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Roan Holdings Group Co., Ltd. Reports Full Year 2019 Financial Results

Cision

BEIJING and HANGZHOU, China , June 26, 2020 /PRNewswire/ -- Roan Holdings Group Co., Ltd. ("Roan" or the "Company") (OTC Pink Sheets: RAHGF and RONWF), a non-bank financial corporation serving individuals and micro-, small-, and medium-sized enterprises in China that also provides health management, insurance technology, healthcare, and consumer financing services to the employees of large institutions, today reported its financial results for the twelve months ended December 31, 2019 .

Highlights

In the fiscal year ended December 31, 2019 , the Company conducted its management & assessment services and factoring business as well as its financial guarantee and consulting business. Additionally, the Company decreased its direct loan business and didn't conduct or renew any loans in 2019.

The following are some key measures of the Company 's businesses.

  • For the year ended December 31, 2019 , the Company provided management and assessment services to four customers, generating revenues of $135,938 . The Company's management & assessment services include asset management services and financing services.
  • On December 20, 2019 , the Company completed acquiring a 65.0177% equity interest in Lixin Financial Holdings Group Limited ("Lixin Cayman") and its subsidiaries (collectively "Lixin"), which were engaged in financial guarantee and consulting services, to diversify its business and generate additional revenue. The Company is able to consolidate operations of Lixin Cayman effective December 20, 2019 , and now operates separate financial guarantee and consulting services.
  • As of December 31, 2019 , the amount of outstanding loans and related interests that the Company has guaranteed was approximately $35.1 million . The Company estimates the fair market value of the collateral to be approximately $61.4 million as of December 31, 2019 . For the period since acquiring Lixin on December 20, 2019 , to December 31, 2019 , the Company generated financial guarantee commission of $8,797 and consulting services relating to debt collections of $176,984 .
  • For the year ended December 31, 2019 , the Company generated interest income of $2.8 million from providing financing arrangements to its customers through the factoring program of Zhiyuan Commercial Factoring ( Guangzhou ) Co., Limited ("Zhiyuan").
  • From 2018, the Company decreased its direct loan business and didn't conduct or renew any loans in 2019. As of December 31, 2019 , the Company had direct loan receivables due from four business customers and two individual customers.

Mr. Zhigang Liu , Chief Executive Officer of Roan, commented, "2019 was a crucially meaningful year for Roan. During the period, we decreased our direct lending business and disposed of Urumqi Fenghui Direct Lending Co., Ltd. ('Feng Hui') by terminating our related VIE agreements and removing the VIE structure, both of which we regarded as key steps in adjusting our business structure, enhancing our financial indicators, and optimizing our development strategy. At the same time, we continued our national market strategy in 2019, with our subsidiaries conducting businesses mainly in Zhejiang and Guangdong provinces and contributing more revenue and profit to the Company . At the beginning of 2019, we began a strategic cooperation with Zhejiang Lixin Enterprise Management Holding Group Co., Ltd. ('Zhejiang Lixin') and settled the terms for a business combination. This was ultimately accomplished through a share exchange with Lixin Cayman on December 20, 2019 , and had helped to significantly improve the Company's performance. We firmly believe that Lixin's advantages in product development, market share, and management will help to enhance our asset quality, competitive advantages, and market value going forward. Importantly, starting at the end of 2019, we established subsidiaries in the healthcare industry and began to cultivate long-term relationships with a variety of insurance service partners, medical service partners, and technology and big data partners to provide innovative insurance services, smart health medical services, data mining, and operations. In April 2020 , we officially launched a one-stop internet insurance and health care service platform after nearly eight months of preparation and systems development. This platform aims to provide modern households with one-stop systematic 'customized insurance + health management + family doctor + home medical testing' health management service solutions."

Mr. Liu added, "'Innovative Insurance Service + Healthcare' is a new business strategy for Roan in 2020. By leveraging our existing financial services for individuals and micro-, small-, and medium-sized enterprises, we will collaborate with our partners to develop this platform. We will also continue to promote our consumer finance business while bolstering innovative applications of technologies in health care, artificial intelligence, and blockchain within integrated medical, health management, and insurance use cases. We are confident that, through our new business strategy and cross-industry cooperation with leading companies in other fields, we will significantly boost our core competencies in innovative insurance services, fuel our growth, and generate attractive financial returns to our shareholders and partners going forward."

Full Year 2019 Financial Results

Revenues from services

Revenues from services increased by $567,652 , or 793%, from $71,568 for the year ended December 31, 2018 , to $639,220 for the year ended December 31, 2019 . The increase was mainly caused by the introduction of revenues from consulting services relating to debt collection as well as the significant increase in revenues from management and assessment services.

Revenues from management and assessment services increased by $64,370 , or 90%, from $71,568 for the year ended December 31, 2018 , to $135,938 for the year ended December 31, 2019 . The primary reason for this increase was the Company's launch of management and assessment services on December 31, 2018 , and the Company's recognition of management and assessment services using a time-based measure of progress, which resulted in a majority of revenues from the contracts obtained in 2018 being recognized in the year ended December 31, 2019 .

Revenues from consulting services relating to debt collection were $493,779 for the year ended December 31, 2019 .

Revenues from consulting services relating to financial guarantee services were $9,503 for the year ended December 31, 2019 . Revenues from consulting services relating to financial guarantee services were generated through Lixin for the period from the closing of the acquisition of Lixin on December 20, 2019 , to December 31, 2019 .

Interest and Fees Income

Total interest and fees income, including interest and fees on direct loans, interest income from factoring business, interest income on loans due from third parties, and interest income on deposits with banks, increased by $2,832,146 , or 5,588%, from $50,682 for the year ended December 31, 2018 , to $2,882,828 for the year ended December 31, 2019 . The increase was mainly attributable to increased interest and fees income generated from the Company's factoring business, which was launched in December 2018 .

Interest expenses and fees on secured loans

Interest expenses and fees on secured loans increased by $2,193,697 , or 8,734%, from $25,118 for the year ended December 31, 2018 , to $2,218,815 for the year ended December 31, 2019 . The significant increase of interest expenses and fees on secured loans was primarily driven by borrowings of secured loans of $67,258,135 in December 2018 and borrowings of $43,422,881 during the year ended December 31, 2019 , leading to a one-month interest expense that was recognized for the year ended December 31, 2018 , while the remaining interest expenses were recognized for the year ended December 31, 2019 .

All secured loans were repaid during the year ended December 31, 2019 .

Provision for Loan Losses

Provision for loan losses increased by $68,385 , or 3%, from $2,176,216 for the year ended December 31, 2018 , to $2,244,601 for the year ended December 31, 2019 . The increase was caused by additional "doubtful" loans rolled to "loss" loans during the year ended December 31, 2019 , as compared to that of the same period ended December 31, 2018 .

Operating expenses

Total operating expenses increased by $73,487 , or 6%, from $1,293,223 for the year ended December 31, 2018 , to $1,366,710 for the year ended December 31, 2019 . The increase was primarily attributable to a decrease of $217,483 in fair value changes of warrant liabilities as the Company was delisted from Nasdaq in September 2019 , which offset (i) a decrease of $59,803 in salaries and employee surcharges due to the resignation of employees as the Company downsized its direct loan business, and (ii) a decrease in expenses related to the Company's direct loan business.

Net income

The Company had a net income of $24,288,908 for the year ended December 31, 2019 , as compared to a net loss of $94,126,307 for the year ended December 31, 2018 .

Financial Condition

As of December 31, 2019 , the Company had cash and cash equivalents of $6,911,592 , as compared to $1,301,124 as of December 31, 2018 .

Recent Updates

Lixin Acquisition

In January 2019 , the Company acquired a 1% equity interest in Zhejiang Lixin, a subsidiary of Lixin Cayman, at a cash consideration of $427,318 (RMB 2,858,600) .

On June 13, 2019 , and August 23, 2019 , the Company entered into a share purchase agreement ("SPA") and a supplementary to the SPA with Lixin Cayman and certain shareholders of Lixin Cayman, pursuant to which the Company would acquire 65.0177% equity interests in Lixin Cayman and its subsidiaries at a consideration of approximately $39.38 million ( RMB 276.00 million ), which was later readjusted to $31.09 million ( RMB 217.88 million ) as a result of an independent valuation report issued by a professional valuation firm on December 20, 2019 . Lixin Cayman is engaged in financial guarantee business, asset management, supply chain financing, and business factoring through its subsidiaries based in Zhejiang Province , China .

The transaction was closed on December 20, 2019 , upon the Company's issuance of 291,795,150 Class B convertible preferred shares. These convertible preferred shares are embedded with liquidation preference and dividend preference but with no voting rights. Upon the second anniversary of the closing date, one Class B preferred share may be convertible to one ordinary share or can be redeemed at a conversion price calculated at the average closing price per share for the ninety consecutive trading days before the conversion date.

Disposition of Feng Hui

On July 31, 2019 , and November 22, 2019 , the Company entered into a framework agreement (the "Agreement") and a supplementary to the Agreement with Zhejiang Zhongfeng Investment Management Co., Ltd. ("Zhongfeng" or the "Purchaser"), pursuant to which Zhongfeng agreed to acquire a 100% equity interest in Feng Hui , a variable interest entity of the Company, or acquire control over and become a primary beneficiary of Feng Hui through contractual arrangements. Feng Hui primarily provides loan facilitation services to micro-, small-, and medium-sized enterprises in the Xinjiang Uygur Autonomous Region. On November 22, 2019 , the disposition transaction was closed at a consideration of approximately $1.44 million ( RMB 10.0 million ) and the Company transferred control over Feng Hui to Zhongfeng. For the year ended December 31, 2019 , the Company received an aggregate of $504,713 ( RMB 3.5 million ). On April 30, 2020 , the Company received an additional $0.43 million ( RMB 3.0 million ) from Zhongfeng.

Upon the closing of the disposition on November 22, 2019 , the Company released all Feng Hui equity interests to Feng Hui's shareholders and those interests were subsequently transferred to Zhongfeng by Feng Hui's shareholders. Zhongfeng assumed all assets and obligations of Feng Hui . Upon the closing of the transaction, the Company does not bear any contractual commitment or obligation to the microcredit business or the employees of Feng Hui , nor to the Purchaser.

About Roan Holdings Group Co., Ltd.

Founded in 2009, Roan Holdings Group Co., Ltd. ("Roan") is a non-bank financial corporation that provides comprehensive financial services to micro-, small-, and medium-sized enterprises, and individuals. Roan also provides health management, insurance, healthcare, and consumer financing services to the employees of large institutions. Roan has offices in Beijing and Hangzhou and subsidiaries in Hangzhou , Guangzhou , Shaoxing, Urumqi, Tianjin , and Ningbo . For more information, please visit: www.roanholdingsgroup.com  

Safe Harbor Statement

This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to, among others, the consummation of the proposed transaction, and can be identified by terminology such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. Such statements are based upon management's current expectations of the consummation of the proposed transaction, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

IR Contact:
At the Company:
Katrina Wu
Email: xiaoqing.wu@roanholdingsgroup.com
Phone: +86-571-8662 1775

Investor Relations:
Xinran Rao
ICR Inc.
Email: ICR-TMT@icrinc.com
Phone: +1 646-224-6936

 

 

ROAN HOLDINGS GROUP CO., LTD.
CONSOLIDATED BALANCE SHEETS
As of December 31, 2019 and 2018
(Expressed in U.S. dollar, except for the number of shares)



December 31,
2019


December 31,
2018

ASSETS




Current Assets




Cash and cash equivalents

$

6,911,592


$

1,301,124

Restricted cash


15,233,933



-

Short-term investments


8,610,796



-

Accounts receivable, net


3,727,017



-

Loan receivable due from factoring customers


-



64,702,803

Loan receivable due from third parties


5,952,223



2,254,784

Due from related parties


2,906



-

Other current assets


2,305,642



813,409

Assets of discontinued operations


-



26,500,293

Total Current Assets


42,744,109



95,572,413







Pledged deposits


5,597,017



-

Property and equipment, net


852,525



27,980

Intangible assets, net


4,876,228



44,044

Right of use assets


400,720



-

Other noncurrent assets


918,683



-

Assets of discontinued operations, noncurrent


-



24,093

Total Assets

$

55,389,282


$

95,668,530







LIABILITIES AND EQUITY






Current Liabilities






Secured loan payable for factoring business

$

-


$

64,702,803

Customer pledged deposits


7,176



-

Unearned income


114,615



-

Reserve for financial guarantee losses


453,489



-

Dividends payable


480,000



480,000

Income tax payable


1,122,155



-

Due to related parties


280,714



-

Warrant liabilities


19,938



550,800

Operating lease liabilities, current portion


106,136



-

Accrued expenses and other liabilities


710,865



298,116

Current liabilities of discontinued operations


-



55,984,465

Total Current Liabilities


3,295,088



122,016,184







Operating lease liabilities, noncurrent portion


265,797



-

Deferred tax liabilities


1,735,576



-

Total Liabilities


5,296,461



122,016,184







Commitments and Contingencies












Class A convertible preferred shares, no par value, unlimited shares authorized; 715,000 shares issued and outstanding as of December 31, 2019 and 2018, respectively


-



9,652,527







Shareholders' Equity (Deficit)






Ordinary Share (no par value, unlimited shares authorized; 25,287,851 and 25,288,003 shares issued and outstanding as of December 31, 2019 and 2018, respectively)


-



-

Class A convertible preferred shares, no par value, unlimited shares authorized; 715,000 shares issued and outstanding as of December 31, 2019 and 2018, respectively


10,338,927



-

Class B convertible preferred shares, no par value, unlimited shares authorized; 291,795,150 and nil shares issued and outstanding as of December 31, 2019 and 2018, respectively


31,087,732



-

Additional paid-in capital


3,312,189



98,036,152

Statutory reserve


658,662



6,621,063

Accumulated deficit


(12,407,304)



(136,620,068)

Accumulated other comprehensive loss


(7,906)



(4,037,404)

Total Roan Holdings Group Co., Ltd.'s Shareholders' Equity (Deficit)


32,982,300



(36,000,257)







Noncontrolling interests


17,110,521



76

Total Equity (Deficit)


50,092,821



(36,000,181)

Total Liabilities and Equity

$

55,389,282


$

95,668,530

 

 

ROAN HOLDINGS GROUP CO., LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
For the Years Ended December 31, 2019, 2018 and 2017
(Expressed in U.S. dollar, except for the number of shares)



For the Years Ended
December 31,


2019


2018


2017







Revenues from services

$

639,220


$

71,568


$

-

Cost of revenues


(8,080)



-



-

Net revenues of services


631,140



71,568



-










Commissions and fees on financial guarantee services


8,797



-



-

Provision for financial guarantee services


(5,008)



-



-

Commission and fee income on guarantee services, net


3,789



-



-










Interest and fees income









Interest and fees on direct loans


1,153



15,035



1,628,525

Interest income on loans due from third parties


34,707






-

Interest income from factoring business


2,782,332



35,229



-

Interest income on deposits with banks


64,636



418



537

Total interest and fee income


2,882,828



50,682



1,629,062










Interest expense









Interest expenses and fees on secured loans


(2,218,815)



(25,118)



-










Net interest income


664,013



25,564



1,629,062










Provision for loan losses


(2,244,601)



(2,176,216)



(565,187)










Net interest (loss) income after provision for loan losses


(1,580,588)



(2,150,652)



1,063,875










Operating (loss) income


(945,659)



(2,079,084)



1,063,875










Total operating expenses









Salaries and employee surcharge


(512,314)



(572,117)



(518,015)

Business taxes and surcharge


(352)



(714)



(9,879)

Other operating expenses


(1,384,907)



(1,468,738)



(1,691,387)

Changes in fair value of warrant liabilities


530,863



748,346



-

Total operating expenses


(1,366,710)



(1,293,223)



(2,219,281)










Loss before income taxes


(2,312,369)



(3,372,307)



(1,155,406)

Income tax expenses


(244,741)



(17,635)



(250,245)










Net loss from continuing operations


(2,557,110)



(3,389,942)



(1,405,651)










Net income (loss) from discontinued operations, net of income tax


26,846,018



(90,736,365)



(53,377,622)










Net income (loss)


24,288,908



(94,126,307)



(54,783,273)

Dividend convertible redeemable Class A preferred share


(686,400)



(686,400)



(686,400)

Net income attributable to noncontrolling interests


(76,108)



(76)



-

Net income (loss) attributable to Roan Holding Group Co., Ltd.'s shareholders

$

23,526,400


$

(94,812,783)


$

(55,469,673)

Other comprehensive (loss) income









Foreign currency translation adjustment


1,435,262



(29,318)



5,608,353

Reclassified to net gain from discontinued operations


2,691,969



-



-



4,127,231



(29,318)



5,608,353










Comprehensive income (loss)


28,416,139



(94,155,625)



(49,174,920)










Other comprehensive income attributable to noncontrolling interests


(97,733)



-



-

Dividend convertible redeemable Class A preferred share


(686,400)



(686,400)



(686,400)

Net income attributable to noncontrolling interests


(76,108)



(76)



-

Total comprehensive income (loss) attributable to Roan Holdings Group Co., Ltd.'s shareholders

$

27,555,898


$

(94,842,101)


$

(49,861,320)










Weighted average number of ordinary share outstanding









Basic and Diluted*


25,287,887



24,380,051



17,343,763










Earnings (Loss) per share









Net earnings (loss) per share Basic and Diluted

$

0.93


$

(3.89)


$

(3.20)

Net loss per share from continuing operations - Basic and Diluted

$

(0.13)


$

(0.17)


$

(0.12)

Net earnings (loss) per share from discontinued operations - Basic and Diluted

$

1.06


$

(3.72)


$

(3.08)


* The Company reported a discontinued operation for the year ended December 31, 2019 , it used net loss from continuing operations as the control number to determine whether the warrants, Class A and Class B preferred shares are anti-dilutive. Because the Company incurred a net loss from continuing operations, the number of warrants, Class A preferred shares and Class B preferred shares are excluded from the computation as the anti-dilutive effect.

 


ROAN HOLDINGS GROUP CO., LTD.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT)
For the Years Ended December 31, 2019, 2018 and 2017
(Expressed in U.S. dollar, except for the number of shares)



Attributable to Roan Holdings Group Co., Ltd.'s Shareholders






Ordinary Share


Class A Preferred
Shares


Class B Preferred
Shares


Additional
paid-in


Statutory


Retained
earnings
(Accumulated


Accumulated
other
comprehensive
(loss)


Non-
controlling


Total


Shares


Amount


Shares


Amount


Shares


Amount


capital


Reserve


Deficit)


income


interest


equity

Balance as of January 1, 2017

22,898,864


$

-


-


$

-


-


$

-


$

91,644,559


$

6,536,238


$

15,691,462


$

(9,616,439)


$

-


$

104,255,820

Share dividend payment to shareholders

859,953



-


-



-


-



-



5,332,969



-



-



-



-



5,332,969

Net loss

-



-


-



-


-



-



-



-



(54,783,273)



-



-



(54,783,273)

Dividend to shareholders

-



-


-



-


-



-



-



-



(2,630,649)



-



-



(2,630,649)

Transfer to statutory reserve

-



-


-



-


-



-



-



84,825



(84,825)



-



-



-

Foreign currency translation loss

-



-


-

...