Top Wealth Group Holding LimitedNASDAQ: TWG

Top Wealth Announces Financial Results for the First Half of Fiscal Year 2024 Form 6 K

· Issued by Top Wealth Group Holding Limited

Top Wealth Group Holding Limited Announces Financial Results for the First Half of Fiscal Year 2024

Top Wealth Group Holding Limited ("TWG" or the "Company") (Nasdaq: TWG) is an offshore holding company incorporated in the Cayman Islands with no material operations of its own. Through its Hong Kong operating subsidiary, the Company engaged in the trading of caviar in Hong Kong. The Company today announced its unaudited financial results for the six months ended June 30, 2024 ("First Half 2024").

First Half of Fiscal Year 2024 Financial Results

For the six months ended
June 30,
2024 2023 Change
USD USD USD %
Sales $ 4,398,690 $ 6,966,288 (2,567,598 ) (36.86 )
Cost of sales (2,076,190 ) (4,185,773 ) (2,109,583 ) (50.40 )
Gross profit 2,322,500 2,780,515 (458,015 ) (16.47 )
Other income 88 12 76 633.33
Selling expenses (779,767 ) (64,916 ) (714,851 ) 1,101.19
Administrative expense (2,103,855 ) (895,026 ) (1,208,829 ) 135.06
(Loss) profit before income tax (561,034 ) 1,820,585 (2,381,619 ) (130.82 )
Income tax credit (expense) 92,571 (361,287 ) 453,858 (125.62 )
(Loss) profit and total comprehensive (loss) income for the year (468,463 ) $ 1,459,298 (1,927,761 ) (132.10 )

Revenue

Revenue decreased by 36.86% from $6,966,288 for the six months ended June 30, 2023 to $4,398,690 for the six months ended June 30, 2024. The decrease was primarily due to our Christmas promotion in fiscal year 2003 that the revenue decrease in the January to March 2024, 3 months after the 2023 Christmas promotion.

Cost of sales

Cost of sales decreased by 50.40% from $4,185,773 for the six months ended June 30, 2023 to $2,076,190 for the six months ended June 30, 2024. The decrease ratio was more than the decrease in revenue, indicating a higher gross margin. The increase in gross margin is due to increase in sales price after 2023 Christmas promotion.

Selling expense

Selling expense increased by 1,101% from $64,916 for the six months ended June 30, 2023 to $779,767 for the six months ended June 30, 2024. The increase was mainly due to increase in advertising expenses and subcontracting charges for promotional events that we promote our caviar brand in the process of IPO.

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Administrative expense

Administrative expense increased by 135.06 % from $895,026 for the six months ended June 30, 2023 to $2,103,855 for the six months ended June 30, 2024. The increase was mainly due to increase in listing expenses.

Income tax (credit) expense

Our income tax changed from $361,287 expense for the six months ended June 30, 2023 to $92,571 credit for the six months ended June 30, 2024. The change was primarily due to an increase in deferred tax asset for the loss during the First Half 2024.

Cash Flows

Net cash used in operating activities was $6,908,057 in the six months ended June 30, 2024, compared to $631,484 in the six months ended June 30, 2023. The increase was mainly due to increase in prepayments to supplier to secure our supplies of caviar.

Net cash provided by financing activities was $ 6,778,691 in the six months ended June 30, 2024, compared to net cash provided by financing activities of $ 594,673 in the six months ended June 30, 2023. This change was primarily due to the receipt of IPO net proceeds.

About Top Wealth Group Holding Limited

The Company is an offshore holding company incorporated in the Cayman Islands with no material operations of its own. Through its Hong Kong operating subsidiary, the Company engaged in the trading of caviar. For more information, please visit the Company's website at https://www.imperialcristalcaviar.com.

Forward-Looking Statements

All statements other than statements of historical fact in this announcement are forward-looking statements, within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy, and financial needs. Investors can identify these forward-looking statements by words or phrases such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to," or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company's registration statement and in its other filings with the SEC.

For more information, please contact:

Top Wealth Group Holding Limited

Phone: +852 3615 8567

Email: info@topwealth.cc

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Top Wealth Group Holding Limited

Unaudited interim condensed consolidated balance sheets

(Amounts expressed in US dollars ("$") except for numbers of shares and par value)

June 30,
2024
December 31,
2023
Assets
Current assets
Cash and cash equivalents $ 4,984 $ 134,350
Accounts receivable 2,746,320 5,972,736
Inventories 1,669,074 153,209
Prepayments 7,472,306 274,417
Deposits paid 595,063 595,063
Other receivables 717,304 -
Total current assets 13,205,051 7,129,775
Non-current assets
Property, plant and equipment, net 72,658 134,538
Right-of-use assets - operating lease 7,659 40,421
Deferred tax assets 136,819 44,248
Total non-current assets 217,136 219,207
Total assets $ 13,422,187 $ 7,348,982
Current liabilities
Accrued expenses and other payables 221,412 425,673
Operating lease liabilities - current 7,659 40,421
Amount due to a related party 160,089 160,089
Borrowings 369,469 777,893
Current income tax payable 992,270 992,270
Total current liabilities 1,750,899 2,396,346
Commitments and contingencies
Shareholders' equity
Common stock, $0.0001 par value; 500,000,000 shares authorized, 29,000,000 shares issued and outstanding as of June 30, 2024 and 27,000,000 shares issued and outstanding as of December 31, 2023 2,900 2,700
Additional paid-in capital 7,827,930 641,015
Retained earnings 3,840,458 4,308,921
Total shareholders' equity 11,671,288 4,952,636
Total liabilities and equity 13,422,187 $ 7,348,982

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Top Wealth Group Holding Limited

Unaudited interim condensed consolidated statements of operation and other comprehensive income

(Amounts expressed in US dollars ("$") except for numbers of shares and par value)

For the six months ended
June 30,
2024 2023
Sales $ 4,398,690 $ 6,966,288
Cost of sales (2,076,190 ) (4,185,773 )
Gross profit 2,322,500 2,780,515
Other income 88 12
Selling expenses (779,767 ) (64,916 )
Administrative expense (2,103,855 ) (895,026 )
(Loss) profit before income tax (561,034 ) 1,820,585
Income tax credit (expense) 92,571 (361,287 )
(Loss) profit and total comprehensive (loss) income for the year (468,463 ) $ 1,459,298
(Loss) earnings per share:
Ordinary shares, - basic and diluted

$ cents (1.68)

$ cents 5.40
Weighted average shares outstanding used in calculating basic and diluted (loss) earnings per share
Ordinary shares, - basic and diluted

27,802,198

27,000,000

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Top Wealth Group Holding Limited

Unaudited interim condensed consolidated statements of changes in equity

(Amounts expressed in US dollars ("$") except for numbers of shares and par value)

Common
stock
outstanding
Amount Additional
paid-in
capital
Retained
earnings

Total

Balance as of January 1, 2023* 27,000,000 $ 2,700 $ 638,326 $ 1,870,826 $ 2,511,852
Pro Rata Share Issuance deemed as share split - - 2,699 - 2,699
Deemed capital reduction in reorganisation - - (10 ) - (10 )
Profit and total comprehensive income for the period - - - 1,459,298 1,459,298
Balance as of June 30, 2023 27,000,000 $ 2,700 $ 641,015 $ 3,330,124 $ 3,971,140
Balance as of January 1, 2024 27,000,000 $ 2,700 $ 641,015 $ 4,308,921 $ 4,952,636
Issuance of common stock - 200 7,186,915 - 7,187,115
Loss and total comprehensive loss for the period - - - (468,463 ) (468,463 )
Balance as of June 30, 2024 29,000,000 $ 2,900 $ 7,827,930 $ 3,840,458 $ 11,671,288

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Top Wealth Group Holding Limited

Unaudited interim condensed consolidated statements of cash flows

(Amounts expressed in US dollars ("$") except for numbers of shares and par value)

For the six months ended
June 30,
2024 2023
Cash flows from operating activities
Net (loss) profit $ (468,463 ) $ 1,459,298
Adjustments for:-
Depreciation of property, plant and equipment 61,880 116,830
Deferred tax credit (92,571 ) (12,505 )
Changes in operating assets and liabilities:
Accounts receivable 3,226,416 (764,789 )
Inventories (1,515,865 ) (1,944,124 )
Prepayments (7,197,889 ) -
Other receivables (717,304 ) -
Accounts payable - (5,256 )
Accrued expenses and other payables (204,261 ) 136,526
Amounts due with related parties - 8,744
Current income tax payable - 373,792
Net cash used in operating activities (6,908,057 ) (631,484 )
Cash flows from financing activities
Proceeds from borrowings - 594,683
Repayment of borrowings (408,424 ) -
Deemed capital reduction on reorganisation (10 )
Proceeds from issuance of shares 7,187,115 -
Net cash provided by financing activities 6,778,691 594,673
Net decrease in cash and cash equivalents (129,366 ) (36,811 )
Cash and cash equivalents at beginning of period 134,350 217,384
Cash and cash equivalents at end of period $ 4,984 $ 180,573

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