Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 11, 2023

ENTREPRENEUR UNIVERSE BRIGHT GROUP

(Exact name of registrant as specified in our charter)

Nevada		000-56305		90-1734867
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Suite 907, Saigao City Plaza Building 2,

No. 170, Weiyang Road, Xi’an, China

(Address of Principal Executive Offices)

(Zip Code)

+86-029-86100263

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.0001 per share

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).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 11, 2023, Entrepreneur Universe Bright Group (the “Company”) issued a press release setting forth certain financial and operational information for its second quarter ended June 30, 2023. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 7.01 Regulation FD Disclosure.

The information under Item 2.02 above is incorporated herein by reference.

The information reported under Items 2.02 and 7.01 in this Current Report on Form 8-K, including Exhibit 99.1, is being “furnished” and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statement and Exhibits

(d) Exhibits

Exhibit No.		Description
99.1		Press Release dated August 11, 2023
104		Cover Page Interactive Data File (formatted in Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on our behalf by the undersigned hereunto duly authorized.

	Entrepreneur Universe Bright Group

	By:	/s/ Guolin Tao
		Guolin Tao Chief Executive Officer and Chief Financial Officer

Dated: August 11, 2023

Exhibit 99.1

ENTREPRENEUR UNIVERSE BRIGHT GROUP Announces 2023 Q2 Financial Results

Xi’an, China, August 11, 2023 -- ENTREPRENEUR UNIVERSE BRIGHT GROUP (“EUBG” or the “Company”) (OTCQB: EUBG), a digital marketing consulting company, announced its unaudited financial results for the second quarter ended June 30, 2023.

Mr. Guolin Tao, CEO of Entrepreneur Universe Bright Group, commented, “Our business experienced a significant boost in revenue, with an increase of approximately 40.6% compared to the prior period. This phenomenal growth can be attributed to our top-notch consultation services which we provided to clients engaged in the live streaming business. Our team of experts offered invaluable insights and advice that helped our clients to improve their service delivery. We are proud to have played a significant role in this success story and look forward to continuing to provide exceptional services to our clients.”

Second Quarter 2023 Unaudited Financial Results

Unaudited Condensed Consolidated Statement of Operations for the Three Months Ended June 30, 2023 And 2022

	Three Months Ended June 30,
	2023						2022
	$			% of Revenues			$			% of Revenues

Revenues	$	1,705,942			100	%	$	840,868			100	%
Cost of revenues		(108,581	)		(6	)%		(113,332	)		(13	)%
Gross profit		1,597,361			94	%		727,536			87	%
Selling Expenses:		(5,279	)		0	%		(8,319	)		(1	)%
General and administrative expenses		(390,294	)		(23	)%		(331,385	)		(39	)%
Total other income (expenses), net		(55,476	)		(3	)%		58,099			7	%
Income before income tax		1,146,312			67	%		445,931			53	%
Income tax expense		(455,865	)		(27	)%		(180,081	)		(21	)%
Net income	$	690,447			40	%	$	265,850			32	%

Revenue and cost of revenue: During the three months ended June 30, 2023, we generated revenue of $1,705,942, which represents an increase of $865,074 or 102.9% compared to the same period in the prior year. The increase was mainly contributed by our consultation services to a client engaged in live streaming business.

Cost of revenue for the three months ended June 30, 2023 was $108,581, which represented a slight decrease of $4,751 or 4.2% compared to the same period in the prior year.

As a result of the above, the gross profit was $1,597,361 for the three months ended June 30, 2023, which represented an increase of $869,825 or 119.6% as compared to the same period in the prior year. The increase in gross profit was primarily due to the increase in revenue as well as the decrease in cost of revenues, resulting in an increase in profit margin.

Selling expenses: During the three months ended June 30, 2023, we incurred $5,279 selling expenses, which represented a decrease of $3,040 or 36.5% as compared to the same period in the prior year. We maintained the selling expenses at a lower amount during the periods.

General and administrative expenses: During the three months ended June 30, 2023, we incurred $390,294 general and administrative expenses, which represented an increase of $58,909 or 17.8% as compared to the same period in the prior year. Our general and administrative expenses consisted mainly of audit fees, professional fees, payroll expenses and consultancy fees. The increase in general and administrative expenses was primarily due to an increase in audit fees related to the filing of a registration document during the period. Additionally, certain staff costs that were previously classified as selling expenses were reclassified as general and administrative expenses to better reflect their nature.

Total other income (expenses), net: During the three months ended June 30, 2023, we incurred net other expense of $55,476, which represented a difference of $113,575 or 195.5% as compared to the same period in the prior year. The difference was primarily attributable to exchange losses of US$74,178, which arose from the translation of certain foreign currency-denominated assets in our subsidiaries. Our net other income (expenses) mainly consisted of bank interest income, exchange rate differences and sundry income.

Income tax expense: During the three months ended June 30, 2023, we incurred income tax expense of $455,865, which represented an increase of $275,784 or 153.1% as compared to the same period in the prior year. The income tax expenses consisted of the Enterprise Income Tax charged in China and the withholding tax incurred in Hong Kong.

For the three months ended June 30, 2023, our income tax expenses comprised of current tax expenses and deferred tax expenses of $358,019 and $97,846, respectively, compared to current tax expenses and deferred tax expenses of $131,409 and $48,672 for the three months ended June 30, 2022.

Net income: As a result of the above, we generated a net income of $690,447 and $265,850 for the three months ended June 30, 2023 and 2022, respectively.

Cash and cash equivalents: As of June 30, 2023 and 2022, $8,059,731 and $7,193,591 of the Company’s cash and cash equivalents, respectively were held at financial institutions and online payment platforms located in the PRC and Hong Kong that management believes to be of high credit quality.

Unaudited Condensed Consolidated Statement of Operations for the Six Months Ended June 30, 2023 And 2022

	Six Months Ended June 30,
	2023						2022
	$			% of Revenues			$			% of Revenues

Revenues	$	2,882,878			100	%	$	2,049,872			100	%
Cost of revenues		(223,135	)		(8	)%		(425,811	)		(21	)%
Gross profit		2,659,743			92	%		1,624,061			79	%
Selling Expenses:		(6,718	)		0	%		(24,914	)		(1	)%
General and administrative expenses		(813,796	)		(28	)%		(642,673	)		(31	)%
Total other income, net		30,813			1	%		159,921			8	%
Income before income tax		1,870,042			65	%		1,116,395			54	%
Income tax expense		(748,138	)		(26	)%		(459,372	)		(22	)%
Net income	$	1,121,904			39	%	$	657,023			32	%

Revenue and cost of revenue: During the six months ended June 30, 2023, we generated revenue of $2,882,878, which represents an increase of $833,006 or 40.6% compared to the same period in the prior year. The increase was mainly contributed by our consultation services to a client engaged in live streaming business.

Cost of revenue for the six months ended June 30, 2023 was $223,135, which represented a decrease of $202,676 or 47.6% compared to the same period in the prior year. The decrease in cost of revenue is mainly due to the absence of direct operating costs related to digital training services used in the current period. For the six months ended June 30, 2022, direct operating costs related to these services were $206,783.

As a result of the above, the gross profit was $2,659,743 for the six months ended June 30, 2023, which represented an increase of $1,035,682 or 63.8% as compared to the same period in the prior year. The increase in gross profit was primarily due to the increase in revenue, resulting in an increase in profit margin, and was further supported by the temporary suspension of digital training services that typically had lower profit margins.

Selling expenses: During the six months ended June 30, 2023, we incurred $6,718 selling expenses, which represented a decrease of $18,196 or 73.0% as compared to the same period in the prior year. The decrease of selling expenses was mainly due to the tightening of entertainment policies and no staff costs incurred in selling activities during the current period.

General and administrative expenses: During the six months ended June 30, 2023, we incurred $813,796 general and administrative expenses, which represented an increase of $171,123 or 26.6% as compared to the same period in the prior year. Our general and administrative expenses consisted mainly of audit fees, professional fees, payroll expenses and consultancy fees. The increase in general and administrative expenses was primarily due to an increase in audit fees related to the filing of a registration document during the period. Additionally, certain staff costs that were previously classified as selling expenses were reclassified as general and administrative expenses to better reflect their nature.

Total other income, net: During the six months ended June 30, 2023, we recorded net other income of $30,813, which represented a decrease of $129,108 or 80.7% as compared to the same period in the prior year. The different was mainly due to certain sundry income generated in the prior year that did not recur in the current period, as well as exchange losses of US$53,630, which arose from the translation of certain foreign currency-denominated assets in our subsidiaries. Our net other income mainly consisted of bank interest income, exchange rate differences and sundry income.

Income tax expense: During the six months ended June 30, 2023, we incurred income tax expense of $748,138, which represented an increase of $288,766 or 62.9% as compared to the same period in the prior year. The income tax expenses consisted of the Enterprise Income Tax charged in China and the withholding tax incurred in Hong Kong.

For the six months ended June 30, 2023, our income tax expenses comprised of current tax expenses and deferred tax expenses of $573,420 and $174,718, respectively, compared to current tax expenses and deferred tax expenses of $335,479 and $123,893 for the six months ended June 30, 2022.

Net income: As a result of the above, we generated a net income of $1,121,904 and $657,023 for the six months ended June 30, 2023 and 2022, respectively.

About ENTREPRENEUR UNIVERSE BRIGHT GROUP

ENTREPRENEUR UNIVERSE BRIGHT GROUP is a digital marketing consultation company with its main operation in China, providing marketing consulting services to Chinese start-up companies. The company provides consulting services, sourcing and marketing services in China through its PRC subsidiary with support from its HK subsidiary. Its PRC subsidiary provides services aimed at connecting businesses with e-commerce platforms. The integrated service platform focuses on strategic marketing and consulting. The company’s mission is to help start-up companies and small-size companies and guide these companies’ founders in utilizing the company’s digital marketing consulting plan to reach their business goals. For more information about the Company, please visit: http://www.eubggroup.com/.

Safe Harbor Statement

This press release contains projections and “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995 related to the Company’s business.. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company’s goals and strategies; the Company’s future business development; financial condition and results of operations; product and service demand and acceptance; reputation and brand; the impact of competition and pricing; changes in technology; government regulations; fluctuations in general economic and business conditions in China and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:

The Company:

Jianyong Li

Email: lijianyong@eubggroup.com

Phone: +86-(029) 86100263

Investor Relations:

Tina Li
EverGreen Consulting Inc.
Email: IR@changqingconsulting.com

Mobile: +86-13721971703 (from China)

+1-281-250-4349 (from U.S.)

ENTREPRENEUR UNIVERSE BRIGHT GROUP

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2023 AND DECEMBER 31, 2022

(UNAUDITED)

(In U.S. dollars except for number of shares)

	June 30, 2023		December 31, 2022

ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	8,059,731	$	7,193,591
Accounts receivable		421,736		234,978
Other receivables and prepayments		58,052		73,069
Total current assets		8,539,519		7,501,638

NON-CURRENT ASSETS
Plant and equipment, net		142,943		188,889
Operating lease right-of-use assets, net		53,310		83,077
Total non-current assets		196,253		271,966

TOTAL ASSETS	$	8,735,772	$	7,773,604

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Other payables and accrued liabilities	$	197,457	$	369,727
Other payables and accrued liabilities – related party		3,902		-
Receipt in advance		-		1,710
Operating lease liabilities, current		53,310		54,705
Tax payables		363,685		94,758
Amount due to a director		3,496		167,936
Total current liabilities		621,850		688,836

NON-CURRENT LIABILITY
Deferred tax liabilities		200,639		172,196
Operating lease liabilities, non-current		-		28,372
Total non-current liabilities		200,639		200,568

TOTAL LIABILITIES		822,489		889,404

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ EQUITY
Preferred stock, par value $0.0001 per share, 1,100,000 shares authorized, Nil (December 31, 2022: Nil) shares issued and outstanding as of June 30, 2023		-		-
Common stock, par value $0.0001 per share; 1,800,000,000 shares authorized, 1,701,181,423 (December 31, 2022: 1,701,181,423) shares issued and outstanding as of June 30, 2023		170,118		170,118
Additional paid-in capital		6,453,048		6,453,048
Statutory reserves		65,911		65,911
Retained earnings		1,169,119		47,215
Accumulated other comprehensive income		55,087		147,908
Total stockholders’ equity		7,913,283		6,884,200
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	8,735,772	$	7,773,604

ENTREPRENEUR UNIVERSE BRIGHT GROUP

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(UNAUDITED)

(In U.S. dollars except for number of shares)

	For the three months ended June 30,						For the six months ended June 30,
	2023			2022			2023			2022
Revenue		1,705,942			840,868		$	2,882,878		$	2,049,872
Cost of revenue		(108,581	)		(113,332	)		(223,135	)		(425,811	)
Gross profit		1,597,361			727,536			2,659,743			1,624,061
Selling expenses		(5,279	)		(8,319	)		(6,718	)		(24,914	)
General and administrative expenses		(390,294	)		(331,385	)		(813,796	)		(642,673	)
Profit from operations		1,201,788			387,832			1,839,229			956,474
Other income (expenses):		-
Interest income		10,764			12,637			18,500			22,967
Exchange gain (loss)		(74,178	)		27,862			(53,630	)		27,922
Sundry income		7,938			17,600			65,943			109,032
Total other income(expenses), net		(55,476	)		58,099			30,813			159,921
Income before income tax		1,146,312			445,931			1,870,042			1,116,395
Income tax expense		(455,865	)		(180,081	)		(748,138	)		(459,372	)
Net income	$	690,447			265,850		$	1,121,904		$	657,023
Other comprehensive loss		-
Foreign currency translation adjustment		(77,327	)		(231,781	)		(92,821	)		(236,916	)
Total comprehensive income	$	613,120			34,069		$	1,029,083		$	420,107

Net income per share - Basic and diluted	$	0.00	*		0.00	*	$	0.00	*	$	0.00	*
Weighted average number of common shares outstanding
- Basic and Diluted		1,701,181,423			1,701,181,423			1,701,181,423			1,701,181,423

*	Less than $0.01 per share

ENTREPRENEUR UNIVERSE BRIGHT GROUP

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(UNAUDITED)

(In U.S. dollars)

	For the six months ended June 30,
	2023			2022
Cash flows from operating activities
Net income	$	1,121,904		$	657,023
Adjustments to reconcile net income to cash used in operating activities:
Depreciation		40,298			42,322
Amortization of operating lease right-of-use assets		26,907			27,395
Deferred tax		28,230			123,894
Changes in operating assets and liabilities:
Other receivables and prepayments		12,259			19,049
Accounts receivable		(207,645	)		(213,535	)
Accounts payable		-			(113,645	)
Other payables and accrued liabilities		(160,301	)		(170,904	)
Tax payables		286,498			125,057
Contract liabilities		-			(212,060	)
Receipt in advance		(1,703	)		(5,064	)
Operating lease liabilities		(26,908	)		(27,395	)
Net cash generated from operating activities		1,119,539			252,137

Cash flows used in investing activities
Purchase of property, plant and equipment		(1,877	)		(8,381	)

Cash flows used in financing activities
Repayment to a director		(164,441	)		-

Effect of exchange rates on cash		(87,081	)		(255,625	)

Net increase (decrease) in cash and cash equivalents		866,140			(11,869	)
Cash and cash equivalents at beginning of period		7,193,591			7,649,129
Cash and cash equivalents at end of period	$	8,059,731		$	7,637,260

Supplemental cash flow information
Cash paid during the period for:
Income taxes	$	286,922		$	224,055

Cover	Aug. 11, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 11, 2023
Entity File Number	000-56305
Entity Registrant Name	ENTREPRENEUR UNIVERSE BRIGHT GROUP
Entity Central Index Key	0001171326
Entity Tax Identification Number	90-1734867
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	Suite 907
Entity Address, Address Line Two	Saigao City Plaza Building 2
Entity Address, Address Line Three	No. 170, Weiyang Road
Entity Address, City or Town	Xi’an
Entity Address, Country	CN
Entity Address, Postal Zip Code	00000
City Area Code	86
Local Phone Number	029-86100263
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false