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Aphoenity International Holdings Inc.

For the period ended Dec 31, 2024. Filed Apr 2, 2025.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Apr 2, 2025

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Read the current filing

Previous report: 10-K

Period ended 2023-12-31; filed 2024-03-28.

0001683168-24-001806

Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Current report: 10-K

Period ended 2024-12-31; filed 2025-04-02.

0001683168-25-002219

Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The 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 45 previous paragraphs and 43 current paragraphs.

29 unchanged; 8 reworded; 5 added; 8 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 2 previous and 2 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 (5)

Current report

Following the global stabilization of the COVID-19 pandemic, the Company continues to assess any lingering impacts on workforce dynamics and supply chain resilience. However, attention has increasingly shifted toward addressing broader economic uncertainties, particularly the volatility in interest rates and evolving market conditions. Over the past two years, rising interest rates have had a significant global impact, including across Southeast Asia. Higher rates have increased borrowing costs, influenced client spending patterns, and slowed business investments—factors that may directly affect consulting firms like ours.

Current report

Monetary authorities across Southeast Asia, including Bank Negara Malaysia and the Monetary Authority of Singapore, have adjusted their policies in response to persistent inflationary pressures and broader macroeconomic developments. The rise in interest rates presents a potential risk to the Company, as it may increase the cost of borrowing, constrain access to affordable financing, and influence the capital expenditure decisions of our clients. These dynamics could result in delays, deferrals, or reductions in consulting project engagements, thereby impacting the Company's revenue streams.

Current report

The Company remains vigilant in closely monitoring interest rate trends and their potential influence on client budgets and market demand. We continue to adopt proactive measures to mitigate these risks, ensuring our business remains resilient and responsive to the evolving economic landscape.

Current report

For the fiscal year ended December 31, 2024, Luduson G Inc. achieved positive earnings, reflecting a significant improvement in our financial performance and operational stability. This profitability marks a notable turnaround compared to prior periods and is indicative of the success of our strategic initiatives, cost management efforts, and revenue growth across our business segments. The positive earnings generated during 2024 have strengthened our liquidity position and reduced concerns regarding our ability to continue as a going concern. As a result, management believes that the Company has sufficient resources to meet its obligations and fund operations for the foreseeable future. However, we remain vigilant in monitoring market conditions and our working capital requirements to ensure ongoing financial stability.
Removed paragraphs (8)

Previous report

The outbreak of COVID-19 that started in late January 2020 in the PRC has negatively affected our business. In March 2020, the World Health Organization declared COVID-19 as a pandemic and has resulted in quarantines, travel restrictions, and the temporary closure of stores and business facilities in China and the U.S. in the subsequent months. Given the rapidly expanding nature of the COVID-19 pandemic, and because substantially all of the Company’s business operations and its workforce are concentrated in China, the Company’s business, results of operations, and financial condition for calendar year 2020 have been adversely affected.

Previous report

Management believes that COVID-19 could continue to have a material impact on its financial results for the first half of calendar year 2023 and could cause the potential impairment of certain assets. To mitigate the overall financial impact of COVID-19 on the Company’s business, management has worked closely with its service centers to enhance their marketing and promotion activities to generate revenue.

Previous report

We are not required to obtain permission from the Chinese authorities to operate or to issue securities to foreign investors.

Previous report

Our continuation as a going concern is dependent upon improving our profitability and the continuing financial support from our stockholders. Our sources of capital in the past have included the sale of equity securities, which include common stock sold in private transactions and public offerings, lease liability and short-term and long-term debts. In addition, with respect to the ongoing and evolving coronavirus (COVID-19) outbreak, which was designated as a pandemic by the World Health Organization on March 11, 2020, the outbreak has caused substantial disruption in international economies and global trades and if repercussions of the outbreak are prolonged, could have a significant adverse impact on our business. Given the addition political and public health challenges, our ability to obtain external financing or financing from existing shareholders to fund our working capital needs has been materially and adversely impacted, and there can be no assurance that we will be able to raise such additional capital resources on satisfactory terms. We believe that our current cash and other sources of liquidity discussed below are adequate to support general operations for at least the next 12 months.

Previous report

We require additional funding to meet its ongoing obligations and to fund anticipated operating losses. Our auditor has expressed substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. These consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets and liabilities that may result in the Company not being able to continue as a going concern.

Previous report

We expect to incur marketing and professional and administrative expenses as well expenses associated with maintaining our filings with the Commission. We will require additional funds during this time and will seek to raise the necessary additional capital. If we are unable to obtain additional financing, we may be required to reduce the scope of our business development activities, which could harm our business plans, financial condition and operating results. Additional funding may not be available on favorable terms, if at all. We intend to continue to fund its business by way of equity or debt financing and advances from related parties. Any inability to raise capital as needed would have a material adverse effect on our business, financial condition and results of operations.

Previous report

For the year ended December 31, 2022, net cash provided by operating activities was $nil, which consisted of a net loss of $14,037,866, offset by an increase in accrued expenses of $14,037,866.
Reworded paragraphs (8)

Previous wording

Unless otherwise noted, all currency figures quoted as “U.S. dollars”, “dollars” or “US$” refer to the legal currency of the United States. References to “Hong Kong Dollar” are to the Hong Kong Dollar, the legal currency of the Hong Kong Special Administrative Region of the People’s Republic of China. Throughout this report, assets and liabilities of the Company’s subsidiaries are translated into U.S. dollars using the exchange rate on the balance sheet date. Revenue and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Current wording

Unless otherwise noted, all currency figures quoted as “U.S. dollars”, “dollars” or “US$” refer to the legal currency of the United States. References to “Hong Kong Dollar” are to the Hong Kong Dollar, the legal currency of the Hong Kong Special Administrative Region of the People’s Republic of China. References to “Malaysian Ringgit” or “MYR” are to the legal currency of Malaysia. Throughout this report, assets and liabilities of the Company’s subsidiaries are translated into U.S. dollars using the exchange rate on the balance sheet date. Revenue and expenses are translated at average rates prevailing during the period. The gains and losses resulting from the translation of financial statements of foreign subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Previous wording

Our audited consolidated financial statements have been prepared on a going concern basis, which assumes that we will be able to continue to operate in the future in the normal course of business. In our audited consolidated financial statements for the year ended December 31, 2023, it has included a note about our ability to continue as a going concern due to consecutive quarterly losses from operations in 2022 as a result of COVID-19. Business closures in Hong Kong and limitations on business operations arising from COVID-19 has significantly disrupted our ability to generate revenues and cash flow during the fiscal year 2023.

Current wording

Our unaudited consolidated financial statements have been prepared on a going concern basis, which assumes that we will be able to continue to operate in the future in the normal course of business. In our unaudited consolidated financial statements for the year ended December 31, 2024, it has included a note about our ability to continue as a going concern due to consecutive quarterly losses from operations in 2023 as a result of COVID-19 and rising interest rates. Business closures in South-East Asia and limitations on business operations arising from volatile interest rates has significantly disrupted our ability to generate revenues and cash flow during the fiscal year 2024.

Previous wording

Revenue. We generated nil revenues for the years ended December 31, 2023 and 2022.

Current wording

Revenue. We generated $14,000,000 and $0 revenues for the years ended December 31, 2024 and 2023 respectively.

Previous wording

Gross Profit. Gross profit was nil for the years ended December 31, 2023 and 2022.

Current wording

Gross Profit. Gross profit was $14,000,000 and $0 for the years ended December 31, 2024 and 2023 respectively.

Previous wording

Operating Expenses. We incurred operating expenses of $285,568 and nil for the years ended December 31, 2023, and 2022, respectively. Operating expenses for the year ended December 31, 2023, consisted of $205,026 of stock based compensation and $80,542 of general and administrative expenses.

Current wording

Operating Expenses. We incurred operating expenses of $1,512,943 and $285,568 for the years ended December 31, 2024 and 2023, respectively. Operating expenses for the two years consisted of general and administrative expenses.

Previous wording

Net Loss. We incurred a net loss of $303,197 and $14,037,866 for the years ended December 31, 2023 and 2022, respectively. The decrease in net loss is primarily attributable to the one off listing expense incurred in 2022.

Current wording

Net Income/ (Loss). We incurred a net income of $12,421,396 and net loss of $303,197 for the years ended December 31, 2024 and 2023, respectively. The increase in net income is primarily attributable to the revenue earned by the Company in 2024.

Previous wording

As of December 31, 2023 and 2022, we had cash and cash equivalents of $175,002 and $12,056, respectively.

Current wording

As of December 31, 2024 and 2023, we had cash and cash equivalents of $136,341 and $175,002, respectively.

Previous wording

We believe that our current cash and other sources of liquidity discussed below are adequate to support general operations for at least the next 12 months. It is expected to incur significantly greater expenses in the near future as we develop our product offerings or enter into strategic partnerships. We also expect our general and administrative expenses to increase as we expand our finance and administrative staff, add infrastructure, and incur additional costs related to being reporting act company, including directors’ and officers’ insurance and increased professional fees. We believe that we will require approximately $1 to 2 million over the next 12-24 months to implement our business plan. For the immediate future, we intend to finance our business expansion efforts through equity purchase by institutional banks, and loans from existing shareholders or financial institutions.

Current wording

We believe that our current cash and other sources of liquidity discussed below are adequate to support general operations for at least the next 12 months. It is expected to incur significantly greater expenses in the near future as we develop our product offerings or enter into strategic partnerships. We also expect our general and administrative expenses to increase as we expand our finance and administrative staff, add infrastructure, and incur additional costs related to being reporting act company, including directors’ and officers’ insurance and increased professional fees. We believe that we will require approximately $1 to 2 million over the next 12-24 months to implement our business plan. For the immediate future, we intend to finance our business expansion efforts through equity purchases by institutional banks, and loans from existing shareholders or financial institutions.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

For the year ended December 31, 2024, net cash used in operating activities was $38,661, which consisted primarily of a net income of $12,421,396, along with stock based compensation of $1,505,500, decrease in inventory of $46,154 and increase in accrued expenses of $34,443 and offset by stock based revenue of $14,000,000 and increase in other receivables and other current assets of $46,154.