VIVIC CORP
For the period ended Dec 31, 2024. Filed Feb 14, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2024 · Filed Feb 14, 2025
VIVCStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-14.
0001493152-24-045448
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-12-31; filed 2025-02-14.
0001493152-25-006673
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 69 previous paragraphs and 84 current paragraphs.
52 unchanged; 16 reworded; 10 added; 1 removed; 0 previous and 6 current paragraphs rearranged.
Tables are not compared: 2 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (10)
Current report
Cost of revenue from continuing operations was $nil for the three months ended December 31, 2024. Cost of revenue from continuing operations was $689,511 for the three months ended December 31, 2023. The cost of revenues for the three months ended December 31, 2023 was mainly due to the costs of yacht sales at our Taiwan branch.
Current report
Gross profit (loss) for the three months ended December 31, 2024, was $nil as we had no sales. Gross profit from continuing operations was $120,388 for the three months ended December 31, 2023, which was all from yachts sales.
Current report
Revenue
Current report
Cost of revenue
Current report
Gross profit (loss)
Current report
Operating expenses
Current report
In addition, during the six months ended December 31, 2024, the Company recorded $805,000 stock compensation expense in respect of the 700,000 shares issued to Mr. Shang Chiai Kung and newly appointed directors as described above.
Current report
During the six months ended December 31, 2024, the Company recorded $34,167 stock compensation expense for the services of Mr. Hong Hsin Lai’s as described above.
Current report
During the six months ended December 31, 2024, the Company recorded $8,200 stock compensation expense in respect of the engagement agreement with an IR firm described above.
Current report
Other income (expenses), net
Removed paragraphs (1)
Previous report
Selling expenses consisted mainly of advertising, employee salaries and welfare, entertainment, and transportation expenses of the marketing department. Selling expenses were $nil for three months ended September 30, 2024, compared to $nil for the three months ended September 30, 2023.
Reworded paragraphs (16)
Previous wording
In addition to our own yachts, we are the exclusive distributor of Monte Fino yachts in the People’s Republic of China, the Philippines and the Middle East pursuant to our agreement with Kha Shing Enterprise Co., Ltd. (Taiwan) (“Kha Shing”). While seeking to develop the market for sales to tour operators, we will also seek to increase sales of Monte Fino luxury yachts in the territories where we are the exclusive distributor, particularly in the 40- to 70-foot range, which are generally purchased by individual private yacht owners.
Current wording
In addition to our own yachts, we are the exclusive distributor of Monte Fino yachts in the People’s Republic of China, the Philippines and the Middle East pursuant to our agreement with Kha Shing Enterprise Co., Ltd. (Taiwan) (“Kha Shing”). While seeking to develop the market for sales to tour operators, we will also seek to increase sales of Monte Fino luxury yachts in the territories where we are the exclusive distributor, particularly in the 70 to 150 foot range, which are generally purchased by individual private yacht owners.
Previous wording
As our Company grows, we will seek to expand the yacht brands we offer for sale, the territories in which we market yachts and, if appropriate based on our capabilities and what we can offer, seek to become the exclusive distributor for yacht manufacturers in Taiwan and other territories. We will also seek to enter other areas related to the marine industry where we believe we can be profitable
Current wording
As our Company grows, we will seek to expand the yacht brands we offer for sale, the territories in which we market yachts and, if appropriate based on our capabilities and what we can offer, seek to become the exclusive distributor for yacht manufacturers in Taiwan and other territories. We will also seek to enter other areas related to the marine industry where we believe we can be profitable. As part of our efforts, we recently entered into an Electric Catamaran Yacht Co-Development Agreement with Acel Power Inc. to collaborate on the development of an electric yacht.
Previous wording
Revenue was $44,243 for the three months ended September 30, 2024. Revenue from continuing operations was $791,043 for the three months ended September 30, 2023. The revenue for the three months ended September 30, 2024 was mainly from the sale of yacht models to one of the Company’s directors.
Current wording
There was no revenue for the three months ended December 31, 2024. Revenue from continuing operations was $809,899 for the three months ended December 31, 2023. The revenue for the three months ended December 31, 2023 was mainly due to the inception of sales of yacht at our Taiwan branch in 2023.
Previous wording
General and administrative expenses consisted mainly of employee salaries and welfare, and expenses for business meeting, utilities, accounting, consulting, and legal services. General and administrative expenses were $159,162 for the three months ended September 30, 2024, compared to $105,234 for the three months ended September 30, 2023, an increase of $53,928 or 51.25%. The increase of G&A expenses mainly reflected increased payroll expense of approximately $15,200, increased professional fees of approximately $36,500, and increased OTC listing fees of approximately $3,900.
Current wording
General and administrative expenses consisted mainly of employee salaries and welfare, and expenses for business meetings, utilities, accounting, consulting, and legal services. General and administrative expenses were $329,402 for the three months ended December 31, 2024, compared to $137,654 for the three months ended December 31, 2023, an increase of $191,748 or 139.30%. The increase of G&A expenses mainly reflected increased professional fees of approximately $153,600, and increased subcontract labor fees of approximately $9,300.
Previous wording
In addition, on and effective August 1, 2024, the board of directors (the “Board”) appointed Mr. Tse-Ling Wang, Ms. Liu-Shiang Kung Hwang, Mr. Richard Pao, Mr. Kevin Lee and Ms. Amy Huang to the Board of Directors of the Company. Ms. Hwang, Mr. Wang and Mr. Kevin Lee were each issued 150,000 shares of the Company’s common stock in consideration of his or her agreement to serve as a director of the Company for a period of one-year, and each of Ms. Huang and Mr. Pao received 50,000 shares of the Company’s common stock in consideration of his or her agreement to serve as a director of the Company for a period of one-year. We also issued 150,000 shares of the Company’s common stock to Mr. Shang-Chiai Kung, the Chairman of the Board, in consideration of his service for a period of one-year. The 700,000 shares of the Company’s common stock were issued on September 30, 2024 with fair value of $1,932,000. During the three months ended September 30, 2024, the Company recorded $322,000 of stock compensation expense.
Current wording
In addition, on and effective August 1, 2024, the board of directors (the “Board”) appointed Mr. Tse-Ling Wang, Ms. Liu-Shiang Kung Hwang, Mr. Richard Pao, Mr. Kevin Lee and Ms. Amy Huang to the Board of Directors of the Company. Ms. Hwang, Mr. Wang and Mr. Kevin Lee were each issued 150,000 shares of the Company’s common stock in consideration of his or her agreement to serve as a director of the Company for a period of one-year, and each of Ms. Huang and Mr. Pao received 50,000 shares of the Company’s common stock in consideration of his or her agreement to serve as a director of the Company for a period of one-year. We also issued 150,000 shares of the Company’s common stock to Mr. Shang-Chiai Kung, the Chairman of the Board, in consideration of his service for a period of one-year. The 700,000 shares of the Company’s common stock were issued on September 30, 2024 with fair value of $1,932,000. During the three months ended December 31, 2024, the Company recorded $483,000 of stock compensation expense.
Previous wording
On September 1, 2024, the Company entered an employment agreement with Mr. Hong Hsin Lai who will serve as the Company’s Chief Technology Officer (“CTO”). The Company will issue Mr. Lai 50,000 shares of the Company’s common stock for the first year of his employment. The shares are to be paid in full within four months from September 1, 2024. If Mr. Lai’s employment continues beyond September 1, 2025, the Company will grant Mr. Lai 20,000 shares of the Company’s common stock each year. During the three months ended September 30, 2024, the Company recorded $8,542 stock compensation expense for Mr. Lai’s services.
Current wording
On September 1, 2024, the Company entered an employment agreement with Mr. Hong Hsin Lai who will serve as the Company’s Chief Technology Officer (“CTO”). The Company will issue Mr. Lai 50,000 shares of the Company’s common stock for the first year of his employment. The shares are to be paid in full within four months from September 1, 2024. If Mr. Lai’s employment continues beyond September 1, 2025, the Company will grant Mr. Lai 20,000 shares of the Company’s common stock each year. During the three months ended December 31, 2024, the Company recorded $25,625 stock compensation expense for Mr. Lai’s services.
Previous wording
On September 6, 2024, the Company entered an engagement agreement with an Investor Relation (“IR”) firm. The Company will pay the IR firm $500 cash per month and 1,000 shares of the Company’s common stock per month, to be paid quarterly. During the three months ended September 30, 2024, the Company recorded $2,050 stock compensation expense in respect of this arrangement.
Current wording
On September 6, 2024, the Company entered an engagement agreement with an Investor Relation (“IR”) firm. The Company will pay the IR firm $500 cash per month and 1,000 shares of the Company’s common stock per month, to be paid quarterly. During the three months ended December 31, 2024, the Company recorded $6,150 stock compensation expense in respect of this arrangement.
Previous wording
Net other expenses were $8,413 for the three months ended September 30, 2024, and $6,652 for the three months ended September 30, 2023. For the three months ended September 30, 2024, net other expenses mainly consisted of interest expense of $7,958, and other expenses of $455. For the period ended September 30, 2023, net other expenses mainly consisted of interest expense of $6,271 and miscellaneous expenses of $381.
Current wording
Net other expenses were $117,770 for the three months ended December 31, 2024, and $14,220 for the three months ended December 31, 2023. For the three months ended December 31, 2024, net other expenses mainly consisted of interest expense of $7,316, and other expenses of $110,454. For the three months ended December 31, 2023, net other expenses mainly consisted of interest expense of $5,074 and other expenses of $9,146.
Previous wording
We had a net loss from continuing operations of $584,508 for the three months ended September 30, 2024, compared to a net loss of $20,060 for the three months ended September 30, 2023, an increase in our loss of $564,448. The increase in our net loss from continuing operations was mainly due to the decrease in our revenue and increased G&A expenses as described above.
Current wording
We had a net loss from continuing operations of $962,685 for the three months ended December 31, 2024, compared to a net loss of $33,017 for the three months ended December 31, 2023, an increase in our loss of $929,668. The increase in our net loss from continuing operations was mainly due to the decrease in our revenue and increased G&A expenses as described above.
Previous wording
Cost of revenue from continuing operations was $128,584 for the three months ended September 30, 2024. Cost of revenue from continuing operations was $699,217 for the three months ended September 30, 2023. The cost of revenues in three months ended September 30, 2024 was mainly due to costs associated with yacht model sales. We sold 100 yacht models to one of the Company’s directors below cost. We considered this as marketing and advertising because the director will give our yacht models to prospective purchasers to promote and market our yachts.
Current wording
Cost of revenue from continuing operations was $128,584 for the six months ended December 31, 2024. Cost of revenue from continuing operations was $1,388,728 for the six months ended December 31, 2023. The cost of revenues in the six months ended December 31, 2024 was mainly due to costs associated with yacht model sales. We sold 100 yacht models to one of the Company’s directors below cost. We considered this as marketing and advertising because the director will give our yacht models to prospective purchasers to promote and market our yachts. The cost of revenues for the six months ended December 31, 2023 was mainly due to the costs of yacht sales at our Taiwan branch.
Previous wording
Gross profit for the three months ended September 30, 2024, was a loss of $84,341 as we had no sales other than yacht models. Gross profit from continuing operations was $91,826 for the three months ended September 30, 2023. The gross loss in the three months ended September 30, 2024, was all the result of our decision to sell yacht models below cost for marketing purposes, while gross profit in the three months ended September 30, 2023, was the result of yacht sales.
Current wording
Gross profit (loss) for the six months ended December 31, 2024, was a loss of $84,341 as we had no sales other than yacht model sale. Gross profit from continuing operations was $212,214 for the six months ended December 31, 2023. The gross loss in the six months ended December 31, 2024, was the result of our decision to sell yacht models below cost for marketing purposes, while gross profit in the six months ended December 31, 2023, was the result of yacht sales.
Previous wording
We had $213,259 of cash and cash equivalents and working capital of $4,039,077 as of September 30, 2024, and generated a net loss of $584,508 during the three months ended September 30, 2024. Of the assets included in working capital, approximately $2,500,000 was amounts due from related parties The following is a summary of cash provided by or used in each of the indicated types of activities during the three months ended September 30, 2024 and 2023.
Current wording
We had $53,616 cash and cash equivalents, and working capital of $3,179,136 as of December 31, 2024, and generated a net loss of $1,547,193 during the six months ended December 31, 2024. Of the assets included in working capital, approximately $2.5 million was amounts due from related parties, and prepayment to related parties of $1.5 million. The following is a summary of cash provided by or used in each of the indicated types of activities during the six months ended December 31, 2024 and 2023.
Previous wording
Net cash used in operating activities was $129, 776 for the three months ended September 30, 2024, compared to net cash used in operating activities of $381,561 for the three months ended September 30, 2023. The decrease in the use of cash outflow in operating activities was principally attributable to an increase in collection of accounts receivable from related parties by $1,226,980, 2) payments made on notes receivable by $160,504, and 3) a decrease in deferred revenue by $723,667, which was partly offset by 4) decreased cash inflow from inventory by $682,982, 5) increased payment on accounts payable – related party by $903,728, and increased net loss by $231,869 (which was the net loss after adjustments to reconcile net loss to net cash used in operating activities by $2,191,786).
Current wording
Net cash used in operating activities was $443,287 for the six months ended December 31, 2024, compared to net cash used in operating activities of $235,490 for the six months ended December 31, 2023. The increase in the use of cash in operating activities was principally attributable to 1) the increase in our loss (after adjustments to reconcile net income (loss) to net cash used in operating activities) by $646,774, 2) decreased cash inflow from inventory of $807,653, 3) increased cash outflow from accounts payable and accounts payable to related party by $1,324,361, which was partly offset by 1) increased cash inflow from accounts receivable and accounts receivable from related party by $1,415,801, 2) increased cash inflow from note receivable by $160,391, 3) increased cash inflow from deposits and prepayments by $115,231, and 4) increased cash inflow from deferred revenue by $816,496.
Previous wording
There was no cash provided by or used in investing activities for the three months ended September 30, 2024 and 2023.
Current wording
There was no cash provided by or used in investing activities for the six months ended December 31, 2024 and 2023.
Previous wording
Net cash provided by financing activities was $31,395 for the three months ended September 30, 2024, compared to net cash used in financing activities of $330,692 for the three months ended September 30, 2023. Net cash provided by financing activities for the three months ended September 30, 2024, consisted of proceeds from related party advances of $77,426, which was partly offset by payments to related parties of $46,031. Net cash used in financing activities for the three months ended September 30, 2023, consisted of payments to related parties of $739,861, which was partly offset by proceeds from related party advances of $409,169.
Current wording
Net cash provided by financing activities was $186,263 for the six months ended December 31, 2024, compared to net cash used in financing activities of $571,263 for the six months ended December 31, 2023. Net cash provided by financing activities for the six months ended December 31, 2024, consisted of proceeds from related party advances of $512,630 and proceeds from a loan from a third party of $92,845, which was partly offset by repayments to related parties of $279,944 and repayment of loans of $139,268. Net cash used in financing activities for the six months ended December 31, 2023, consisted of repayments to related parties of $572,383, which was partly offset by receipts from related parties of $1,120.
Previous wording
The Company had $213,259 of cash and cash equivalents and working capital of approximately $4.0 million as of September 30, 2024, which included amounts due from related parties of $2.5 million. The Company generated a net loss of $0.6 million during the three months ended September 30, 2024, and the Company had an accumulated deficit of approximately $2.9 million as of September 30, 2024, and generated negative cash flow from operating activities during the period of $129,776. The Company does not have sustained and stable income, and there is also significant uncertainty in regarding its income for the next 12 months.
Current wording
We had $53,616 of cash and cash equivalents and working capital of approximately $3.2 million as of December 31, 2024, which included amounts due from related parties of $2.5 million, deposit and prepayments to related parties of $1.5 million and due to related parties of $0.4 million. We generated a net loss of $1.0 million during the six months ended December 31, 2024, and we had an accumulated deficit of approximately $3.8 million as of December 31, 2024, and generated negative cash flow from operating activities during the period of $0.4 million. We do not have sustained and stable income, and there is also significant uncertainty in regarding its income for the next 12 months.
Rearranged current paragraphs (6)
Current report — wording carried from elsewhere
Comparison of results of operations for the six months ended December 31, 2024, and 2023
Current report — wording carried from elsewhere
Revenue was $44,243 for the six months ended December 31, 2024. Revenue from continuing operations was $1,600,942 for the six months ended December 31, 2023. The revenue for the six months ended December 31, 2024 was mainly from the sale of yacht models. We sold 100 yacht models to one of the Company’s directors below cost. We considered this as marketing and advertising because the director will give our yacht models to prospective purchasers to promote and market our yachts. The revenue for the six months ended December 31, 2023 was mainly due to the inception of sales of yachts at our Taiwan branch.
Current report — wording carried from elsewhere
General and administrative expenses consisted mainly of employee salaries and welfare, and expenses for business meeting, utilities, accounting, consulting, and legal services. General and administrative expenses were $488,564 for the six months ended December 31, 2024, compared to $242,888 for the six months ended December 31, 2023, an increase of $245,676 or 101.15%. The increase of G&A expenses mainly reflected increased payroll expenses of approximately $31,147 and increased professional fees of approximately $197,462.
Current report — wording carried from elsewhere
Net other expenses were $126,183 for the six months ended December 31, 2024, and $20,872 for the six months ended December 31, 2023. For the six months ended December 31, 2024, net other expenses mainly consisted of interest expense of $15,274, and other expenses of $110,909. For the period ended December 31, 2023, net other expenses mainly consisted of interest expense of $11,345 and other expenses of $9,527.
Current report — wording carried from elsewhere
Net (income) loss from continuing operations
Current report — wording carried from elsewhere
We had a net loss from continuing operations of $1,547,193 for the six months ended December 31, 2024, compared to a net loss of $53,077 for the six months ended December 31, 2023, an increase in our loss of $1,494,116. The increase in our net loss from continuing operations was mainly due to the decrease in our revenue and increased G&A expenses and stock compensation expenses as described above.