10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2018

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___ to ___

Commission file number: 000-30529

WINGS & THINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada (State or other jurisdiction of incorporation or organization)	87-0464667 (I.R.S. Employer Identification No.)
153 West Burton Avenue, Salt Lake City, Utah (Address of principal executive offices)	84115 (Zip Code)

(801) 323-2395

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ☑ No ☐ The registrant does not have a Web site.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Non-accelerated filer ☐ Emerging growth company ☑ Accelerated filer ☐ Smaller reporting company ☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☑

The number of shares outstanding of the registrant’s common stock as of August 10, 2018 was 18,000,000.

TABLE OF CONTENTS

	PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Condensed Balance Sheets (Unaudited)	4
	Condensed Statements of Operations (Unaudited)	5
	Condensed Statements of Cash Flows (Unaudited)	6
	Notes to the Unaudited Condensed Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	15
Item 4.	Controls and Procedures	15
	PART II – OTHER INFORMATION
Item 6.	Exhibits	16
Signatures		17

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The financial information set forth below with respect to Wings & Things, Inc. consolidated statements of operations for the six-month period ended June 30, 2018 and 2017 is unaudited. This financial information, in the opinion of management, includes all adjustments consisting of normal recurring entries necessary for the fair presentation of such data. The results of operations for the six-month period ended June 30, 2018 are not necessarily indicative of results to be expected for any subsequent period.

WINGS & THINGS, INC.

Condensed Consolidated Financial Statements

June 30, 2018

(Unaudited)

3

Wings & Things, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

	June 30,			December 31,
	2018			2017
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	44,135		$	64,955
Accounts receivable, net		1,225,468			491,186
Inventory, net		5,589,353			7,342,039
Prepayments and other current assets		1,326,038			210,092
Total Current Assets		8,184,994			8,108,272
PROPERTY AND EQUIPMENT, NET		453,960			487,891
OTHER ASSETS
Land use rights, net		106,915			109,975
Deposits		3,779			3,836
TOTAL ASSETS	$	8,749,648		$	8,709,974
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	356,648		$	250,726
Accounts payable and accrued expenses – related party		59,980			53,944
Customer prepayments		246,941			1,152,537
Taxes payable		1,786,368			1,611,416
Other payables		200			200
Advance from related parties		1,653,278			1,281,182
Notes payable – related party		150,900			150,900
Notes payable		84,500			84,500
Short term loans		2,191,847			2,224,853
Total Current Liabilities		6,530,662			6,810,258
TOTAL LIABILITIES		6,530,662			6,810,258
STOCKHOLDERS’ EQUITY
Common stock:  $.001 par value; 20,000,000 shares authorized; 18,000,000 shares issued and outstanding		18,000			18,000
Additional paid-in capital		2,761,908			2,761,908
PRC statutory reserve		82,484			82,484
Other accumulated comprehensive income		(26,142	)		20,834
Accumulated deficit		(617,264	)		(983,510	)
Total Stockholders' Equity		2,218,986			1,899,716
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	8,749,648		$	8,709,974

See accompanying notes to financial statements

4

Wings & Things, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

	For Three-month Periods Ended June 30,						For Six-month Periods Ended June 30,
	2018			2017			2018			2017
REVENUES	$	2,738,240		$	3,783,543		$	6,226,427		$	5,656,859
COST OF SALES		2,204,287			3,310,061			5,491,748			4,871,571
GROSS PROFIT		533,953			473,482			734,679			785,288
OPERATING EXPENSES
General & administrative		52,176			62,271			155,569			163,238
Research & development		12,266			80,623			54,466			80,623
Selling expense		3,688			1,336			34,516			12,754
TOTAL OPERATING EXPENSES		68,130			144,230			244,561			256,615
INCOME FROM OPERATIONS		465,823			329,252			490,128			528,673
OTHER INCOME (EXPENSE)
Interest income		25			32			58			68
Other income		10,988			—			10,988			—
Interest expense		(67,175	)		(58,075	)		(134,928	)		(116,263	)
TOTAL OTHER EXPENSE		(56,162	)		(58,043	)		(123,882	)		(116,195	)
INCOME BEFORE INCOME TAXES		409,661			271,209			366,246			412,478
PROVISION FOR INCOME TAXES					—			—			(100	)
NET INCOME	$	409,661		$	271,209		$	366,246		$	412,378
OTHER COMPREHENSIVE INCOME (LOSS)		(129,564	)		36,635			(46,976	)		52,140
COMPREHENSIVE INCOME/(LOSS)	$	280,097		$	307,844		$	319,270		$	464,518
Basic and diluted net loss per share	$	0.02		$	0.02		$	0.02		$	0.03
Weighted average shares outstanding		18,000,000			15,000,000			18,000,000			15,000,000

See accompanying notes to financial statements

5

Wings & Things, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	For  Six-month Periods Ended
	June 30,
	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income	$	366,246		$	412,378
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization expense		30,750			28,310
Change in operating assets and liabilities, net of acquisition:
(Increase) decrease in accounts receivables		(770,096	)		166,863
(Increase) decrease in prepayments and other receivables		(1,162,111	)		(114,550	)
(Increase) decrease in inventories		1,706,997			(929,831	)
Increase (decrease) in taxes payable		206,507			119,804
Increase (decrease) in prepayments from customers		(922,676	)		99,364
Increase (decrease) in accounts payable and accrued expenses		119,221			59,825
Net Cash Used in Operating Activities		(425,162	)		(157,837	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment		(1,546	)		—
Net Cash Used in Investing Activities		(1,546	)		—
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment to related party		(142,547	)		(567,913	)
Cash received from advances					378,633
Proceeds from related parties		548,633			226,405
Net Cash Provided by Financing Activities		406,086			37,125
Effect of exchange rate changes on cash		(198	)		3,777
NET DECREASE IN CASH AND CASH EQUIVALENTS		(20,820	)		(116,935	)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		64,955			225,539
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	44,135		$	108,604
SUPPLEMENTAL DISCLOSURES:
Cash paid for interest	$	—		$	58,188
Cash paid for income taxes	$	—		$	100

See accompanying notes to financial statement

6

Wings & Things, Inc.

Notes to the Unaudited Condensed Consolidated Financial Statements

June 30, 2018

NOTE 1 – Condensed Consolidated Financial Statements

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows as of and for the period ended June 30, 2018 and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed consolidated or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2017 audited financial statements as reported in its Form 10-K. The results of operations for the period ended June 30, 2018 are not necessarily indicative of the operating results for the full year ended December 31, 2018.

NOTE 2 – Reorganization and Reverse Acquisition Accounting Treatment

Wings & Things acquired Northern Mountain Silk, Inc., a Utah corporation (“Northern Mountain”) on September 21, 2017 pursuant to a private transaction between VIP Worldnet, Inc. (“VIP Worldnet”), the majority shareholder of Wings & Things, and Northern Mountain. VIP Worldnet transferred 14,100,000 of Wings & Things common stock to Northern Mountain’s shareholders, leaving VIP Worldnet with 900,000 shares of Wings & Things common stock. Based upon this private transaction, Northern Mountain shareholders delivered 15,000,000 of Northern Mountain’s issued and outstanding shares to Wings & Things, resulting in Northern Mountain becoming a wholly-owned subsidiary of Wings & Things and its shareholders, as a group, owning 78.3% of Wings & Things outstanding common stock.

Northern Mountain is a holding company and does not have significant business operations, other than holding of equity interests in its subsidiaries and a variable interest entity (VIE). It has an operating variable interest entity Liaoning Yixing Silk Company Limited (“Yixing Silk”), which operates in the natural raw silk industry in the Peoples Republic of China. On a consolidated basis, Northern Mountain’s operating activities are significant compared to those of Wings & Things, therefore, pursuant to SEC reporting regulations, the acquisition is treated as a reverse acquisition with Northern Mountain becoming the accounting acquirer. Although the legal acquirer in the acquisition is Wings & Things, in a reverse acquisition the accounting acquirer’s financial historical information is presented in the financial statements as though they are the parent company’s history, but in actuality all historical financial information is that of accounting acquirer. In these financial statements, all historical financial information is that of Northern Mountain which consists primarily of the operating activities of its only operating entity, Yixing Silk.

In addition to the historical presentation changes in a reverse acquisition, there is also a reorganization of the parent company’s equity section, as such, the historical retained earnings of Wings & Things prior to the acquisition on September 21, 2017 has been reclassified to paid in capital and the retained earnings have been replaced by those of Northern Mountain.

7

NOTE 3 - Inventories

Inventories consist of the following at June 30, 2018 and December 31, 2017:

	June 30, 2018		December 31, 2017
Raw materials	$	1,701,848	$	3,507,718
Finished goods		3,887,505		3,834,321
Cost to market adjustment		—		—
Total Inventories (net)	$	5,589,353	$	7,342,039

NOTE 4 – Advances from Related Parties

The Company repaid a total related party advance of $78,488 during 2018 to one of the shareholders. The repayment of the advance was due on demand. The interest rate and term is under negotiation and will be determined at the end of 2018. The Company received the total advance of $548,633 from the officer and the repayments of $64,059 were made by the Company during the 2018. These advances are also due on demand.

NOTE 5 – Notes Payable

The accompanying financial statements include Wings & Things’ notes payable and related party notes payable assumed in the reverse acquisition. Notes payable unrelated parties as of June 30, 2018 were $84,500, due on demand, and bear interest at 8%. Accrued interest at June 30, 2018 was $38,725. Notes payable-related party at June 30, 2018 were $150,900. Accrued interest at June 30, 2018 was $59,980. The notes bear interest at 8% and are due on demand.

NOTE 6 – Short Term Loans

	June 30, 2018		December 31, 2017
A 2-year term Bank Note from a Chinese Bank in the amount of 4.5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.	$	680,229	$	690,472
A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.		755,809		767,191
A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.		755,809		767,191
Total	$	2,191,847	$	2,224,853

For the six months ended June 30, 2018 and 2017, interest expenses amounted to $125,512 and $116,263, respectively. At June 30, 2018 and December 31, 2017, accrued interest on the outstanding short-term loans was $302,156 and $184,024, respectively.

Apart from the collateral of Company’s fixed assets, there were no other loan covenants required by the loans disclosed above.

8

NOTE 7 – Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of its liabilities in the normal course of business. The Company has an accumulated deficit of $617,264 and $983,510 as of June 30, 2018 and December 31, 2017, respectively. The Company’s ability to meet its cash requirements for the next twelve months largely depends on the related-party loans from a major shareholder and the continued renewal of short-term bank loans. These factors raise substantial doubt about the Company's ability to continue as a going concern.

The Company is in the process of obtaining informal assurance from our current lender that our short-term loans will continue to be renewed and further opening dialog with the lender to convert the short-term loans to long term loans. The Company also may rely on sales of its common stock to raise additional funds. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 8 – Pro Forma

The following Pro-forma Statements of Operations for the three and six months ended June 30, 2017, include the activity of Northern Mountain Silk, Inc. and Wings & Things, Inc. as if the two entities were consolidated at the beginning of the calendar year 2017.

Unaudited Pro Forma Condensed Combined Statements of Operations
Three Months Ended June 30, 2017
		Wing &			Northern Mountain Silk, Inc.			Pro Forma
		Things, Inc.			(Acquiree)			Combined
Revenue	$	—		$	3,783,543		$	3,783,543
Costs of revenue		—			3,310,061			3,310,061
Operating expenses		2,615			144,230			146,845
Operating income (loss)		(2,615	)		329,252			326,637
Other (expenses)		(4,388	)		(58,043	)		(62,431	)
Income (Loss) before income taxes		(7,003	)		271,209			264,206
Income tax provision		—			—			—
Net income	$	(7,003	)	$	271,209		$	264,206
Other comprehensive (loss)		—			36,635			36,635
Comprehensive Income(loss)	$	(7,003	)	$	307,844			300,841
Basic and diluted earnings per share	$	(0.00	)				$	0.01
Weighted-average shares		18,000,000						18,000,000

9

Unaudited Pro Forma Condensed Combined Statements of Operations
Six Months Ended June 30, 2017
		Wing &			Northern Mountain Silk, Inc.			Pro Forma
		Things, Inc.			(Acquiree)			Combined
Revenue	$	—		$	5,656,859		$	5,656,859
Costs of revenue		—			4,871,571			4,871,571
Operating expenses		8,130			256,615			264,745
Operating income (loss)		(8,130	)		528,673			520,543
Other (expenses)		(8,736	)		(116,195	)		(124,931	)
Income (Loss) before income taxes		(16,866	)		412,478			395,612
Income tax provision		—			(100	)		(100	)
Net income	$	(16,866	)	$	412,378		$	395,512
Other comprehensive (loss)					52,140			52,140
Comprehensive Income(loss)	$	(16,866	)	$	464,518			447,652
Basic and diluted earnings per share	$	(0.00	)				$	0.02
Weighted-average shares		18,000,000						18,000,000

NOTE 9 – Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that would have a material impact on the financial statements.

10

In this report references to “Wings & Things,” “the Company,” “we,” “us,” and “our” refer to Wings & Things, Inc.

FORWARD LOOKING STATEMENTS

The U. S. Securities and Exchange Commission (“SEC”) encourages reporting companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions. This report contains these types of statements. Words such as “may,” “expect,” “believe,” “intend,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

Wings is a holding company without significant business operations, other than holding of equity interests in its subsidiaries and variable interest entities. Wings’ wholly-owned subsidiary, Northern Mountain entered into a series of agreements in December 2016 amongst Northern Mountain’s subsidiaries and Yixing Silk. These agreements granted all decision making rights, all voting rights and all rights to profits and risk of losses to Northern Mountain’s subsidiaries. As a result of the variable interest entity (“VIE”) contractual arrangements, Wings consolidates the results of operations of Yixing Silk as its material operating VIE. In addition, Wings intends to carry on the business operations of Yixing Silk through the various VIE contractual arrangements between Northern Mountain and its subsidiaries and Yixing Silk.

The following information details the results of operations of Yixing Silk and the financial statements for Yixing Silk for the six-month periods ended June 30, 2018 and 2017. Wings’ reporting currency is the U.S. dollar, but Yixing Silk uses the PRC local currency, Renminbi (RMB), as its functional currency. Therefore, the financial statements are adjusted according to the appropriate exchange rate.

Liaoning Yixing Silk Company Limited was established on November 25, 2010 in Xifeng County, Liaoning Province, in the Peoples Republic of China, as a limited liability company. Yixing Silk is engaged in the manufacturing and retail sale of raw wild silk (tussah silk) and silk related products, such as bedding, comforters, clothing, and silk thread products. Yixing Silk also manufactures raw silk batting that is sold to other manufacturers for inclusion in their varied products.

During 2016 and 2017, Yixing Silk expanded its operations beyond tussah silk manufacturing and cooperated with university partners and research institutes, such as, Liaoning Textile Research Institute, Liaoning University and Shenyang Agricultural University, to draw on the expertise of their professors in the areas of silkworm breeding, silk fabrics, healthy supplements and biotechnology. Management believes this expertise will allow Yixing Silk to develop several new products related to the silkworm’s valuable properties which can be used in several different industries, such as the pharmaceutical industry, health food supplements industry, agriculture and aquaculture industries, and skin care industry.

Yixing Silk’s newest products are being tested by various selected consumers and we are receiving comments and suggestions for future improvements. With proper funding, Yixing Silk intends to commence production and promotion of some or all of their new products. The anticipated potential revenue and profit from these new products has become a focus for the management of Yixing Silk.

11

Liquidity and Capital Resources

During the six-month periods ended June 30, 2018 and 2017 and the years ended December 31, 2017 and 2016, Yixing Silk has relied upon revenues and short term loans and advances from related parties to fund operations. Management anticipates it will rely upon those sources to fund operations for the next twelve months. At June 30, 2018 Yixing Silk had cash of $44,135 and working capital of $1,654,332 compared to cash of $64,955 and working capital of $1,298,014 at December 31, 2017. Yixing Silk does not have any material commitments for capital expenditures as of June 30, 2018.

The company’s ability to meet its cash requirements for the next twelve months largely depends on the continued renewal of its short-term bank loans and the related-party loans from its major shareholders. These factors raise substantial doubt about Yixing Silk's ability to continue as a going concern.

Yixing Silk intends to obtain capital from revenues, short term loans or related parties to fund its operations; however, there is no assurance that these sources can supply the needed funding. The company is in the process of obtaining informal assurance from a current lender that its short term loans will continue to be renewed and further opening dialog with the lender to convert the short term loans to long term loans. Also, its management continues to negotiate better costs and terms with key vendors to lower cost of sales. Its management will continue to scrutinize expenses related to operating activities and order fulfillment to determine appropriate actions to take to reduce these costs to maintain profitability in the short term.

Management anticipates that any future additional capital needed for cash shortfalls may be provided by debt financing and/or secondary financing from its parent companies. The secondary financing may alleviate Yixing Silk’s reliance on related-party advances and assist with its continued growth in the silk market.

Commitments and Obligations

At June 30, 2018 Wings & Things recorded short term loans, representing Yixing Silk two-year bank notes, totaling $2,191,847 with accrued interest of $302,156. Notes payable and related party notes payable include those assumed in the reverse acquisition. Notes payable unrelated parties as of June 30, 2018 were $84,500, due on demand, and bear interest at 8%. Accrued interest at June 30, 2018 was $38,725. Notes payable-related party at June 30, 2018 were $150,900. Accrued interest at June 30, 2018 was $59,980. The notes bear interest at 8% and are due on demand.

In February 2012 Yixing Silk committed to an operating lease for showroom space to commence February 1, 2012. The lease expired in January 2018, but was re-negotiated for an additional year to expire January 10, 2019. Annual rent of $35,482 was paid for the lease period ending January 10, 2018.

Statutory Reserves

The laws and regulations of the PRC require that before an enterprise distributes profits to its shareholders, it must first satisfy all tax liability, provision for losses in previous years and make allocation to the statutory reserves. Yixing Silk is required to transfer 10% of its net income to a statutory surplus reserve fund until such reserve balance reaches 50% of its registered capital. However, an amendment was made effective in 2016 that the requirement was optional. For the years ended December 31, 2017 and 2016 the company allocated contributions of $0 and $0, respectively, to the statutory reserves.

12

Concentration of Credit Risk

Financial instruments that potentially subject Yixing Silk to significant concentrations of credit risk consist principally of cash, trade receivables and advances to suppliers. As of June 30, 2018, with respect to trade receivables and advances to suppliers, the company extends credit based on evaluations of the customers' and suppliers' financial position and business history with the company. The company generally is required to make advances to suppliers.

Results of Operations

For the three and six months ended June 30, 2018 and 2017

The following chart summarizes the consolidated financial statements of Wings & Things for the three and six months ended June 30, 2018 and 2017. Assets and liabilities are translated at the unified exchange rate as quoted by the People’s Bank of China at the end of the period. The statement of operations accounts are translated at the average translation rates and the equity accounts are translated at historical rates. Translation adjustments resulting from this process are included in accumulated other comprehensive income in the statement of equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred.

SUMMARY OF OPERATING RESULTS

	Three months ended June 30,						Six months ended June 30,
	2018			2017			2018			2017
Revenues, net	$	2,738,240		$	3,783,543		$	6,226,427		$	5,656,859
Cost of sales		2,204,287			3,310,061			5,491,748			4,871,571
Gross profit		533,953			473,482			734,679			785,288
Total operating expenses		68,130			144,230			244,551			256,615
Total other expense		(56,162	)		(58,043	)		(123,882	)		(116,195	)
Income tax provision		—			—			—			(100	)
Net income (loss)	$	409,661		$	271,209		$	366,246		$	412,378

Yixing Silk recognizes revenue from sales on the date of shipment to customers and when a formal arrangement exists, the price is fixed or determinable, and the delivery is completed. Products sold in the PRC are subject to a Chinese valued-added tax at a rate of 3% to 17% of the gross sales price.

For the three month period ended June 30, 2018 (“2018 second quarter”) Yixing Silk recorded revenues of $2,738,240 compared to revenues of $3,783,543 for the three months ended June 30, 2017 (“2017 second quarter”). For the six month period ended June 30, 2018 (“2018 six month period”) Yixing Silk recorded revenues of $6,226,427 compared to revenues of $5,656,859 for the six months ended June 30, 2017 (“2017 six month period). The decrease in revenues for the 2018 interim periods was due to the promotion in sales during the first quarter 2018.

13

Cost of sales decreased to $2,204,287 for the 2018 second quarter compared to $3,310,061 the 2017 second quarter. Cost of sales increased to $5,491,748 for the 2018 six month period compared to $4,871,571 for the 2017 six month period. The decrease in cost of sales for the 2018 second quarter was expected because the promotion launched during the first quarter 2018 and there were more sales made during the first quarter. The sales decreased during the second quarter 2018 resulted in the decrease in cost of sales.

Gross profit increased to $533,953 for the 2018 second quarter compared to $473,482 for the 2017 second quarter and decreased to $734,679 for the 2018 six month period compared to $785,288 for the 2017 six month period. The increases during the second quarter 2018 were primarily due to more patented products that have higher margins sold. There were higher sales during the first quarter 2018 because the Company launched the promotion to try to sell the out of date inventories that have lower margins. Therefore, during the six-month period in 2018 the gross profit was lower than the same period in 2017.

Total operating expense decreased to $68,130 for the 2018 second quarter compared to $144,230 for the 2017 second quarter. Total operating expense decreased to $244,551 for the 2018 six month period compared to $256,615 for the 2017 six month period. During the second quarter in 2017 the company incurred more research and development activities related to wild silkworm health supplements, skin care products and apparel than the second quarter in 2018.

Total other expense of $56,162 for the 2018 second quarter compared to $58,043 for the 2017 second quarter and $123,882 for the 2018 six month period compared to $116,195 for the 2017 six month period remained similar.

Yixing Silk’s recorded a net income of $409,661 for the 2018 second quarter compared to net income of $271,209 for the 2017 second quarter and recorded a net incomes of $366,246 for the 2018 six month period compared to net income of $412,378 for the 2017 six month period. The net income for the 2018 interim periods primarily reflects the higher margin and increased operating expenses in 2018.

Off-Balance Sheet Arrangements

Wings & Things has not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

Emerging Growth Company

Wings qualifies as an emerging growth company as that term is used in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). A company qualifies as an emerging growth company if it has total annual gross revenues of less than $1.07 billion during its most recently completed fiscal year and, as of December 8, 2011, had not sold common equity securities under a registration statement.

Since we qualify as an “emerging growth company” under the JOBS Act we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, among other things, we will not be required to:

• Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

• Submit certain executive compensation matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency”;

• Obtain shareholder approval of any golden parachute payments not previously approved; and

• Disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the Chief Executives compensation to median employee compensation.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

14

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to smaller reporting companies.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Under the supervision and with the participation of our President, who acts as our Principal Financial Officer, and our Chief Financial Officer, Wings’ management has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. The disclosure controls and procedures ensure that all information required to be disclosed by us in the reports that we file or submit under the Exchange Act is: (i) recorded, processed, summarized and reported, within the time periods specified in the SEC’s rule and forms; and (ii) accumulated and communicated to our management as appropriate to allow timely decisions regarding required disclosure. Based on that evaluation, management concluded that our controls were not effective as of June 30, 2018.

The material weaknesses relate to the limited number of persons responsible for the recording and reporting of financial information, the lack of separation of financial reporting duties, and the limited size of our management team in general. We are in the process of evaluating methods of improving our internal control over financial reporting, including the possible addition of financial reporting staff and the increased separation of financial reporting responsibility, and intend to implement such steps as are necessary and possible to correct these material weaknesses.

Notwithstanding this finding of ineffective disclosure controls and procedures, we concluded that the consolidated financial statements included in this Form 10-Q present fairly, in all material respects, our financial position, results of operations and cash flows for the periods presented in conformity with accounting principles generally accepted in the United States.

Changes to Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria set forth in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Our management has determined that there were no changes made in the implementation of our internal controls over financial reporting during the quarter ended June 30, 2018 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

15

PART II – OTHER INFORMATION

ITEM 6. EXHIBITS

Part I Exhibits

No.	Description
31.1	Principal Executive Officer Certification
31.2	Chief Financial Officer Certification
32.1	Section 1350 Certification

Part II Exhibits

No.	Description
3(i)	Articles of Incorporation (Incorporated by reference to exhibit 2.1 of Form 10-SB, File No. 000-30529, filed November 1, 2000)
3(ii)	Bylaws of Wings & Things, Inc. (Incorporated by reference to exhibit 2.3 of the Form 10-SB, File No. 000-30529, filed November 1, 2000)
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Label Linkbase Document
101.PRE	XBRL Taxonomy Presentation Linkbase Document

16

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: August 14, 2018	WINGS & THINGS, INC. By:       /s/ Greg L. Popp Greg L. Popp President Principal Executive Officer
Date: August 14, 2018	By:       /s/ TsuiMei Wang TsuiMei Wang Chief Financial Officer

17

EX-31.1

Exhibit 31.1

PRINCIPAL EXECUTIVE OFFICER CERTIFICATION

I, Greg L. Popp, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Wings & Things, Inc.;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement made, in light of the circumstances under which statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

  Date: August 14, 2018   /s/ Greg L. Popp Greg L. Popp Principal Executive Officer

EX-31.2

Exhibit 31.2

CHIEF FINANCIAL OFFICER CERTIFICATION

I, TsuiMei Wang, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Wings & Things, Inc.;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement made, in light of the circumstances under which statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

  Date: August 14, 2018   /s/ TsuiMei Wang TsuiMei Wang Chief Financial Officer

EX-32.1

Exhibit 32.1

WINGS & THINGS, INC.

CERTIFICATION OF PERIODIC REPORT

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

18 U.S.C. Section 1350

The undersigned executive officers of Wings & Things, Inc. certify pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that:

a. the quarterly report on Form 10-Q of Wings & Things, Inc. for the quarter ended June 30, 2018 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

b. the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Wings & Things, Inc.

Date: August 14, 2018	/s/ Greg L. Popp Greg L. Popp Principal Executive Officer
Date: August 14, 2018	/s/ TsuiMei Wang TsuiMei Wang Chief Financial Officer

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Aug. 10, 2018
Document And Entity Information
Entity Registrant Name	WINGS & THINGS INC.
Entity Central Index Key	0001110482
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		18,000,000
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2018

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
CURRENT ASSETS
Cash and cash equivalents	$ 44,135	$ 64,955
Accounts receivable, net	1,225,468	491,186
Inventory, net	5,589,353	7,342,039
Prepayments and other current assets	1,326,038	210,092
Total Current Assets	8,184,994	8,108,272
PROPERTY AND EQUIPMENT, NET	453,960	487,891
OTHER ASSETS
Land use rights, net	106,915	109,975
Deposits	3,779	3,836
TOTAL ASSETS	8,749,648	8,709,974
CURRENT LIABILITIES
Accounts payable and accrued expenses	356,648	250,726
Accounts payable and accrued expenses - related party	59,980	53,944
Customer prepayments	246,941	1,152,537
Taxes payable	1,786,368	1,611,416
Other payables	200	200
Advance from related parties	1,653,278	1,281,182
Notes payable - related party	150,900	150,900
Notes payable	84,500	84,500
Short term loans	2,191,847	2,224,853
Total Current Liabilities	6,530,662	6,810,258
TOTAL LIABILITIES	6,530,662	6,810,258
STOCKHOLDERS' EQUITY
Common stock, $.001 par value; 20,000,000 shares authorized; 18,000,000 shares issued and outstanding	18,000	18,000
Additional paid-in capital	2,761,908	2,761,908
PRC statutory reserve	82,484	82,484
Other accumulated comprehensive income	(26,142)	20,834
Accumulated deficit	(617,264)	(983,510)
Total Stockholders' Equity	2,218,986	1,899,716
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 8,749,648	$ 8,709,974

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	20,000,000	20,000,000
Common stock, shares issued	18,000,000	18,000,000
Common stock, shares outstanding	18,000,000	18,000,000

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Income Statement [Abstract]
REVENUES	$ 2,738,240	$ 3,783,543	$ 6,226,427	$ 5,656,859
COST OF SALES	2,204,287	3,310,061	5,491,748	4,871,571
GROSS PROFIT	533,953	473,482	734,679	785,288
OPERATING EXPENSES
General & administrative	52,176	62,271	155,569	163,238
Research & development	12,266	80,623	54,466	80,623
Selling expense	3,688	1,336	34,516	12,754
TOTAL OPERATING EXPENSES	68,130	144,230	244,551	256,615
INCOME FROM OPERATIONS	465,823	329,252	490,128	528,673
OTHER INCOME (EXPENSE)
Interest income	25	32	58	68
Other income	10,988		10,988
Interest expense	(67,175)	(58,075)	(134,928)	(116,263)
TOTAL OTHER EXPENSE	(56,162)	(58,043)	(123,882)	(116,195)
INCOME BEFORE INCOME TAXES	409,661	271,209	366,246	412,478
PROVISION FOR INCOME TAXES				(100)
NET INCOME	409,661	271,209	366,246	412,378
OTHER COMPREHENSIVE INCOME (LOSS)	(129,564)	36,635	(46,976)	52,140
COMPREHENSIVE INCOME/(LOSS)	$ 280,097	$ 307,844	$ 319,270	$ 464,518
Basic and diluted net loss per share	$ 0.02	$ 0.02	$ 0.02	$ 0.03
Weighted average shares outstanding	18,000,000	15,000,000	18,000,000	15,000,000

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income	$ 366,246	$ 412,378
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization expense	30,750	28,310
Changes in operating assets and liabilities, net of acquisition:
(Increase) decrease in accounts receivables	(770,096)	166,863
(Increase) decrease in prepayments and other receivables	(1,162,111)	(114,550)
(Increase) decrease in inventories	1,706,997	(929,831)
Increase (decrease) in taxes payable	206,507	119,804
Increase (decrease) in prepayments from customers	(922,676)	99,364
Increase (decrease) in accounts payable and accrued expenses	119,221	59,825
Net Cash Used in Operating Activities	(425,162)	(157,837)
CASH FLOWS FROM INVESTING ACTIVITiES
Purchases of property and equipment	(1,546)
Net Cash Used in Investing Activities	(1,546)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment to related party	(142,547)	(567,913)
Cash received from advances		378,633
Proceeds from related parties	548,633	226,405
Net Cash Provided by Financing Activities	406,086	37,125
Effect of exchange rate changes on cash	(198)	3,777
NET DECREASE IN CASH AND CASH EQUIVALENTS	(20,820)	(116,935)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	64,955	225,539
CASH AND CASH EQUIVALENTS, END OF PERIOD	44,135	108,604
SUPPLEMENTAL DISCLOSURES:
Cash paid for interest		58,188
Cash paid for income taxes		$ 100

XML

Condensed Consolidated Financial Statements

6 Months Ended

Jun. 30, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Condensed Consolidated Financial Statements

NOTE 1 – Condensed Consolidated Financial Statements

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows as of and for the period ended June 30, 2018 and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed consolidated or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2017 audited financial statements as reported in its Form 10-K. The results of operations for the period ended June 30, 2018 are not necessarily indicative of the operating results for the full year ended December 31, 2018.

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Reorganization and Reverse Acquisition Accounting Treatment

6 Months Ended

Jun. 30, 2018

Business Combinations [Abstract]

Reorganization and Reverse Acquisition Accounting Treatment

NOTE 2 – Reorganization and Reverse Acquisition Accounting Treatment

Wings & Things acquired Northern Mountain Silk, Inc., a Utah corporation (“Northern Mountain”) on September 21, 2017 pursuant to a private transaction between VIP Worldnet, Inc. (“VIP Worldnet”), the majority shareholder of Wings & Things, and Northern Mountain. VIP Worldnet transferred 14,100,000 of Wings & Things common stock to Northern Mountain’s shareholders, leaving VIP Worldnet with 900,000 shares of Wings & Things common stock. Based upon this private transaction, Northern Mountain shareholders delivered 15,000,000 of Northern Mountain’s issued and outstanding shares to Wings & Things, resulting in Northern Mountain becoming a wholly-owned subsidiary of Wings & Things and its shareholders, as a group, owning 78.3% of Wings & Things outstanding common stock.

Northern Mountain is a holding company and does not have significant business operations, other than holding of equity interests in its subsidiaries and a variable interest entity (VIE). It has an operating variable interest entity Liaoning Yixing Silk Company Limited (“Yixing Silk”), which operates in the natural raw silk industry in the Peoples Republic of China. On a consolidated basis, Northern Mountain’s operating activities are significant compared to those of Wings & Things, therefore, pursuant to SEC reporting regulations, the acquisition is treated as a reverse acquisition with Northern Mountain becoming the accounting acquirer. Although the legal acquirer in the acquisition is Wings & Things, in a reverse acquisition the accounting acquirer’s financial historical information is presented in the financial statements as though they are the parent company’s history, but in actuality all historical financial information is that of accounting acquirer. In these financial statements, all historical financial information is that of Northern Mountain which consists primarily of the operating activities of its only operating entity, Yixing Silk.

In addition to the historical presentation changes in a reverse acquisition, there is also a reorganization of the parent company’s equity section, as such, the historical retained earnings of Wings & Things prior to the acquisition on September 21, 2017 has been reclassified to paid in capital and the retained earnings have been replaced by those of Northern Mountain.

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Inventories

6 Months Ended

Jun. 30, 2018

Inventory Disclosure [Abstract]

Inventories

NOTE 3 - Inventories

Inventories consist of the following at June 30, 2018 and December 31, 2017:

	June 30, 2018		December 31, 2017
Raw materials	$	1,701,848	$	3,507,718
Finished goods		3,887,505		3,834,321
Cost to market adjustment		—		—
Total Inventories (net)	$	5,589,353	$	7,342,039

XML

Advances from Related Parties

6 Months Ended

Jun. 30, 2018

Related Party Transactions [Abstract]

Advances from Related Parties

NOTE 4 – Advances from Related Parties

The Company repaid a total related party advance of $78,488 during 2018 to one of the shareholders. The repayment of the advance was due on demand. The interest rate and term is under negotiation and will be determined at the end of 2018. The Company received the total advance of $548,633 from the officer and the repayments of $64,059 were made by the Company during the 2018. These advances are also due on demand.

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Notes Payable

6 Months Ended

Jun. 30, 2018

Debt Disclosure [Abstract]

Notes Payable

NOTE 5 – Notes Payable

The accompanying financial statements include Wings & Things’ notes payable and related party notes payable assumed in the reverse acquisition. Notes payable unrelated parties as of June 30, 2018 were $84,500, due on demand, and bear interest at 8%. Accrued interest at June 30, 2018 was $38,725. Notes payable-related party at June 30, 2018 were $150,900. Accrued interest at June 30, 2018 was $59,980. The notes bear interest at 8% and are due on demand.

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Short Term Loans

6 Months Ended

Jun. 30, 2018

Debt Disclosure [Abstract]

Short Term Loans

NOTE 6 – Short Term Loans

	June 30, 2018		December 31, 2017
A 2-year term Bank Note from a Chinese Bank in the amount of 4.5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.	$	680,229	$	690,472
A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.		755,809		767,191
A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.		755,809		767,191
Total	$	2,191,847	$	2,224,853

For the six months ended June 30, 2018 and 2017, interest expenses amounted to $125,512 and $116,263, respectively. At June 30, 2018 and December 31, 2017, accrued interest on the outstanding short-term loans was $302,156 and $184,024, respectively.

Apart from the collateral of Company’s fixed assets, there were no other loan covenants required by the loans disclosed above.

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Going Concern

6 Months Ended

Jun. 30, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going Concern

NOTE 7 – Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of its liabilities in the normal course of business. The Company has an accumulated deficit of $617,264 and $983,510 as of June 30, 2018 and December 31, 2017, respectively. The Company’s ability to meet its cash requirements for the next twelve months largely depends on the related-party loans from a major shareholder and the continued renewal of short-term bank loans. These factors raise substantial doubt about the Company's ability to continue as a going concern.

The Company is in the process of obtaining informal assurance from our current lender that our short-term loans will continue to be renewed and further opening dialog with the lender to convert the short-term loans to long term loans. The Company also may rely on sales of its common stock to raise additional funds. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

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Pro Forma

6 Months Ended

Jun. 30, 2018

Business Combinations [Abstract]

Pro Forma

NOTE 8 – Pro Forma

The following Pro-forma Statements of Operations for the three and six months ended June 30, 2017, include the activity of Northern Mountain Silk, Inc. and Wings & Things, Inc. as if the two entities were consolidated at the beginning of the calendar year 2017.

Unaudited Pro Forma Condensed Combined Statements of Operations
Three Months Ended June 30, 2017
		Wing &			Northern Mountain Silk, Inc.			Pro Forma
		Things, Inc.			(Acquiree)			Combined
Revenue	$	—		$	3,783,543		$	3,783,543
Costs of revenue		—			3,310,061			3,310,061
Operating expenses		2,615			144,230			146,845
Operating income (loss)		(2,615	)		329,252			326,637
Other (expenses)		(4,388	)		(58,043	)		(62,431	)
Income (Loss) before income taxes		(7,003	)		271,209			264,206
Income tax provision		—			—			—
Net income	$	(7,003	)	$	271,209		$	264,206
Other comprehensive (loss)		—			36,635			36,635
Comprehensive Income(loss)	$	(7,003	)	$	307,844			300,841
Basic and diluted earnings per share	$	(0.00	)				$	0.01
Weighted-average shares		18,000,000						18,000,000

Unaudited Pro Forma Condensed Combined Statements of Operations
Six Months Ended June 30, 2017
		Wing &			Northern Mountain Silk, Inc.			Pro Forma
		Things, Inc.			(Acquiree)			Combined
Revenue	$	—		$	5,656,859		$	5,656,859
Costs of revenue		—			4,871,571			4,871,571
Operating expenses		8,130			256,615			264,745
Operating income (loss)		(8,130	)		528,673			520,543
Other (expenses)		(8,736	)		(116,195	)		(124,931	)
Income (Loss) before income taxes		(16,866	)		412,478			395,612
Income tax provision		—			(100	)		(100	)
Net income	$	(16,866	)	$	412,378		$	395,512
Other comprehensive (loss)					52,140			52,140
Comprehensive Income(loss)	$	(16,866	)	$	464,518			447,652
Basic and diluted earnings per share	$	(0.00	)				$	0.02
Weighted-average shares		18,000,000						18,000,000

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Subsequent Events

6 Months Ended

Jun. 30, 2018

Subsequent Events [Abstract]

Subsequent Events

NOTE 9 – Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that would have a material impact on the financial statements.

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Inventories (Tables)

6 Months Ended

Jun. 30, 2018

Inventory Disclosure [Abstract]

Inventories

	June 30, 2018		December 31, 2017
Raw materials	$	1,701,848	$	3,507,718
Finished goods		3,887,505		3,834,321
Cost to market adjustment		—		—
Total Inventories (net)	$	5,589,353	$	7,342,039

XML

Short Term Loans (Tables)

6 Months Ended

Jun. 30, 2018

Debt Disclosure [Abstract]

Short term loans

	June 30, 2018		December 31, 2017
A 2-year term Bank Note from a Chinese Bank in the amount of 4.5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.	$	680,229	$	690,472
A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.		755,809		767,191
A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently is in default.		755,809		767,191
Total	$	2,191,847	$	2,224,853

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Pro Forma (Tables)

6 Months Ended

Jun. 30, 2018

Business Combinations [Abstract]

Pro-forma Statements of Operations

Unaudited Pro Forma Condensed Combined Statements of Operations
Three Months Ended June 30, 2017
		Wing &			Northern Mountain Silk, Inc.			Pro Forma
		Things, Inc.			(Acquiree)			Combined
Revenue	$	—		$	3,783,543		$	3,783,543
Costs of revenue		—			3,310,061			3,310,061
Operating expenses		2,615			144,230			146,845
Operating income (loss)		(2,615	)		329,252			326,637
Other (expenses)		(4,388	)		(58,043	)		(62,431	)
Income (Loss) before income taxes		(7,003	)		271,209			264,206
Income tax provision		—			—			—
Net income	$	(7,003	)	$	271,209		$	264,206
Other comprehensive (loss)		—			36,635			36,635
Comprehensive Income(loss)	$	(7,003	)	$	307,844			300,841
Basic and diluted earnings per share	$	(0.00	)				$	0.01
Weighted-average shares		18,000,000						18,000,000

Unaudited Pro Forma Condensed Combined Statements of Operations
Six Months Ended June 30, 2017
		Wing &			Northern Mountain Silk, Inc.			Pro Forma
		Things, Inc.			(Acquiree)			Combined
Revenue	$	—		$	5,656,859		$	5,656,859
Costs of revenue		—			4,871,571			4,871,571
Operating expenses		8,130			256,615			264,745
Operating income (loss)		(8,130	)		528,673			520,543
Other (expenses)		(8,736	)		(116,195	)		(124,931	)
Income (Loss) before income taxes		(16,866	)		412,478			395,612
Income tax provision		—			(100	)		(100	)
Net income	$	(16,866	)	$	412,378		$	395,512
Other comprehensive (loss)					52,140			52,140
Comprehensive Income(loss)	$	(16,866	)	$	464,518			447,652
Basic and diluted earnings per share	$	(0.00	)				$	0.02
Weighted-average shares		18,000,000						18,000,000

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Reorganization and Reverse Acquisition Accounting Treatment (Details Narrative) - shares	1 Months Ended
	Sep. 30, 2017	Sep. 21, 2017
Business Combinations [Abstract]
Company stock transfered to Northern Mountain	14,100,000
Company stock remaining after transfer to VIP Worldnet	900,000
Northern Mountain stock delivered to VIP Worldnet in exchange	15,000,000
Percentage of Company outstanding common stock owned by Northern Mountain and its shareholders		78.30%

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Inventories - Inventories (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Inventory Disclosure [Abstract]
Raw materials	$ 1,701,848	$ 3,507,718
Finished goods	3,887,505	3,834,321
Cost to market adjustment
Total Inventories (net)	$ 5,589,353	$ 7,342,039

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Advances from Related Parties (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Repayments of related party advances	$ 142,547	$ 567,913
Advance received from officer	548,633	$ 226,405
Related Party (1)
Repayments of related party advances	78,488
Related Party (2)
Repayments of related party advances	$ 64,059

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Notes Payable (Details Narrative)	6 Months Ended
	Jun. 30, 2018 USD ($)
Unrelated parties
Notes payable	$ 84,500
Interest rate	8.00%
Accrued interest	$ 38,725
Related parties
Notes payable	$ 150,900
Interest rate	8.00%
Accrued interest	$ 59,980

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Short Term Loans - Short term loans (Details)	6 Months Ended
	Jun. 30, 2018 USD ($)
Bank Note from Chinese Bank in amount of 4.5 million RMB, secured by fixed assets
Bank Note, beginning balance	$ 690,472
Term	2 years
Interest rate	11.16%
Due date	Mar. 30, 2017
Bank Note, ending balance	$ 680,229
Bank Note from Chinese Bank in amount of 5 million RMB, secured by fixed assets
Bank Note, beginning balance	$ 767,191
Term	2 years
Interest rate	11.16%
Due date	Mar. 30, 2017
Bank Note, ending balance	$ 755,809
Bank Note from Chinese Bank in amount of 5 million RMB, secured by fixed assets
Bank Note, beginning balance	$ 767,191
Term	2 years
Interest rate	11.16%
Due date	Mar. 30, 2017
Bank Note, ending balance	$ 755,809
Total
Bank Note, beginning balance	2,224,853
Bank Note, ending balance	$ 2,191,847

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Short Term Loans (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Debt Disclosure [Abstract]
Interest expenses	$ 125,512	$ 116,263
Accrued interest outstanding on short-term loans	$ 302,156		$ 184,024

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Going Concern (Details Narrative) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ (617,264)	$ (983,510)

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Pro Forma - Pro-forma Statements of Operations (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2017
Wings & Things, Inc.
Revenue
Costs of revenue
Operating expenses	2,615	8,130
Operating income (loss)	(2,615)	(8,130)
Other (expenses)	(4,388)	(8,736)
Income (Loss) before income taxes	(7,003)	(16,866)
Income tax provision
Net income	(7,003)	(16,866)
Other comprehensive (loss)
Comprehensive Income (loss)	$ (7,003)	$ (16,866)
Basic and diluted earnings per share	$ (0.00)	$ (0.00)
Weighted-average shares	18,000,000	18,000,000
Northern Mountain Silk, Inc. (Acquiree)
Revenue	$ 3,783,543	$ 5,656,859
Costs of revenue	3,310,061	4,871,571
Operating expenses	144,230	256,615
Operating income (loss)	329,252	528,673
Other (expenses)	(58,043)	(116,195)
Income (Loss) before income taxes	271,209	412,478
Income tax provision		(100)
Net income	271,209	412,378
Other comprehensive (loss)	36,635	52,140
Comprehensive Income (loss)	307,844	464,518
Pro Forma Combined
Revenue	3,783,543	5,656,859
Costs of revenue	3,310,061	4,871,571
Operating expenses	146,845	264,745
Operating income (loss)	326,637	520,543
Other (expenses)	(62,431)	(124,931)
Income (Loss) before income taxes	264,206	395,612
Income tax provision		(100)
Net income	264,206	395,512
Other comprehensive (loss)	36,635	52,140
Comprehensive Income (loss)	$ 300,841	$ 447,652
Basic and diluted earnings per share	$ 0.01	$ 0.02
Weighted-average shares	18,000,000	18,000,000