ACQUISITION OF LONGHE SHIP MANAGEMENT COMPANY

9 Months Ended

Mar. 31, 2015

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

3. ACQUISITION OF LONGHE SHIP MANAGEMENT COMPANY

On August 8, 2014, the Company entered into an agreement to acquire all of the equity of Longhe Ship Management (Hong Kong) Co., Limited (“LSM”) from Mr. Deming Wang to further broaden its service platform. Mr. Deming Wang is a shareholder of the Company who held approximately 3.6% of the shares of common stock of the Company at the time of the acquisition agreement. Under the terms of the acquisition agreement, the purchase price for LSM will be between 20,000 and 200,000 shares of common stock of the Company, depending on the net income of LSM from July 4, 2014 through December 31, 2014. The first payment due under the agreement was an escrow payment of 50,000 shares of common stock of the Company. On August 22, 2014, the Company issued such 50,000 shares to be held in escrow to Mr. Deming Wang, in connection with the acquisition of LSM.

On September 8, 2014, the closing date, LSM’s total assets were $199,482, or 2.6% of the Company’s consolidated total assets; and its total liabilities were $26,655, or 2.6% of the Company’s consolidated total liabilities. The assets acquired consisted of cash of $23,289, accounts receivable of $47,409 and other receivables of $128,784, the liabilities consisted of accounts payable of $24,054, other payables of $2,022 and accrued expenses of $579.

The following unaudited pro forma condensed financial information presents the combined results of operations of the Company and LSM as if the acquisition had occurred as of the beginning of each period presented. The pro forma information assumes the acquisition of LSM occurred on July 1, 2013.

	As of and for the nine months ended March 31, 2015								As of and for the nine months ended March 31, 2014
	SINO Group		LSM		Elimination		Combined		SINO Group		LSM		Elimination		Combined
Revenue	$	8,035,192	$	285,024	$	-	$	8,320,216	$	7,882,374	$	-	$	-	$	7,882,374
Cost of revenues	$	4,401,029	$	144,612	$	-	$	4,545,641	$	5,077,085	$	-	$	-	$	5,077,085
Gross profit	$	3,634,163	$	140,412	$	-	$	3,774,575	$	2,805,289	$	-	$	-	$	2,805,289
Net income	$	480,450	$	136,807	$	-	$	617,257	$	198,137	$	-	$	-	$	198,137
Total assets	$	8,006,930	$	267,880	$	(173,079)	$	8,101,731	$	4,518,347	$	-	$	-	$	4,518,347
Total liabilities	$	1,192,289	$	2,089	$	-	$	1,194,378	$	1,169,160	$	-	$	-	$	1,169,160

	As of and for the three months ended March 31, 2015								As of and for the three months ended March 31, 2014
	SINO Group		LSM		Elimination		Combined		SINO Group		LSM		Elimination		Combined
Revenue	$	2,526,762	$	-	$	-	$	2,526,762	$	2,092,525	$	-	$	-	$	2,092,525
Cost of revenues	$	1,220,577	$	-	$	-	$	1,220,577	$	948,514	$	-	$	-	$	948,514
Gross profit	$	1,306,185	$	-	$	-	$	1,306,185	$	1,144,011	$	-	$	-	$	1,144,011
Net income	$	331,976	$	(63)	$	-	$	331,913	$	86,399	$	-	$	-	$	86,399
Total assets	$	8,006,930	$	267,880	$	(173,079)	$	8,101,731	$	4,518,347	$	-	$	-	$	4,518,347
Total liabilities	$	1,192,289	$	2,089	$	-	$	1,194,378	$	1,169,160	$	-	$	-	$	1,169,160

The unaudited pro forma condensed financial information is not intended to represent or be indicative of the consolidated results of operations of the Company that would have been reported had the acquisition been completed as of the beginning of the period presented, and should not be taken as being representative of the future consolidated results of operations of the Company.

Due to concerns of the financial viability of the vessel owners and their ability to pay ship management fees to the Company, Sino-Global has stopped providing ship management services to these owners since early January 2015. While the Company does not currently serve any other customers in this business segment, it is in discussions with a number of potential customers to provide such services.

In April 2015, the Company and Mr. Wang executed a satisfaction agreement whereby Sino-Global shall release from escrow 20,000 shares of its restricted common stock as full payment for the Company’s acquisition of LSM to Mr. Wang. As of the filing of this report, these 20,000 shares have not been released from escrow pending clearance by the Company’s transfer agent, and the remaining 30,000 shares are to be cancelled.