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 September, 2021

 

Commission File Number: 001-40145

 

Jowell Global Ltd.

 

2nd Floor, No. 285 Jiangpu Road

Yangpu District, Shanghai

China 200082

(Address of principal executive office)

 

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): ☐ 

 

 

 

 

 

 

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.

 

  Jowell Global Ltd.
   
Date: September 13, 2021 By: /s/ Zhiwei Xu
  Name:   Zhiwei Xu
  Title: Chief Executive Officer

 

1

 

 

Exhibit Index

 

Exhibit
Number
  Description
99.1   Jowell Global Ltd. Announces First Half 2021 Unaudited Financial Results

 

 

2

 

 

Exhibit 99.1

 

 

Jowell Global Ltd. Announces First Half 2021 Unaudited

Financial Results

 

-- First Half Year Revenue of $68.1 million, up 152.6% year-over-year—

--First Half Year GMV of $89.9 million, up 143.2% year-over-year --

 

Shanghai, China, September 13, 2021 (GLOBAL NEWSWIRE) -- Jowell Global Ltd. (“JWEL” or the “Company”) (NASDAQ: JWEL), one of the leading cosmetics, health and nutritional supplements, and household products e-commerce platforms in China, today announced its unaudited financial results for the six months ended June 30, 2021.

  

First Half 2021 Financial and Operational Highlights

 

Total revenues were $68.1 million, an increase of 152.6% from $27.0 million in the same period of 2020.

 

Net loss was $0.7 million, compared with net income of $0.8 million in the same period of 2020.

 

Total GMV (Gross Merchandise Value) transacted in our online shopping mall was $89.9 million, an increase of 143.2% from $37.0 million in the same period of 2020.

 

Total VIP members1 as of June 30, 2021 were 2.1 million, an increase of 16.0% compared with 1.8 million as of June 30, 2020.

 

Total LHH stores2 as of June 30, 2021 were 25,588, an increase of 15.8% compared with 22,097 as of June 30, 2020.

 

CEO and CFO quotes

 

Mr. Zhiwei Xu, Chief Executive Officer and Chairman of Jowell Global Ltd., commented: “Our solid topline growth in the first half year reflects Jowell’s relentless efforts on execution and continued improvement in user experience. As we continued to diversify and optimize our product offerings to deliver a satisfying and well-round customer experience, our total VIP members increased 16.0% to 2.1 million as of June 30, 2021. Meanwhile, our improved user engagement translated into strong topline growth. GMV in the first half 2021 reached $89.9 million, up 143.2% year over year, while total revenue grew by 152.6%. year over year to $68.1 million. Looking ahead, we will continue to develop new products and create solutions to empower our community stores with an effective, fast and comprehensive distribution network.”

 

 
1 Total VIP members refer to the total number of members registered on Jowell’s platform as of June 30, 2021.
2 LHH stores: the brand name of “Love Home Store”. Authorized retailers may operate as independent stores or store-in-shop (an integrated store), selling products they purchased through Jowell’s online platform LHH Mall under their retailer accounts which provides them with major discounts.

 

 

 

 

 

 

Mr. Xu continued: “In addition to our organic topline growth this quarter, on August 19, we announced a strategic partnership with Suzhou Hope Bio-Technology, a leading biotech company in China, to further develop new cell-tech based skincare products, cosmetic and health related supplements. This is a significant step forward with exciting prospects as stem cell related technology brings cutting-edge innovations for the future of skincare and health product development. We believe this partnership will help us expand further into high-end cosmetics and health products markets, and enable us to provide our customers top quality product experience and effective results.”

 

Ms. Mei Cai, Chief Financial Officer, added: “We achieved strong topline growth in the first half of 2021. GMV progressively grew by 143.2% year over year to $89.9 million, with 152.6% year over year growth in total revenue. LHH stores account for over 73.7% of the total revenue. These solid results are strong testimonials to the successful implementation of our growth strategy. Looking forward, we remain committed to deploy our resources in areas that would further expand our product offerings, and increase monetization capability.”

 

Impact of COVID-19 Pandemic

 

Beginning in late 2019, there was an outbreak of COVID-19 (coronavirus) which has spread quickly to many parts in China, the U.S. and globally. In March 2020, the World Health Organization declared the COVID-19 a pandemic. With an aim to contain the COVID-19 outbreak, the Chinese government has imposed various strictive measures across the country including, but not limited to, travel restrictions, mandatory quarantine requirements, and postponed resumption of business operations until after the Chinese New Year holiday in 2020. Starting from March 2020, businesses in China began to reopen, and the interruptions to businesses were gradually removed. 

 

As an online retailer and retail platform and because the COVID-19 is generally considered under control in China, our operations during the first half of 2021 were not significantly negatively impacted by the pandemic. However, it is not possible to determine the ultimate impact of the COVID-19 pandemic on our business operations and financial results for 2021, which is highly dependent on numerous factors, including the duration and spread of the pandemic and any resurgence of COVID-19 and new variants, efficacy and distribution of COVID-19 vaccines, and the actions taken by government authorities and other entities in China and elsewhere to contain COVID-19 and new variants or treat its impact, almost all of which are beyond our control.

 

First Half Year 2021 Financial Results

 

Total Revenues

 

Total revenues were $68.1 million, representing an increase of 152.6% from $27.0 million in the same period of 2020. The increase was primarily due to: (i) increase in our brand reach as we have been authorized to distribute more leading brands including Adidas skincare, etc., which brought more customers making bulk purchases from us; (ii) the significant increase in units sold; (iii) the increase in weighted average unit price for our products sold.

 

Cosmetics and health and nutritional supplements continue to lead the growth, increasing by 272.0% and 140.1% respectively.

 

2

 

 

 

 

   Six Months Ended June 30     %  
Revenues   2021     2020     change  
(in thousand)   US$     US$     YoY  
Product sales                  
● Cosmetic products     27,537.1       7,402.9       272.0  
● Health and nutritional supplements     26,018.5       10,838.5       140.1  
● Household products     14,501.8       8,660.4       67.4  
● Others     18.1       48.7       (62.9 )
Total     68,075.5       26,950.5       152.6  

 

Total operating expenses were $68.7 million, an increase of 165.8% from the $25.9 million in the same period of 2020.

 

Costs of revenues were $63.2 million, an increase of 161.5% from the $24.2 million in the same period of 2020. The increase was primarily due to the increased units sold, as well as the increased weighted average unit cost as we added more leading brands into our cosmetic brands portfolio. Cost of sales as a percentage of total revenues was 92.9%, up from 89.7% in the same period of 2020.

 

Fulfillment expenses were $1.0 million, an increase of 30.7% from the $0.8 million in the same period of 2020. The increase in our fulfillment expenses is primarily attributable to the increase in outbound freight costs resulting from increased sales. The fulfillment expenses as a percentage of total revenues was 1.4%, down from 2.8%, in the same period of 2020. The decrease was mainly due to more customers elected to self-pickup products purchased from the Company’s facilities which led to decrease in outbound freight costs.

 

Sales and marketing expenses were $2.5 million, an increase of 1,222.6% from the $0.2 million in the same period of 2020. The increase was primarily due to the increased marketing and promotion activities for further enhancing brand awareness in strategic geographic areas. Sales and marketing expense as percentage of total revenues was 3.6%, up from 0.7% in the same period of 2020.

 

General and administration expenses were $2.1 million, an increase of 178.0% from $0.7 million in the same period of 2020. The increase was primarily due to the increase in rental cost, payroll expenses in connection with our expansion, which included opening community buying stores (“Juhao Best Choice Stores”), as well as the increased headcount in general and administrative personnel. General and administration expenses as percentage of total revenues was 3.0%, up from 2.9% in the same period of 2020.

 

Operating loss

 

Operating loss was $0.6 million, compared with the operating income of $1.1 million in the same period of 2020. The decrease in income from operations is mainly attributable to the implementation of our business expansion with significant increase in our marketing expenses and cost of revenues.

 

Net loss

 

Net loss was $0.7 million, compared with net income of $0.8 million in the same period of 2020.

 

3

 

 

 

 

Earnings per share

 

The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). The Company’s each Preferred Share has voting rights equal to two Ordinary Shares of the Company and each Preferred Share is convertible into one Ordinary Share at any time. Except for voting rights and conversion rights, the Ordinary Shares and the Preferred Shares shall rank pari passu with one another and shall have the same rights, preferences, privileges and restrictions. For the half-year ended June 30, 2021 and 2020, the Company had no potential ordinary shares outstanding that could potentially dilute EPS in the future.

 

Cash and cash equivalents

 

As of June 30, 2021, the Company had cash and cash equivalents and restricted cash of $29.8 million, compared to the $18.2 million as of December 31, 2020.

 

About Jowell Global Ltd.

 

Jowell Global Ltd. (the “Company”) is one of the leading cosmetics, health and nutritional supplements and household products e-commerce platforms in China. We offer our own brand products to customers and also sell and distribute health and nutritional supplements, cosmetic products and certain household products from other companies on our platform. In addition, we allow third parties to open their own stores on our platform for a service fee based upon sale revenues generated from their online stores and we provide them with our unique and valuable information about market needs, enabling them to better manage their sales effort, as well as an effective platform to promote their brands. The Company also sells its products through authorized retail stores all across China, which operate under the brand names of “Love Home Store” or “LHH Store” and “Juhao Best Choice Store”. For more information, please visit http://ir.1juhao.com/

 

Exchange Rate

 

The Company’s financial information is presented in U.S. dollars (“USD”). The functional currency of the Company is the Chinese Yuan, Renminbi (“RMB”), the currency of the PRC. Any transactions which are denominated in currencies other than RMB are translated into RMB at the exchange rate quoted by the People’s Bank of China prevailing at the dates of the transactions, and exchange gains and losses are included in the statements of operations as foreign currency transaction gain or loss. The consolidated financial statements of the Company have been translated into U.S. dollars in accordance with ASC 830, “Foreign Currency Matters”.

 

This press release contains translations of certain RMB amounts into U.S. dollars (“USD”) at specified rates solely for the convenience of the reader. The exchange rates in effect as of June 30, 2021 and December 31, 2020 were RMB1 for $0.1548 and $0.1531, respectively. The average exchange rates for the six months ended June 30, 2021 and 2020 were RMB1 for $0.1545 and $0.1422, respectively.

 

4

 

 

 

 

Safe Harbor Statement

 

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. The Company may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. 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 investor and media inquiries, please contact:

 

In China:

 

Jowell Global Ltd.

Ms. Jessie Zhao

Phone: +86 189-6232-0955

Email: IR@1juhao.com

 

The Blueshirt Group

Ms. Susie Wang

Phone: +86 138-1081-7475

Email: susie@blueshirtgroup.com

 

In the United States:

 

The Blueshirt Group

Ms. Julia Qian

Phone: +1 973-619-3227

Email: Julia@blueshirtgroup.com

 

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JOWELL GLOBAL LTD

CONDENSED CONSOLIDATED BALANCE SHEETS

 

  June 30,     December 31,  
    2021     2020  
ASSETS   (Unaudited)        
Current Assets:            
Cash   $ 26,771,998     $ 18,244,055  
Restricted cash     2,999,990       -  
Notes receivable     139,364       -  
Accounts receivable     4,525,927       306,450  
Accounts receivable - related parties     820,177       682,315  
Advance to suppliers     8,369,242       2,125,548  
Advance to suppliers - related parties     -       583,387  
Inventories, net     15,128,748       7,398,248  
Deferred offering costs     -       420,968  
Prepaid expenses and other current assets     2,272,180       253,673  
Total current assets     61,027,626       30,014,644  
                 
Property and equipment, net     364,561       12,794  
Intangible assets, net     28,007       34,933  
Right of use lease assets, net     5,069,666       3,674,255  
Other non-current asset     2,323       121,848  
Deferred tax assets     6,454       6,380  
Total Assets   $ 66,498,637     $ 33,864,854  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current Liabilities:                
Short-term loan   $ 2,632,435     $ -  
Accounts payable     4,133,850       5,688,809  
Accounts payable - related parties     5,451,749       -  
Trade notes payable     9,875       580,896  
Deferred revenue     2,841,970       1,701,321  
Current portion of operating lease liabilities     949,416       721,003  
Accrued expenses and other liabilities     1,137,439       1,209,105  
Due to related parties     646,895       1,240,008  
Taxes payable     445,784       1,011,775  
Total current liabilities     18,249,413       12,152,917  
                 
Non-current portion of operating lease liabilities     4,090,853       2,967,193  
Total liabilities     22,340,266       15,120,110  
                 
Commitments and contingencies                
                 
Stockholders’ Equity                
Common stock, $0.0001 par value, 450,000,000 shares authorized, 25,470,854 and 21,149,425 issued and outstanding at June 30, 2021 and December 31, 2020, respectively     2,547       2,115  
Preferred stock, $0.0001 par value, 50,000,000 shares authorized, 750,000 issued and outstanding at June 30, 2021 and December 31, 2020, respectively     75       75  
Additional paid-in capital     40,011,905       14,171,120  
Statutory reserves     394,541       394,541  
Retained earnings     2,656,044       3,353,031  
Accumulated other comprehensive income     1,093,259       823,862  
Total Stockholders’ Equity     44,158,371       18,744,744  
                 
Total Liabilities and Stockholders’ Equity   $ 66,498,637     $ 33,864,854  

 

6

 

 

 

 

JOWELL GLOBAL LTD

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS)

(Unaudited)

 

For the Six Months Ended
June 30,
2021 2020
Net Revenues
Revenues - third party $ 66,822,990 $ 26,950,524
Revenues - related party 1,252,451 -
Total Net Revenues 68,075,441 26,950,524
                 
Operating Expenses:
Cost of revenues (63,212,058 ) (24,174,976 )
Fulfillment expenses (986,971 ) (755,141 )
Marketing expenses (2,460,195 ) (186,327 )
General and administrative expenses (2,056,529 ) (739,664 )
Total operating expenses (68,715,753 ) (25,856,108 )
                 
Income (Loss) From Operations (640,312 ) 1,094,416
                 
Other Income (Expenses), net (38,231 ) 15,315
                 
Income (Loss) Before Income Taxes (678,543 ) 1,109,731
                 
Provision for Income Taxes 18,444 277,843
                 
Net Income (loss) (696,987 ) 831,888
                 
Earnings Per share – Basic and Diluted $ (0.03 ) $ 0.04
                 
Weighted Average Shares Outstanding – Basic and diluted 23,594,306 20,000,000
                 
Net Income (loss) $ (696,987 ) $ 831,888
Other Comprehensive income, net of tax
Foreign currency translation gain (loss) 269,397 (74,490 )
Comprehensive Income (Loss) $ (427,590 ) $ 757,398

 

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JOWELL GLOBAL LTD

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE SIX MONTHS ENDED JUNE 30, 2021 AND 2020

(Unaudited)

 

    Common Stock     Preferred Stock     Additional
Paid-in
    Statutory     Retained     Accumulated
Other
Comprehensive
       
    Shares     Amount     Shares     Amount     Capital     Reserves     Earnings     Income (loss)     Total  
                                                       
Balance at January 1, 2021     21,149,425     $ 2,115       750,000     $ 75     $ 14,171,120     $ 394,541     $ 3,353,031     $ 823,862     $ 18,744,744  
                                                                         
Issuance of Ordinary Shares, net of offering expenses     4,271,429       427       -       -       25,684,937       -       -       -       25,685,364  
Share-based compensation     50,000       5       -       -       155,848       -       -       -       155,853  
Net loss for the period     -       -       -       -       -       -       (696,987 )     -       (696,987 )
Foreign currency translation gain     -       -       -       -       -       -       -       269,397       269,397  
                                                                         
Balance at June 30, 2021     25,470,854     $ 2,547       750,000     $ 75     $ 40,011,905     $ 394,541     $ 2,656,044     $ 1,093,259     $ 44,158,371  
                                                                         
Balance at January 1, 2020     20,000,000     $ 2,000       750,000     $ 75     $ 4,171,235     $ 94,837     $ 66,043     $ 40,456     $ 4,374,646  
                                                                         
Net income for the period     -       -       -       -       -       -       831,888       -       831,888  
Foreign currency translation loss     -       -       -       -       -       -       -       (74,490 )     (74,490 )
                                                                         
Balance at June 30, 2020     20,000,000     $ 2,000       750,000     $ 75     $ 4,171,235     $ 94,837     $ 897,931     $ (34,034 )   $ 5,132,044  

 

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JOWELL GLOBAL LTD

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

    For the Six Months Ended
June 30,
 
    2021     2020  
Cash flows from operating activities:            
Net income (loss)   $ (696,987 )   $ 831,888  
Adjustments to reconcile net income to net cash provided by operating activities:                
Depreciation and amortization     52,738       15,415  
Loss on disposal of equipment     -       1,266  
Amortization of operating lease right-of-use assets     441,527       -  
Inventory reserve     7,269       53,864  
Deferred income taxes     -       (13,466 )
Changes in operating assets and liabilities:                
Accounts receivables     (4,206,937 )     -  
Accounts receivable - related Parties     (129,681 )     -  
Trade notes receivable     (139,067 )     -  
Inventories     (7,635,775 )     475,559  
Advance to suppliers     (6,205,813 )     (230,401 )
Advance to suppliers - related parties     588,886       7,090,620  
Prepaid expenses and other current assets     (1,569,793 )     320,580  
Accounts payables     (1,617,395 )     (307,215 )
Accounts payables - related parties     5,440,124       -  
Trade notes payable     (576,517 )     -  
Deferred revenue     1,118,553       (449,819 )
Operating lease liabilities     (484,933 )     -  
Taxes payable     (576,478 )     58,031  
Accrued expenses and other liabilities     (85,487 )     (242,389 )
Net cash provided by (used in) operating activities     (16,275,766 )     7,603,933  
                 
Cash flows from investing activities:                
Due from related parties     (20,000 )     -  
Purchase of intangible assets     (11,647 )     -  
Purchase of equipment     (261,649 )     (479 )
Net cash used in investing activities     (293,296 )     (479 )
                 
Cash flows from financing activities:                
Net proceeds from the Initial Public Offering     25,685,364       -  
Proceeds from short-term loans     2,626,821       -  
Share-based compensation     155,853       -  
Repayment of related party loans     (595,103 )     (60,868 )
Net cash provided by financing activities     27,872,935       (60,868 )
                 
Effect of exchange rate changes on cash and restricted cash     224,059       (50,893 )
                 
Net increase in cash and restricted cash     11,527,933       7,491,693  
                 
Cash and restricted cash, beginning of period     18,244,055       11,511  
Cash and restricted cash, end of period   $ 29,771,988     $ 7,503,204  
                 
Supplemental disclosure information:                
Cash paid for income tax   $ 4,565     $ 279,518  
Cash paid for interest   $ 30,544     $ -  
                 
Supplemental non-cash activities:                
Cash paid in prior year for purchase of fixed assets   $ 122,997     $ -  

Right of use assets obtained in exchange for operating lease obligations

  $ 1,791,495     $ -  

 

9