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 September 30, 2021

or

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

For the transition period from __________to _________

001-39732

Commission File Number

Alset EHome International Inc.

(Exact name of registrant as specified in its charter)

nevada	83-1079861
State or other jurisdiction of incorporation or organization	(I.R.S. Employer Identification No.)

4800 Montgomery Lane, Suite 210, Bethesda, Maryland	20814
(Address of principal executive offices)	(Zip Code)

301-971-3940

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.001 par value	AEI	The Nasdaq Stock Market LLC

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 every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐

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	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth 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 ☒

As of November 15, 2021, there were 45,721,779 shares of the registrant’s common stock $0.001 par value per share, issued and outstanding.

Table of Contents

PART I FINANCIAL INFORMATION	F-1
Item 1. Consolidated Financial Statements (Unaudited)
Consolidated Balance Sheets – September 30, 2021 and December 31, 2020	F-1
Consolidated Statements of Operations and Other Comprehensive Income (Loss) - Three and Nine Months Ended September 30, 2021 and 2020	F-2
Consolidated Statements of Stockholders’ Equity – Three and Nine Months Ended September 30, 2021 and 2020	F-3
Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2021 and 2020	F-5
Notes to Consolidated Financial Statements	F-6 – F-40
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	3
Item 3. Quantitative and Qualitative Disclosure About Market Risk	9
Item 4. Controls and Procedures	10
PART II OTHER INFORMATION	10
Item 1. Legal Proceedings	10
Item 1A. Risk Factors	10
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3. Defaults Upon Senior Securities	11
Item 4. Mine Safety Disclosures	11
Item 5. Other Information	12
Item 6. Exhibits	12
SIGNATURES	13

2

Part I. Financial Information

Alset EHome International Inc. and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

	September 30, 2021			December 31, 2020
				(As combined)
Assets:
Current Assets:
Cash	$	67,944,590		$	24,965,946
Restricted Cash		4,996,543			6,769,533
Account Receivables, Net		912,650			1,366,194
Other Receivables		559,644			644,576
Note Receivables - Related Parties		547,616			649,569
Prepaid Expense		1,479,092			1,470,680
Inventory		45,250			90,068
Investment in Securities at Fair Value		39,787,402			49,172,457
Investment in Securities at Cost		98,204			280,516
Equity Method Investment		30,940,518			-
Deposit		255,905			48,820
Total Current Assets		147,567,414			85,458,359
Real Estate
Rental Properties		11,027,736			-
Properties under Development		15,627,257			20,505,591
Operating Lease Right-Of-Use Asset		599,481			574,754
Deposit		40,790			249,676
Loan Receivable - Related Parties		-			840,000
Property and Equipment, Net		273,463			85,365
Total Assets	$	175,136,141		$	107,713,745
Liabilities and Stockholders’ Equity:
Current Liabilities:
Accounts Payable and Accrued Expenses	$	1,137,997		$	1,671,265
Deferred Revenue		1,636,475			2,867,226
Builder Deposits		244,936			1,262,336
Operating Lease Liability		314,146			381,412
Notes Payable		319,254			172,706
Notes Payable - Related Parties		5,278,617			2,534,281
Total Current Liabilities		8,931,425			8,889,226
Long-Term Liabilities:
Operating Lease Liability		297,498			193,342
Note Payable, Net of Discount		-			636,362
Total Liabilities		9,228,923			9,718,930
Stockholders’ Equity:
Preferred Stock, $0.001 par value; 25,000,000 shares authorized, none issued and outstanding		-			-
Common Stock, $0.001 par value; 250,000,000 shares authorized; 45,721,779 and 8,570,000 shares issued and outstanding on September 30, 2021 and December 31, 2020, respectively		45,722			8,570
Additional Paid in Capital		266,633,480			102,729,944
Accumulated Other Comprehensive Income		(1,002,212	)		2,143,338
Accumulated Deficit		(124,909,747	)		(44,910,297	)
Total Alset EHome International Stockholders’ Equity		140,767,242			59,971,555
Non-controlling Interests		25,139,975			38,023,260
Total Stockholders’ Equity		165,907,218			97,994,815
Total Liabilities and Stockholders’ Equity	$	175,136,141		$	107,713,745

See accompanying notes to consolidated unaudited financial statements.

F-1

Alset EHome International Inc. and Subsidiaries

Consolidated Statements of Operations and Other Comprehensive Income (Loss)

For the Three and Nine Months Ended September 30, 2021 and 2020

(Unaudited)

	Three Months Ended on September 30,						Nine Months Ended on September 30,
	2021			2020 (As combined)			2021			2020 (As combined)
Revenue
Real Estate
Rental	$	133,302		$	-		$	155,249		$	-
Property		3,414,094			2,146,992			11,870,820			7,148,786
Biohealth		1,248,171			1,931			4,919,844			31,133
Total Revenue		4,795,567			2,148,923			16,945,913			7,179,919
Operating Expenses
Cost of Sales		2,204,401			1,616,377			8,510,205			5,609,303
General and Administrative		2,539,584			946,654			13,466,414			4,535,178
Total Operating Expenses		4,743,985			2,563,031			21,976,619			10,144,481
Operating Income (Loss) from Operations		51,582			(414,108	)		(5,030,706	)		(2,964,562	)
Other Income (Expense)
Interest Income		22,614			13,836			78,902			47,863
Interest Expense		(330	)		(19,825	)		(316,615	)		(160,341	)
Foreign Exchange Transaction Gain (Loss)		(578,903	)		(482,209	)		1,842,128			981,564
Unrealized Loss on Securities Investment		(5,268,531	)		(12,444,635	)		(35,972,445	)		(10,883,149	)
Realized Gain (Loss) on Securities Investment		(2,515,949	)		418,113			(2,218,988	)		444,508
Gain (Loss) on Investment on Security by Equity Method		189,696			(52,392	)		87,390			(193,132	)
Finance Costs		(27,798	)		(68,151	)		(50,871,869	)		(73,041	)
Other Income		53,135			11,241			77,591			55,125
Total Other Expense, Net		(8,126,066	)		(12,624,022	)		(87,293,906	)		(9,780,603	)
Net Loss Before Income Taxes		(8,074,484	)		(13,038,130	)		(92,324,612	)		(12,745,165	)
Income Tax Expense		-			(74,106	)		(446,757	)		(188,759	)
Net Loss from Continuing Operations		(8,074,484	)		(13,112,236	)		(92,771,369	)		(12,933,924	)
Loss from Discontinued Operations, Net of Tax		-			(56,053	)		-			(417,438	)
Net Loss		(8,074,484	)		(13,168,289	)		(92,771,369	)		(13,351,362	)
Net Loss Attributable to Non-controlling Interest		(964,347	)		(3,544,037	)		(12,771,919	)		(4,177,058	)
Net Loss Attributable to Common Stockholders	$	(7,110,137	)	$	(9,624,252	)	$	(79,999,450	)	$	(9,174,304	)
Other Comprehensive (Loss) Income, Net
Unrealized Gain (Loss) on Securities Investment		(19,060	)		29,123			(56,969	)		29,639
Foreign Currency Translation Adjustment		(1,238,356	)		462,064			(4,077,987	)		(585,085	)
Comprehensive Loss		(9,331,900	)		(12,677,102	)		(96,906,325	)		(13,906,808	)
Comprehensive Loss Attributable to Non-controlling Interests		(1,350,889	)		(3,239,255	)		(14,264,651	)		(4,240,806	)
Comprehensive Loss Attributable to Common Stockholders	$	(7,981,011	)	$	(9,437,847	)	$	(82,641,674	)	$	(9,666,002	)
Net Loss Per Share - Basic and Diluted
Continuing Operations	$	(0.19	)	$	(1.00	)	$	(4.14	)	$	(1.01	)
Discontinued Operations	$	-		$	(0.01	)	$	-		$	(0.04	)
Net Loss Per Share	$	(0.19	)	$	(1.01	)	$	(4.14	)	$	(1.05	)
Weighted Average Common Shares Outstanding - Basic and Diluted		38,030,098			9,758,236			19,785,922			8,712,081

See accompanying notes to consolidated unaudited financial statements.

F-2

Alset EHome International Inc. and Subsidiaries

Consolidated Statements of Stockholders’ Equity

For the Three and Nine Months Ended September 30, 2021

(Unaudited)

	Series A Preferred Stock						Series B Preferred Stock						Common Stock
	Shares			Par Value $0.001			Shares			Par Value $0.001			Shares			Par Value $0.001			Additional Paid in Capital			Accumulated Other Comprehensive Income			Accumulated Deficit			Total Alset EHome International Stockholders’ Equity			Non-Controlling Interests			Total Stockholders’ Equity
Balance at January 1, 2021 (As combined)		-		$	-			-		$	-			8,570,000		$	8,570		$	102,729,944		$	2,143,338		$	(44,910,297	)	$	59,971,555		$	38,023,260		$	97,994,815
Issuance of Stock for Services		-			-			-			-			10,000			10			60,890			-			-			60,900			-			60,900
Transactions under Common Control		-			-			-			-			-			-			(57,190,499	)		-			-			(57,190,499	)		-			(57,190,499	)
Sale of Vivacitas to Related Party		-			-			-			-			-			-			2,279,872			-			-			2,279,872			-			2,279,872
Purchase Stock of True Partner from Related Party		-			-			-			-			-			-			3,274,060			-			-			3,274,060			-			3,274,060
Beneficial Conversion Feature Intrinsic Value, Net		-			-			-			-			-			-			50,770,192			-			-			50,770,192			-			50,770,192
Subsidiary’s Issuance of Stock		-			-			-			-			-			-			46,099			-			-			46,099			34,677			80,776
Proceeds from Selling Subsidiary Equity		-			-			-			-			-			-			142,675			-			-			142,675			107,325			250,000
Change in Non-Controlling Interest		-			-			-			-			-			-			76,412			(39,067	)		-			37,345			(37,345	)		-
Change in Unrealized Loss on Investment		-			-			-			-			-			-			-			(1,135	)		-			(1,135	)		(852	)		(1,987	)
Foreign Currency Translations		-			-			-			-			-			-			-			(1,010,527	)		-			(1,010,527	)		(758,913	)		(1,769,440	)
Distribution to Non-Controlling Shareholders		-			-			-			-			-			-			-			-			-			-			(82,250	)		(82,250	)
Net Loss		-			-			-			-			-			-			-			-			(6,238,449	)		(6,238,449	)		(3,569,112	)		(9,807,561	)
Balance at March 31, 2021		-			-			-			-			8,580,000			8,580			102,189,645			1,092,609			(51,148,746	)		52,142,088			33,716,790			85,858,878
Issuance of Common Stock		-			-			-			-			8,389,324			8,389			39,260,191			-			-			39,268,580			-			39,268,580
Convert Common Stock to Series A Preferred Stock		6,380			6			-			-			(6,380,000	)		(6,380	)		6,374			-			-			-			-			-
Convert Related Party Note Payable to Series B Preferred Stock		-			-			2,132			2			-			-			12,999,998			-			-			13,000,000			-			13,000,000
Convert Preferred Stock Series A and B to Common		(6,380	)		(6	)		(2,132	)		(2	)		8,512,000			8,512			(8,504	)		-			-			-			-			-
Change in Non-Controlling Interest		-			-			-			-			-			-			(2,885,117	)		(343,225	)		-			(3,228,342	)		3,228,342			-
Convert Related Party Note Payable to Common Stock		-			-			-			-			9,163,965			9,164			51,217,402			-			-			51,226,566			-			51,226,566
Subsidiary’s Issuance of Stock		-			-			-			-			-			-			1,961,349			-			-			1,961,349			784,100			2,745,449
Proceeds from Selling Subsidiary Equity		-			-			-			-			-			-			21,432			-			-			21,432			8,568			30,000
Change in Unrealized Loss on Investment		-			-			-			-			-			-			-			(25,663	)		-			(25,663	)		(10,259	)		(35,922	)
Foreign Currency Translations		-			-			-			-			-			-			-			(764,544	)		-			(764,544	)		(305,647	)		(1,070,191	)
Distribution to Non-Controlling Shareholders		-			-			-			-			-			-			-			-			-			-			(1,069,250	)		(1,069,250	)
Net Loss		-			-			-			-			-			-			-			-			(66,650,864	)		(66,650,864	)		(8,238460	)		(74,889,324	)
Balance at June 30, 2021		-			-			-			-			28,265,289			28,265			204,762,770			(40,823	)		(117,799,610	)		86,950,602			28,114,184			115,064,786
Issuance of Common Stock		-