million for the nine months ended September 30, 2024, as compared to $0.78 million in the same period in 2023. Our general and administrative expenses accounted for 27.3% and 16.0% of our total revenues in the nine months ended September 30, 2024 and 2023, respectively. The increase in general and administrative expenses for the nine months ended September 30, 2024 was mainly due to the increase in amortization of intangible asset in this period.

Current wording

Our general and administrative expenses for the three months ended March 31, 2025were $0.51 million, an increase of $0.02 million compared to $0.49 million for the three months ended March 31, 2024. General and administrative expenses accounted for 44.6% and 35.7% of our total revenues for the three months ended March 31, 2025 and 2024, respectively. Reason for this increase was mainly due to the increased amortization of intangible asset.

Previous wording

Our research and development expenses for the three months ended September 30, 2024 were $0.09 million, as compared to $0.05 million in the same period in 2023. Research and development expenses accounted for 8.0% and 2.5% of our total revenues in the three months ended September 30, 2024 and 2023, respectively. These expenditures were mainly used for our increased efforts in the consistency evaluations of our existing products.

Current wording

Our research and development expenses were $0.03 million for the three months ended March 31, 2025 and 2024, respectively. Research and development expenses accounted for 2.6% and2.3% of our total revenues for the three months ended March 31, 2025 and 2024, respectively. These expenditures were mainly spent on the consistency evaluation of the existing products.

Previous wording

In general, our normal customer credit or payment terms are 180 days. This has not changed in recent years. Such relatively long credit term is due to the peculiar environment affecting the Chinese pharmaceutical market, as deferred payments by state-owned hospitals to local drug distributors are common, and their deferred payments will indirectly delay the payments from our customers to us. Due to the timeliness requirements of the NMPA for logistics of drug sales, Helpson, like most other pharmaceutical companies in China, sells substantially all the drugs to local drug distributors, certified by GSP (Good Supply Practice), the standard of products supply, which is a standard protocol to control the quality of the products during circulation. These GSP certified distributors then sell the drugs to state-owned hospitals. The GSP certified distributors’ payments to us are usually delayed as they will pay us after they receive payment from the state-owned hospitals. Therefore, as most of our customers are GSP certified distributors, we adopt a unified policy for bad debt allowance reserves for GMP’s customers who are typically GSP certified distributors. As is typical in the Chinese pharmaceutical market, there are no written contracts between the Company and any of its GSP certified distributors requesting the distributors to pay the Company’s account receivable upon their receipt of funds from the distributors’ customers, or state-owned hospitals. Nevertheless, the Company’s customers typically process the payment of the account receivable to the Company upon their receipt of payment from their customers, i.e., the state-owned hospitals, as a matter of implied consensus or industry standard. In the event the length of collection term is deviated from any of the past pattern of any particular customer, the Company will adjust its credit term.

Current wording

In general, our normal customer credit or payment terms are 90 days. This has not changed in recent years. Such relatively long credit term is due to the peculiar environment affecting the Chinese pharmaceutical market, as deferred payments by state-owned hospitals to local drug distributors are common, and their deferred payments will indirectly delay the payments from our customers to us. Due to the timeliness requirements of the NMPA for logistics of drug sales, Helpson, like most other pharmaceutical companies in China, sells substantially all the drugs to local drug distributors, certified by GSP (Good Supply Practice), the standard of products supply, which is a standard protocol to control the quality of the products during circulation. These GSP certified distributors then sell the drugs to state-owned hospitals. The GSP certified distributors’ payments to us are usually delayed as they will pay us after they receive payment from the state-owned hospitals. Therefore, as most of our customers are GSP certified distributors, we adopt a unified policy for bad debt allowance reserves for GMP’s customers who are typically GSP certified distributors. As is typical in the Chinese pharmaceutical market, there are no written contracts between the Company and any of its GSP certified distributors requesting the distributors to pay the Company’s account receivable upon their receipt of funds from the distributors’ customers, or state-owned hospitals. Nevertheless, the Company’s customers typically process the payment of the account receivable to the Company upon their receipt of payment from their customers, i.e., the state-owned hospitals, as a matter of implied consensus or industry standard. In the event the length of collection term is deviated from any of the past pattern of any particular customer, the Company will adjust its credit term.

Previous wording

The amount of net accounts receivable that was past due (or the amount of accounts receivable that was more than 180 days old) was both $0.03 million as of September 30, 2024 and December 31, 2023, respectively.

Current wording

The amount of net accounts receivable that was past due (or the amount of accounts receivable that was more than 180 days old) was $0.07 million and $0.06 million as of March 31, 2025 and December 31, 2024, respectively.

Previous wording

The following tables illustrate our accounts receivable aging distribution in terms of percentage of total accounts receivable, respective gross accounts receivables as well as the allocated allowance for doubtful accounts as of September 30, 2024 and December 31, 2023:

Current wording

The following table illustrates our trade accounts receivable aging distribution in terms of the percentage of the total accounts receivable, respective gross accounts receivables as well as the allocated allowance for credit losses as of March31, 2025and 2024:

Previous wording

Since the fourth quarter of 2018, our bad debt allowance estimate practice has been updated to a policy that we consider accounts receivable balances aged within 180 days current, except for any individual uncollectible account assessed by management. We account for the following respective percentage as bad debt allowance based on age of the accounts receivables: 10% of accounts receivable that is between 180 days and 365 days old, 70% of accounts receivable that is between 365 days and 720 days old, and 100% of accounts receivable that is greater than 720 days old.

Current wording

Our allowance for credit losses estimate practice using the current expected credit loss method considers accounts receivable balances aged within 180 days current, except for any individual uncollectible account assessed by management. We account for the following respective percentage as credit loss allowance based on age of the accounts receivables: 10% of accounts receivable that are between 180 days and 365 days old, 70% of accounts receivable that are between 365 days and 720 days old, and 100% of accounts receivable that are greater than 720 days old.

Previous wording

Our allowance for doubtful accounts as a percentage of accounts receivable was 97.7% and 97.8% as of September 30, 2024 and 2023, respectively. The decrease of 0.1% is due to a lower percentage of accounts receivable over 720 days old.

Current wording

Our allowance for credit losses as a percentage of accounts receivable of trade accounts receivable was 97.6% and 98.3% as of March31, 2025 and December 31, 2024, respectively.

Previous wording

We recognize bad debt expenses per actual write-offs as well as changes of allowance for doubtful accounts. To the extent that our current allowance for doubtful accounts is higher than that of the previous period, we recognize a bad debt expense for the difference during the current period, and when the current allowance is lower than that of the previous period, we recognize a bad debt credit for the difference. The allowance for doubtful account balances were $13.9 million and $13.8 million as of September 30, 2024 and December 31, 2023, respectively. The changes in the allowances for doubtful accounts during the three months ended September 30, 2024 and 2023 were as follows:

Current wording

We recognize credit losses per actual write-offs as well as changes of allowance for credit losses. To the extent that our current allowance for credit losses is higher than that of the previous period, we recognize a bad debt expense for the difference during the current period, and when the current allowance is lower than that of the previous period, we recognize a credit gains for the difference. The allowance for credit losses balances were $13.6million as of March 31, 2025 and $13.9million as of December 31, 2024, respectively. The changes in the allowances for credit losses of trade accounts receivable during the three months ended March 31, 2025 and 2024 were as follows:

Previous wording

Our operating loss for the three months ended September 30, 2024 and 2023 was $1.1 million and $0.7 million, respectively.

Current wording

Our operating loss for the three months ended March 31, 2025 was $0.76 million, compared to $0.92 million in the same period in 2024.

Previous wording

Net interest expense was $0.03 million for the three months ended September 30, 2024 and $0.06 million for the same period in 2023.

Current wording

Net interest expense was $0.03million for the three months ended March 31, 2025 and $0.04million for the three months ended March 31, 2024.

Previous wording

Loss per basic and diluted common share was $0.06 for the three months ended September 30, 2024, as compared to $0.29 for the three months ended September 30, 2023.

Current wording

Loss per basic and diluted common share was $0.24 for the three months ended March 31, 2025 and $0.72 for the three months ended March 31, 2024, respectively.

Previous wording

The number of basic and diluted weighted-average outstanding shares used to calculate loss per share was 17,306,689 for the three months ended September 30, 2024, and 2,643,270 for the three months ended September 30, 2023.

Current wording

The number of basic and diluted weighted-average outstanding shares used to calculate loss per share was 3,261,911 for the three months ended March 31, 2025, as compared to 1,333,059 for the same period in 2024.

Previous wording

Our principal source of liquidity is cash generated from operations and bank lines of credit. Currently the Company has not witnessed or expected to encounter any difficulties to refinance those lines of credit this year. As of September 30, 2024, the aggregated advance from our CEO was $ 1,166,294 for use in operations. Our cash and cash equivalents were $0.72 million, representing 5.3% of our total assets, as of September 30, 2024, as compared to $1.42 million, representing 8.6% of our total assets as of December 31, 2023. All of the $0.72 million of cash and cash equivalents as of September 30, 2024 are considered to be reinvested indefinitely in the Company’s Chinese subsidiary, Helpson and are not expected to be available for payment of dividends or for other payments to its parent company or to its shareholders.

Current wording

Our principal source of liquidity is cash generated from operations and bank lines of credit. Currently the Company has not witnessed or expected to encounter any difficulties to refinance those lines of credit this year. As of March 31, 2025, the aggregated advance from our CEO was $1.15 million for use in operations. Our cash and cash equivalents were $0.41million, representing 2.9% of our total assets, as of March 31, 2025, as compared to $0.63 million, representing 4.2% of our total assets as of March 31, 2024. All of the $0.41million of cash and cash equivalents as of March 31, 2025are considered to be reinvested indefinitely in the Company’s Chinese subsidiary, Helpson and are not expected to be available for payment of dividends or for other payments to its parent company or to its shareholders.

Previous wording

The Company obtained various lines of credit in details described under Note 7 to its unaudited condensed consolidated financial statements contained in this report which is incorporated by reference herein.

Current wording

The Company obtained various lines of credit in details described under Note 8 to its audited consolidated financial statements contained in this report which is incorporated by reference herein.

Previous wording

China Pharma issued a convertible note to an institutional accredited investor as disclosed in Note 9 to the unaudited condensed consolidated financial statements contained in this report which is incorporated by reference herein.

Current wording

China Pharma issued a convertible note to an institutional accredited investor as disclosed in Note 9 to the audited consolidated financial statements contained in this report which is incorporated by reference herein.

Previous wording

Although the Company renewed lines of credit in 2024 there can be no assurance that the Company will be able to achieve its future strategic goals, including the launch of new products. This raises substantial doubt about the Company’s ability to continue as a going concern. Although our Chairperson and Chief Executive Officer had advanced funds for working capital in the third quarter for fiscal year ending December 31, 2024 there can be no assurances that this will continue in the future. We may seek additional debt or equity financing as necessary when we believe the market conditions are the most advantageous to us and/or require us to reduce certain discretionary spending, which could have a material adverse effect on our ability to achieve our business objectives. There can be no assurance that any additional financing will be available on acceptable terms, if at all.

Current wording

Although the Company obtained additional lines of credit for the three months ended March 31, 2025, there can be no assurance that the Company will be able to achieve its future strategic goals, including the launch of new products. This raises substantial doubt about the Company’s ability to continue as a going concern. Although our Chairperson and Chief Executive Officer had advanced funds for working capital for the three months ended March 31, 2025, there can be no assurances that this will continue in the future. We may seek additional debt or equity financing as necessary when we believe the market conditions are the most advantageous to us and/or require us to reduce certain discretionary spending, which could have a material adverse effect on our ability to achieve our business objectives. There can be no assurance that any additional financing will be available on acceptable terms, if at all.

Previous wording

Net cash used by operating activities was $0.70 million for the nine months ended September 30, 2024, compared to $0.68 million in the same period in 2023.

Current wording

Net cash used in operating activities was $0.06 million in the three months ended March 31, 2025, compared to $0.59million in the same period in 2024.

Previous wording

As of September 30, 2023, our net accounts receivable was $0.33 million, compared to $0.50 million as of December 31, 2023.

Current wording

As of March 31, 2025, our net trade accounts receivable was $0.33 million, an increase of $0.10million from $0.23million as of December 31, 2024.

Previous wording

Cash flow provided by financing activities was $0.02 million in the nine months ended September 30, 2024; compared to $0.04 million for the same period in 2023.

Current wording

Cash flow used by financing activities was $70,033 in the three months ended March 31, 2025; compared to $6,856 provided for the same period for the three months ended March 31, 2024.

Previous wording

According to relevant PRC laws, companies registered in the PRC, including our PRC subsidiary, Helpson, are required to allocate at least ten percent (10%) of their after-tax net income, as determined under the accounting standards and regulations in the PRC, to statutory surplus reserve accounts until the reserve account balances reach fifty percent (50%) of the companies’ registered capital prior to their remittance of funds out of the PRC. Allocations to these reserves and funds can only be used for specific purposes and are not transferrable to the parent company in the form of loans, advances or cash dividends. As of September 30, 2024 and December 31, 2023, Helpson’s net assets totaled $5,273,000 and $2,289,000, respectively. Due to the restriction on dividend distribution to overseas shareholders, the amount of Helpson’s net assets that was designated for general and statutory capital reserves, and thus could not be transferred to our parent company as cash dividends, was 50% of Helpson’s registered capital, which was both $8,145,000 as of September 30, 2024 and December 31, 2023, respectively. The amount that Helpson must set aside for the statutory surplus fund accounts exceeds its total net assets at September 30, 2024 and December 31, 2023. There were no allocations to the statutory surplus reserve accounts during the nine months ended September 30, 2024.

Current wording

According to relevant PRC laws, companies registered in the PRC, including our PRC subsidiary, Helpson, are required to allocate at least ten percent (10%) of their after-tax net income, as determined under the accounting standards and regulations in the PRC, to statutory surplus reserve accounts until the reserve account balances reach fifty percent (50%) of the companies’ registered capital prior to their remittance of funds out of the PRC. Allocations to these reserves and funds can only be used for specific purposes and are not transferrable to the parent company in the form of loans, advances or cash dividends. As of March 31, 2025 and December 31, 2024, Helpson’s net assets totaled ($6,785,000)and ($6,197,000), respectively. Due to the restriction on dividend distribution to overseas shareholders, the amount of Helpson’s net assets that was designated for general and statutory capital reserves, and thus could not be transferred to our parent company as cash dividends, was 50% of Helpson’s registered capital, which was both $8,145,000 as of March 31, 2025 and December 31, 2024, respectively. The amount that Helpson must set aside for the statutory surplus fund accounts exceeds its total net assets at March 31, 2025 and December 31, 2024. There were no allocations to the statutory surplus reserve accounts during the three months ended March 31, 2025.

Previous wording

Management’s discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with United States generally accepted accounting principles. Our financial statements reflect the selection and application of accounting policies which require management to make significant estimates and judgments. The discussion of our critical accounting policies contained in Note 1 to our consolidated financial statements, “Organization and Significant Accounting Policies”, included in the Company’s annual report on Form 10-K for fiscal year ended December 31, 2023, which is incorporated herein by reference.

Current wording

Management’s discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with United States generally accepted accounting principles. Our financial statements reflect the selection and application of accounting policies which require management to make significant estimates and judgments. The discussion of our critical accounting policies contained in Note 1 to our consolidated financial statements, “Organization and Significant Accounting Policies”, included in the Company’s annual report on Form 10-Q for the three months ended March 31, 2025, which is incorporated herein by reference.