UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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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. ☐
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On April 18, 2022, the Registrant reported its results of operations for the year ended December 31, 2021. A copy of the press release issued by the Registrant in this connection is furnished herewith as Exhibit 99.1.
The information in this Item in this Current Report on Form 8-K and Exhibit 99.1 attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) | Exhibits |
Exhibit 99.1 | Press Release dated April 18, 2022 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
SIGNATURE
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 hereunto duly authorized.
Dated: April 18, 2022 | BIMI International Medical Inc. | |
By: | /s/ Tiewei Song | |
Name: | Tiewei Song | |
Title: | Chief Executive Officer |
2
Exhibit 99.1
BIMI International Medical Inc. Announces Fiscal Year 2021 Financial Results
NEW YORK, April 18, 2022 (GLOBE NEWSWIRE) -- BIMI International Medical Inc. (NASDAQ: BIMI) (“BIMI” or the “Company”), a healthcare products and services provider, today announced its financial results for the fiscal year ended December 31, 2021.
Revenues for the years ended December 31, 2021 and 2020 were $27,079,795 and $12,844,902, respectively. The increase of $14,234,893 is mainly due to the full year of revenues of the Guanzan Group, which was acquired in March 2020 and acquisitions of the Guoyitang, Qiangsheng, Eurasia and Minkang hospitals in 2021.
For the year ended December 31, 2021, the revenues of the retail pharmacies, wholesale medical devices, wholesale pharmaceuticals and medical services were $316,647, $3,445,107, $16,905,498 and $6,398,379, respectively. For the year ended December 31, 2020, the revenues of the retail pharmacies, wholesale medical devices and wholesale pharmaceuticals were $84,087, $3,059,462 and $ 9,701,353, respectively.
For the year ended December 31, 2021 the Company had a gross profit margin of 17% compared with gross profit margin of 19% for the year ended December 31, 2020. The decrease in the gross profit margin in 2021 was mainly due to the decrease in the wholesale pharmaceuticals segment from 19.1% in 2020 to 2.7% in 2021 caused by a change in the product mix to products with a lower gross profit margin.
The gross profit margin of the retail pharmacies, wholesale medical devices, wholesale pharmaceuticals and medical services segments for the year ended December 31, 2021 were 36.8%, 12.0%, 2.7% and 57.3%, respectively. The gross profit margin of the retail pharmacies, wholesale medical devices, wholesale pharmaceuticals segments for the year ended December 31, 2020 were 16.6%, 18.9% and 19.1%, respectively.
Operating expenses were $12,703,345 for the year ended December 31, 2021 compared to $6,255,098 for the year ended December 31, 2020, an increase of $6,207,182, or 99%. Operating expenses for the year ended December 31, 2021 consisted mainly of salary and employee benefits in the amount of $2,273,313, amortization of the convertible notes in the amount of $1,977,401, selling expenses in the amount of $3,180,252, depreciation and amortization expense of $244,116, audit fees of $543,299, and other professional service fees in the amount of $906,852.
For the year ended December 31, 2021, the Company reported other expense of $26,795,423 relating to the impairment of goodwill compared to other income of $460,552 for the year ended December 31, 2020. For the year ended December 31, 2021, the Guanzan Group incurred an impairment charge of $ 1,923,071. Such impairment charge was recorded after the completion of an earn-out period. Guoyitang incurred an impairment charge of $7,154,393, primarily because the 2021 performance targets set forth in Guoyitang’s acquisition agreement were not met as a result of the pandemic and lockdowns. Zhongshan hospital incurred an impairment charge of $9,134,277, primarily because its 2021 performance targets were not met as a result of the pandemic and lockdowns. The Qiangsheng, Eurasia and Minkang hospitals incurred an impairment charge of $7,916,431, primarily because their 2021 performance targets were not met as a result of the pandemic and lockdowns.
The Company reported a net loss of $34,921,745 for the year ended December 31, 2021, compared to a net loss of $1,877,925 for the year ended December 31, 2020, an increase of $33,043,820.
As of December 31, 2021, the Company had cash of $4,797,849 and negative working capital of $932,493 as compared to cash of $135,309 and working capital of $9,619,274 on December 31, 2020.
“Our newly-acquired businesses were severely impacted by COVID-19 and local lockdowns which caused the significant impairment charges in 2021. We believe the decision for the impairment charges was a responsible action that will benefit our shareholders in the long term. As part of our efforts to improve operations and increase shareholder value, we plan to enhance our smart hospital brand by providing more technical and management support, such as a cloud-based telehealth platform and a medical talent pool program to our existing hospitals, and use our established brand to attract more hospitals that may bring new opportunities and profits to our Company,” said Mr. Tiewei Song, Chief Executive Officer and President of BIMI International Medical Inc.
About BIMI International Medical Inc.
BIMI International Medical Inc. was founded in 2006. The Company is now exclusively a healthcare products and services provider, offering a broad range of healthcare products and related services and operates five private hospitals in China. For more information, please visit www.usbimi.com.
Safe Harbor Statement
Certain matters discussed in this news release are forward-looking statements that involve a number of risks and uncertainties including, but not limited to, the Company’s ability to achieve profitable operations, its ability to continue to operate as a going concern, its ability to continue to meet NASDAQ continued listing requirements, the effects of the spread of COVID-19, the demand for the Company’s products and services in the People’s Republic of China, general economic conditions and other risk factors detailed in the Company’s annual report and other filings with the United States Securities and Exchange Commission.
IR
Contact:
Dragon Gate Investment Partners LLC
Tel: +1(646)-801-2803
Email: BIMI@dgipl.com
BIMI
INTERNATIONAL MEDICAL, INC. AND ITS SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
December 31 | December 31 | |||||||
2021 | 2020 | |||||||
ASSETS | ||||||||
CURRENT ASSETS | ||||||||
Cash | $ | 4,797,849 | $ | 135,309 | ||||
Accounts receivable, net | 7,005,442 | 6,686,552 | ||||||
Advances to suppliers | 3,163,836 | 2,693,325 | ||||||
Amount due from related parties | 622,554 | - | ||||||
Inventories, net | 2,639,883 | 735,351 | ||||||
Prepayments and other receivables | 2,930,083 | 14,880,526 | ||||||
Operating lease-right of use assets | - | 53,425 | ||||||
Total current assets | 21,159,647 | 25,184,488 | ||||||
NON-CURRENT ASSETS | ||||||||
Deferred tax assets | 207,549 | 193,211 | ||||||
Property, plant and equipment, net | 3,521,401 | 910,208 | ||||||
Intangible assets, net | 18,039 | - | ||||||
Operating lease-right of use assets | 4,845,509 | - | ||||||
Goodwill | 8,376,217 | 6,914,232 | ||||||
Total non-current assets | 16,968,715 | 8,017,651 | ||||||
TOTAL ASSETS | $ | 38,128,362 | $ | 33,202,139 | ||||
LIABILITIES AND EQUITY | ||||||||
CURRENT LIABILITIES | ||||||||
Short-term loans | $ | 1,799,394 | $ | 904,228 | ||||
Long-term loans due within one year | 369,187 | 34,201 | ||||||
Convertible promissory notes, net | 5,211,160 | 3,328,447 | ||||||
Accounts payable, trade | 7,339,210 | 5,852,050 | ||||||
Advances from customers | 1,943,028 | 194,086 | ||||||
Amount due to related parties | 730,285 | 226,514 | ||||||
Taxes payable | 662,777 | 773,649 | ||||||
Other payables and accrued liabilities | 3,082,917 | 4,228,976 | ||||||
Lease liability-current | 954,182 | 23,063 | ||||||
Total current liabilities | 22,092,140 | 15,565,214 | ||||||
NON-CURRENT LIABILITIES | ||||||||
Lease liability-non current | 4,161,789 | 22,457 | ||||||
Long-term loans - non-current | 538,006 | 720,997 | ||||||
Total non-current liabilities | 4,699,795 | 743,454 | ||||||
TOTAL LIABILITIES | 26,791,935 | 16,308,668 | ||||||
EQUITY | ||||||||
Common stock, $0.001 par value; 200,000,000 shares authorized; 8,502,222 and 2,650,917 shares issued and outstanding as of December 31, 2021 and 2020, respectively * | 8,502 | 2,651 | ||||||
Additional paid-in capital | 55,220,130 | 26,355,523 | ||||||
Statutory reserves | 2,263,857 | 2,263,857 | ||||||
Accumulated deficit | (47,900,929 | ) | (12,914,973 | ) | ||||
Accumulated other comprehensive income | 1,601,870 | 1,003,392 | ||||||
Total BIMI International Medical Inc.’s equity | 11,193,430 | 16,710,450 | ||||||
NON-CONTROLLING INTERESTS | 142,997 | 183,021 | ||||||
Total equity | 11,336,427 | 16,893,471 | ||||||
Total liabilities and equity | $ | 38,128,362 | $ | 33,202,139 |
* | Retrospectively restated due to five for one reverse stock split, see Note 24 |
The accompanying notes are an integral part of the consolidated financial statements
2 |
BIMI
INTERNATIONAL MEDICAL, INC. AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE GAIN/LOSS
For
the Years Ended December 31 |
||||||||
2021 | 2020 | |||||||
REVENUES | 27,079,795 | 12,844,902 | ||||||
COST OF REVENUES | 22,483,404 | 10,402,085 | ||||||
GROSS PROFIT | 4,596,391 | 2,442,817 | ||||||
OPERATING EXPENSES: | ||||||||
Sales and marketing | 3,180,252 | 783,134 | ||||||
General and administrative | 9,523,093 | 5,471,964 | ||||||
Total operating expenses | 12,703,345 | 6,255,098 | ||||||
LOSS FROM OPERATIONS | (8,106,954 | ) | (3,812,281 | ) | ||||
OTHER INCOME (EXPENSE) | ||||||||
Interest income | 3,101 | 304 | ||||||
Interest expense | (351,066 | ) | (84,913 | ) | ||||
Exchange gains | 24,967 | 547,114 | ||||||
Impairment loss of goodwill | (26,128,171 | ) | - | |||||
Other expense | (344,254 | ) | (1,953 | ) | ||||
Total other income (expense), net | (26,795,423 | ) | 460,552 | |||||
LOSS BEFORE INCOME TAXES | (34,902,377 | ) | (3,351,729 | ) | ||||
PROVISION FOR INCOME TAXES | 19,368 | 434,306 | ||||||
NET LOSS FROM CONTINUING OPERATIONS | (34,921,745 | ) | (3,786,035 | ) | ||||
DISCONTINUED OPERATIONS | ||||||||
Income/(loss) from operations of discontinued operations | - | 1,908,110 | ||||||
NET LOSS | (34,921,745 | ) | (1,877,925 | ) | ||||
Less: net income attributable to non-controlling interest | 64,211 | 119,158 | ||||||
NET LOSS ATTRIBUTABLE TO BIMI INTERATIONAL MEDICAL INC. | $ | (34,985,956 | ) | $ | (1,997,083 | ) | ||
OTHER COMPREHENSIVE LOSS | ||||||||
Foreign currency translation adjustment | 598,478 | (941,957 | ) | |||||
TOTAL COMPREHENSIVE LOSS | (34,323,267 | ) | (2,819,882 | ) | ||||
Less: comprehensive loss attributable to non-controlling interests | (26,056 | ) | (17,113 | ) | ||||
COMPREHENSIVE LOSS ATTRIBUTABLE TO BIMI INTERNATIONAL MEDICAL INC. | $ | (34,297,211 | ) | $ | (2,802,769 | ) | ||
WEIGHTED AVERAGE NUMBER OF COMMON SHARES | ||||||||
Basic and diluted | 5,362,927 | 2,134,562 | ||||||
LOSS PER SHARE | ||||||||
Continuing operation-Basic and diluted | $ | (6.51 | ) | $ | (1.77 | ) | ||
Discontinued operation-Basic and diluted | $ | - | $ | 0.89 | ||||
Basic and diluted | $ | (6.51 | ) | $ | (0.88 | ) |
3 |
BIMI
INTERNATIONAL MEDICAL, INC. AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For
the Years Ended December 31, |
||||||||
2021 | 2020 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
Net loss | $ | (34,921,745 | ) | $ | (3,786,035 | ) | ||
Adjustments to reconcile net loss to cash used in operating activities: | ||||||||
Depreciation and amortization | 244,116 | 56,041 | ||||||
Impairment loss of Goodwill | 26,128,171 | - | ||||||
Inventories impairment reserve | 93,884 | 9,294 | ||||||
Allowance for doubtful accounts | (53,698 | ) | 146,977 | |||||
Amortization of discount of convertible promissory notes | 554,292 | 2,091,927 | ||||||
Change in operating assets and liabilities | ||||||||
Accounts receivable | 685,426 | (4,997,548 | ) | |||||
Advances to suppliers | (457,841 | ) | (1,470,339 | ) | ||||
Inventories | (1,434,531 | ) | 205,580 | |||||
Prepayments and other receivables | 9,812,297 | (1,021,703 | ) | |||||
Operating lease-right of use assets | (976,372 | ) | (53,425 | ) | ||||
Accounts payable, trade | (453,738 | ) | 4,548,651 | |||||
Advances from customers | 1,702,762 | (1,156,040 | ) | |||||
Operating lease liabilities | 915,004 | 45,520 | ||||||
Taxes payable | (495,987 | ) | 429,006 | |||||
Other payables and accrued liabilities | (2,617,765 | ) | 590,979 | |||||
Net cash used in operating activities from continuing operations | (1,275,725 | ) | (4,361,115 | ) | ||||
Net cash provided by operating activities from discontinued operations | - | 843,382 | ||||||
Net cash used in operating activities | (1,275,725 | ) | (3,517,733 | ) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
Cash received from acquisition of Guanzan Group | - | 95,220 | ||||||
Cash received from acquisition of subsidiaries | 189,896 | - | ||||||
Payment for the acquisition of Qiangsheng, Eurasia and Mingkang Hospitals | (3,136,910 | ) | - | |||||
Payment for the acquisition of Guoyitang and Zhongshan | - | (9,195,543 | ) | |||||
Deposit for the acquisition of Cogmer | 3,065,181 | (3,065,181 | ) | |||||
Purchase of property, plant, and equipment | (814,684 | ) | (258,961 | ) | ||||
Net cash used in investing activities from continuing operations | (696,517 | ) | (12,424,465 | ) | ||||
Net cash provided by investing activities from discontinued operations | - | 11,700,000 | ||||||
Net cash (used in) investing activities | (696,517 | ) | (724,465 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
Proceeds from short-term loan | - | 65,302 | ||||||
Proceeds from long-term loan | 151,995 | 534,201 | ||||||
Net proceeds from issuance of convertible promissory notes | 6,500,000 | 3,457,325 | ||||||
Repayment of short-term loans | (33,273 | ) | (216,462 | ) | ||||
Amount financed from (to) related parties | (478,183 | ) | 148,700 | |||||
Net cash provided by financing activities from continuing operations | 6,140,539 | 3,989,066 | ||||||
Net cash provided by financing activities from discontinued operations | - | - | ||||||
Net cash provided by investing activities | 6,140,539 | 3,989,066 | ||||||
EFFECT OF EXCHANGE RATE ON CASH | 494,243 | 386,840 | ||||||
INCREASE IN CASH | 4,662,540 | 133,708 | ||||||
CASH AND CASH EQUIVALENTS, beginning of period | 135,309 | 1,601 | ||||||
CASH AND CASH EQUIVALENTS, end of period | $ | 4,797,849 | $ | 135,309 | ||||
SUPPLEMENTAL CASH FLOW INFORMATION: | ||||||||
Cash paid for income tax | $ | 444,633 | $ | 45,178 | ||||
Cash paid for interest expense, net of capitalized interest | $ | 163,883 | $ | 101,417 | ||||
NON-CASH TRANSACTIONS OF INVESTING AND FINANCING ACTIVITIES | ||||||||
Issuance of shares of Common stock for the equity acquisition of Chongqing Guanzan Technology Co., Ltd. | $ | 3,818,000 | $ | 4,537,000 | ||||
Issuance of shares of Common stock for equity acquisition of Zhongshan Chaohu Hospital | $ | 3,480,000 | $ | - | ||||
Issuance of shares of Common stock for equity acquisition of Guoyitang Hospital | $ | 3,820,000 | $ | - | ||||
Issuance of shares of Common stock for equity acquisition of Minkang, Qiangsheng and Eurasia hospitals | $ | 5,930,619 | $ | - | ||||
Issuance of shares of Common stock for equity acquisition of Zhuoda | $ | 1,498,200 | - | |||||
Issuance of shares of Common stock for payment of improvements to offices | $ | 696,896 | - | |||||
Goodwill recognized from equity acquisition of Zhongshan Chaohu Hospital | $ | 10,443,494 | $ | - | ||||
Goodwill recognized from equity acquisition of Guoyitang Hospital | $ | 7,154,393 | $ | - | ||||
Goodwill recognized from equity acquisition of Minkang, Qiangsheng and Eurasia hospitals | $ | 9,067,529 | $ | - | ||||
Goodwill recognized from equity acquisition of Zhuoda | $ | 924,740 | ||||||
Goodwill recognized from equity acquisition of Guanzan Group | $ | 6,914,212 | $ | 6,914,212 | ||||
Outstanding payment for equity acquisition of Zhuoda | $ | 4,800,000 | $ | - | ||||
Outstanding payment for equity acquisition of Guanzan Group | $ | - | $ | 3,065,181 | ||||
Common stock to be issued upon conversion of convertible promissory notes | $ | 5,400,000 | $ | - |
4 |
Cover |
Apr. 18, 2022 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Apr. 18, 2022 |
Entity File Number | 001-34890 |
Entity Registrant Name | BIMI International Medical Inc. |
Entity Central Index Key | 0001213660 |
Entity Tax Identification Number | 02-0563302 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 9th Floor, Building 2 |
Entity Address, Address Line Two | Chongqing Corporation Avenue |
Entity Address, Address Line Three | Yuzhong District |
Entity Address, City or Town | Chongqing |
Entity Address, Country | CN |
Entity Address, Postal Zip Code | 116000 |
City Area Code | 8604 |
Local Phone Number | 1182209211 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common stock, $0.001 par value |
Trading Symbol | BIMI |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
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