0001213900-19-005261.txt : 20190329 0001213900-19-005261.hdr.sgml : 20190329 20190329165814 ACCESSION NUMBER: 0001213900-19-005261 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190328 FILED AS OF DATE: 20190329 DATE AS OF CHANGE: 20190329 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dragon Victory International Ltd CENTRAL INDEX KEY: 0001682241 STANDARD INDUSTRIAL CLASSIFICATION: INVESTORS, NEC [6799] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38208 FILM NUMBER: 19717256 BUSINESS ADDRESS: STREET 1: SUITE 2001 PHOENIX CENTER STREET 2: NO. 28 QIUTAO ROAD, SHANGCHENG DISTRICT CITY: HANGZHOU STATE: F4 ZIP: 310008 BUSINESS PHONE: 86-571-82213772 MAIL ADDRESS: STREET 1: SUITE 2001 PHOENIX CENTER STREET 2: NO. 28 QIUTAO ROAD, SHANGCHENG DISTRICT CITY: HANGZHOU STATE: F4 ZIP: 310008 6-K 1 f6k032619_dragonvict.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2019

Registration No. 001-38208

Dragon Victory International Limited

Suite B1-901, No.198, Qidi Road,
Xiaoshan District, Hangzhou, PRC

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes ☐ No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

Dragon Victory International Limited publishes Unaudited Consolidated Financial Results as of September 30, 2018 and 2017, and for the six months ended September 30, 2018 and 2017, attached as an exhibit to this report on Form 6-K.

EXHIBIT INDEX

Exhibit		Description
99.1		Unaudited Consolidated Financial Results as of September 30, 2018 and 2017, and for the six months ended September 30, 2018 and 2017

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.

	Dragon Victory International Limited

Date: March 29, 2019	By:	/s/ Xiaohua Gu
		Name:	Xiaohua Gu
		Title:	Chief Financial Officer

EX-99.1 2 f6k032619ex99-1_dragonvict.htm DRAGON VICTORY INTERNATIONAL LIMITED AND SUBSIDIARIES

Exhibit 99.1

DRAGON VICTORY INTERNATIONAL LIMITED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

	September 30,			March 31,			September 30,			March 31,
	2018			2018			2017			2017

ASSETS
Current assets
Cash and cash equivalents	$	1,735,037		$	3,937,490		$	8,546,582		$	3,222,361
Trade accounts receivable, net		2,761,771			1,610,865			1,855,393			673,678
Inventory, net		-			-			-			-
Other receivables and prepayments		922,748			1,233,425			308,980			90,413
Related party receivables		368,502			266,959			40,180			67,145
Short-term investments		6,920,070			4,744,328			1,997,792			-
Deferred tax asset		-			-			-			-
Total current assets		12,708,128			11,793,067			12,748,927			4,053,597
Non-current assets
Investment		75,547			75,547			75,105			72,563
Property, plant and equipment, net		1,026,484			1,060,376			18,643			32,824
Intangible assets, net		1,154			1,369			711			812
Other assets		75,523			87,339			22,310			52,739
TOTAL ASSETS		13,886,836			13,017,698			12,865,696			4,212,535

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable		35,750			52,955			35,203			63,483
Taxes payable		1,801,995			1,670,273			1,196,752			830,605
Accrued liabilities and other current liabilities		351,512			236,277			188,954			253,913
Related party payable		193,232			64,698			64,436			42,960
Total current liabilities		2,382,489			2,024,203			1,485,345			1,190,961
TOTAL LIABILITIES		2,382,489			2,024,203			1,485,345			1,190,961

COMMITMENTS & CONTINGENCIES		-			-			-			-

EQUITY
Dragon Victory Stockholders' Equity
Ordinary Shares, $0.0001 par value, 500,000,000 shares authorized; 11,421,393 shares issued and outstanding, respectively		1,142			1,142			1,142			1,000
Additional paid-in capital		8,929,968			8,929,968			8,924,380			1,053,607
Statutory reserves		433,479			433,479			65,331			65,331
Retained earnings		2,604,888			1,876,236			2,443,103			2,051,252
Accumulated other comprehensive income		(190,072	)		(168,540	)		(53,605	)		(149,616	)
Total Dragon Victory stockholders’ equity		11,779,405			11,072,285			11,380,351			3,021,574
Noncontrolling interest		(275,058	)		(78,790	)		-			-
TOTAL EQUITY		11,504,347			10,993,495			11,380,351			3,021,574
TOTAL LIABILITIES AND STOCHOLDERS' EQUITY	$	13,886,836		$	13,017,698		$	12,865,696		$	4,212,535

See Accompanying Notes to the Financial Statements

DRAGON VICTORY INTERNATIONAL LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)

	For the Six Months Ended
	September 30,			September 30,
	2018			2017


Revenues	$	2,336,132		$	1,885,736

Operating expenses
Selling, general and administrative expenses		2,018,154			1,314,943
Total Operating expenses		2,018,154			1,314,943

Income (Loss) from operation		317,978			570,793

Other income (expenses):
Gain on sale of investments		-			-
Impairment on investments		-			-
Shared loss from equity method investments		-			-
Other income		14,157			-
Other expenses		(9,818	)		(580	)
Interest income		338,570			50,692
Interest expense		(1,240	)		-
Total other income (expenses)		341,669			50,112

Income (loss) before tax		659,647			620,905
Income tax		-			(229,057	)
Net income (loss) including noncontrolling interest		659,647			391,848

Less: Net income (loss) attributable to noncontrolling interest		(69,005	)		-

Net income attributable to Dragon Victory	$	728,652		$	391,848


Net income including noncontrolling interest	$	659,647		$	391,848
Other comprehensive income (loss):
Foreign currency translation loss		(148,792	)		96,011
Comprehensive income (loss) including noncontrolling interest	$	510,855		$	487,859
Less: Comprehensive (income) loss attributable to noncontrolling interest	$	(196,268	)	$	-
Comprehensive income (loss) attributable to Dragon Victory	$	707,122		$	487,861




Earnings per share attributable to Dragon Victory common stockholders
Basic	$	0.06		$	0.04
Diluted	$	0.06		$	0.04

Weighted average shares outstanding-Dragon Victory
Basic		11,421,394			10,124,275
Diluted		11,421,394			10,124,275

See Accompanying Notes to the Financial Statements

DRAGON VICTORY INTERNATIONAL LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

	For the Six Months Ended
	September 30,			September 30,
	2018			2017
	(Unaudited)			(Unaudited)

Cash flows from operating activities
Net income (loss) including noncontrolling interest	$	675,024		$	377,726
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization		45,689			18,691
Bad debt expense		-			-
Gain on sale of investments		-			-
Impairment on investments		-			-
Loss from equity method investments		-			-
Changes in assets and liabilities		-			-
Increase in inventory		-			-
Increase in accounts receivables		(1,170,646	)		(1,148,224	)
Increase in other receivables and prepayments		300,661			(203,156	)
Decrease (Increase) in related party receivables		(103,284	)		30,262
Increase in other current assets		-			-
(Increase)/decrease in deferred tax asset		-			-
Decrease in other assets		12,019			(26,588	)
Increase/(Decrease) in accounts payables		(17,503	)		-
Increase in taxes payable		133,980			331,582
Increase/(Decrease) in accrued liabilities and other current liabilities		132,503			(59,537	)
INTERCO-Receivables from/Payables to Parent/Subsidiary		-			-
Net cash (used in)/provided by operating activities		8,443			(679,244	)

Cash flows from investing activities
Investment in affiliated entities		-			-
Acquisitions of investments		(2,213,062	)		(1,965,362	)
Increase in related party receivables		-			(1,424	)
Purchase of equipment and improvements		(10,519	)		(3,483	)
Decrease in rent and utility deposits		-			31,753
Purchase of intangible assets		(479	)		-
INTERCO-Investment from/(into) Parent/Subsidiary		-			-
Net cash (used in)/provided by investing activities		(2,224,060	)		(1,938,516	)

Cash flows from financing activities
Proceeds from issuance of ordinary shares		-			7,731,271
Capital contribution from owners		892,167			139,644
Proceeds from capital lease		-			-
Repayment of capital lease		-			-
Increase in related party payable		128,727			20,001
INTERCO-Proceeds from registered capital/shares issuance		-
Net cash provided by/(used in) financing activities		1,020,894			7,890,916

Net Increase/(decrease) of Cash and Cash Equivalents		(1,194,723	)		5,273,156
Effect of foreign currency translation on cash and cash equivalents		(1,007,730	)		51,065
Cash and cash equivalents–beginning of year		3,937,490			3,222,361
Cash and cash equivalents–end of year	$	1,735,037		$	8,546,582

Supplemental cash flow disclosures
Interest received	$	-		$	49,583
Interest paid	$	-		$	11,477
Income taxes paid	$	285,749		$	-

See Accompanying Notes to the Financial Statements