UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of December 2022
Commission File Number 001-39564
Mingzhu Logistics Holdings Limited
(Translation of registrant’s name into English)
27F, Yantian Modern Industry Service Center
No. 3018 Shayan Road, Yantian District
Shenzhen, Guangdong, China 518081
(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 by furnishing the information contained in this Form, the registrant 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): 82-______
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.
| MINGZHU LOGISTICS HOLDINGS LIMITED | |||
| Date: December 28, 2022 | |||
| By: | /s/ Jinlong Yang | ||
| Name: | Jinlong Yang | ||
| Title: | Chief Executive Officer | ||
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EXHIBIT INDEX
| Exhibit Number |
Description | |
| 99.1 | Press Release |
2
Exhibit 99.1
Mingzhu Announces Unaudited Financial Results for the Six Months Ended June 30, 2022
SHENZHEN, China, December 28, 2022 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (NASDAQ: YGMZ), an elite provider of logistics and transportation services to businesses, today announced its financial results for the six months period ended June 30, 2022.
Mr. Jinlong Yang, CEO of MingZhu, commented, “We ended the first half of 2022 in a stronger financial performance, with 528% year over year revenue growth, with positive net income of $0.07 per share compared to a loss in the year ago period. We have been successfully executing on multiple fronts, while continuing to navigate the challenged COVID-19 environment. Of note, we have shifted to an asset-light strategy.”
Mr. Jinlong Yang, CEO of MingZhu, continued, “We continue to make significant progress in our business diversification strategy, including the successful acquisition of Yinhua (BVI) Limited (the “Yinhua”) in March 2022, that directly increased our revenue by $13 million for the six months ended June 30, 2022. We reentered the coal transportation market with our asset-light strategy during the first half year of 2022. We are aiming to further strengthen our market reach and extend our progress in the near future. Our team is confident that we can align our business direction and strategic objectives to achieve long-term stable and sustainable performance growth in the post-epidemic era.”
Financial Results for the Six Months Ended June 30, 2022
Revenue for the six months ended June 30, 2022, increased by $50.7 million, or 528.1%, to $60.3 million from $9.6 million for the same period of last year. This increase was mainly attributable to the acquisition of Cheyi (BVI) Limited (the “Cheyi”) and Yinhua.
General and administrative expenses increased by $158,001, or 16.9%, to $1,090,410 for the six months ended June 30, 2022, from $932,409 for the same period of last year. The increase was primarily due to the decrease of professional fees and the increase from two newly acquired businesses. Total operating expenses increased by $49.2 million, or 534.8%, to $58.4 million for the six months ended June 30, 2022, from $9.2 million for the same period of last year.
Net income increased by $2,000,827, or 562.4%, to $1,645,083 for the six months ended June 30, 2022, from a loss of $355,744 for the same period of last year. Net income margin was 2.7% for the six months ended June 30, 2022, compared to -3.7% for the same period of last year. The increase in net income was primarily due to the effect of our asset-light strategy and the acquisition of Cheyi and Yinhua.
Balance Sheet and Cash Flow
As of June 30, 2022, the Company had a balance of cash of $3.7 million compared to $5.8 million at December 31, 2021. The decrease was due to the cash payment made for the acquisition of Yinhua. Accounts receivable were $23.3 million as of June 30, 2022, compared to $3.7 million as of December 31, 2021. The increase of accounts receivable was mainly due to the acquisition of Yinhua, which had a significant expansion in second quarter of 2022. The balance of prepayment to suppliers was $4.4 million as of June 30, 2022, compared to $5.5 million as of December 31, 2021. The decrease was attributable to the Company’s partial retrieved payments back from suppliers. Loans receivable was increased by $12.9 million as the Company continue to build up strategic alliance as planned. Total working capital was $11.0 million as of June 30, 2022, compared to $5.3 million as of December 31, 2021.
Net cash used in operating activities was $4.0 million for the six months ended June 30, 2022, compared to net cash used in operating activities of $5.0 million for the same period of last year. The decrease was primarily due to the decrease in payment to suppliers. Resulting from the new purchases of equipment, net cash used in investing activities was increased from $57,204 for the six months ended June 30, 2021, to $932,790 for the six months ended June 30, 2022. Net cash provided by financing activities was $2.8 million for the six months ended June 30, 2022, compared to net cash provided by financing activities of $7.6 million for the same period of last year. This decrease was primarily due to the decrease in proceeds from equity financing activities and the loan from commercial banks.
About MingZhu Logistics Holdings Limited (NASDAQ: YGMZ)
Established in 2002 and headquartered in Shenzhen, China, MingZhu Logistics Holdings Limited is a 4A-rated professional trucking service provider. Based on the Company’s regional logistics terminals in Guangdong Province, MingZhu Logistics Holdings offers tailored solutions to our clients to deliver their goods through our network density and broad geographic coverage across the country by a combination of self-owned fleets tractors and trailers and subcontractors’ fleets. For more information, please visit ir.szygmz.com.
Forward-Looking Statements
The statements in this press release regarding the Company’s future expectations, plans and prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements regarding plans, goals, objectives, strategies, future events, expected performance, assumptions and any other statements of fact that have not occurred. Any statements that contain the words “may”, “will”, “want”, “should”, “believe”, “expect”, “anticipate”, “estimate”, “calculate” or similar statements that are not factual in nature are to be considered forward-looking statements. Actual results may differ materially from historical results or from those expressed in these forward-looking statements as a result of a variety of factors. These factors include, but are not limited to, the Company’s strategic objectives, the Company’s future plans, market demand and user acceptance of the Company’s products or services, technological advances, economic trends, the growth of the trucking services market in China, the Company’s reputation and brand, the impact of industry competition and bidding, relevant policies and regulations, fluctuations in China’s macroeconomic conditions, and the risks and assumptions disclosed in the Company’s reports provided to the CSRC (China Security Regulatory Commission) For these and other related reasons, we advise investors not to place any reliance on these forward-looking statements, and we urge investors to review the Company’s relevant SEC filings for additional factors that may affect the Company’s future results of operations. The Company undertakes no obligation to publicly revise these forward-looking statements subsequent to the filing of these documents as a result of changes in particular events or circumstances.
For further information, please contact:
MingZhu Logistics Holdings Limited
Jingwei Zhang
Email: company@szygmz.com
Phone: +86 186-5937-1270
Investor Relations
David Pasquale
Global IR Partners
Email: YGMZ@globalirpartners.com
Phone: +1-914-337-8801
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MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
| * | Loans receivable mainly comprise of interest-free advances to third parties as a result of strategic business cooperation. |
| ** | Giving retroactive effect to the re-denomination and nominal issuance of shares effected on February 12, 2020, and the surrender and cancellation of shares effected on May 21, 2020. |
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MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(Unaudited)
| For the Six Months Ended June 30, | ||||||||
| 2022 | 2021 | |||||||
| USD | USD | |||||||
| REVENUES | $ | 60,330,761 | $ | 9,602,080 | ||||
| COSTS AND EXPENSES | ||||||||
| Transportation costs | 17,953,860 | 8,229,288 | ||||||
| Costs of rental services | 24,962,970 | - | ||||||
| Costs of insurance services | 12,740,606 | - | ||||||
| General and administrative expenses | 1,090,410 | 932,409 | ||||||
| Sales and marketing expenses | 1,675,095 | 53,443 | ||||||
| Total costs and expenses | 58,422,941 | 9,215,140 | ||||||
| INCOME FROM OPERATIONS | 1,907,820 | 386,940 | ||||||
| OTHER (EXPENSES) INCOME | ||||||||
| Interest expenses | (652,372 | ) | (235,268 | ) | ||||
| Other expenses | (358,267 | ) | (657,745 | ) | ||||
| Other income | 1,237,049 | 191,048 | ||||||
| Total other income (expenses), net | 226,410 | (701,965 | ) | |||||
| INCOME (LOSS) BEFORE INCOME TAXES | 2,134,230 | (315,025 | ) | |||||
| PROVISION FOR INCOME TAXES | 489,147 | 40,719 | ||||||
| NET INCOME | 1,645,083 | (355,744 | ) | |||||
| OTHER COMPREHENSIVE (LOSS) INCOME | ||||||||
| Foreign currency translation adjustment | (229,321 | ) | (394,292 | ) | ||||
| COMPREHENSIVE INCOME | $ | 1,415,762 | $ | (750,036 | ) | |||
| Weighted average shares used in computation: | ||||||||
| Basic* | 21,429,877 | 14,387,374 | ||||||
| Diluted* | 20,885,442 | 15,985,367 | ||||||
| (LOSS) EARNINGS PER SHARE - BASIC* | $ | 0.07 | $ | (0.02 | ) | |||
| (LOSS) EARNINGS PER SHARE - DILUTED* | $ | 0.07 | $ | (0.02 | ) | |||
| * | Giving retroactive effect to the re-denomination and nominal issuance of shares effected on February 12, 2020, and the surrender and cancellation of shares effected on May 21, 2020. |
4
MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
| Share | Additional | Accumulated Other Comprehensive | ||||||||||||||||||||||||||||||
| Shares* | Amount | Subscription Receivables | Paid-in Capital | Statutory Reserve | Retained Earnings | Income (Loss) | Total | |||||||||||||||||||||||||
| USD | USD | USD | USD | USD | USD | USD | ||||||||||||||||||||||||||
| BALANCE, December 31, 2021 | 19,134,277 | $ | 19,134 | $ | (847,086 | ) | $ | 41,792,071 | $ | 916,148 | $ | 5,929,043 | $ | (140,376 | ) | $ | 47,668,934 | |||||||||||||||
| Net income (loss) for the period | - | - | - | - | - | 1,645,083 | - | 1,645,083 | ||||||||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | - | - | - | (229,321 | ) | (229,321 | ) | ||||||||||||||||||||||
| Appropriation to statutory reserve | - | - | - | - | 86,861 | (86,861 | ) | - | - | |||||||||||||||||||||||
| Issuance of shares for acquisition | 3,826,000 | 3,826 | - | 15,629,414 | - | - | - | 15,633,240 | ||||||||||||||||||||||||
| BALANCE, June 30, 2022 | 22,960,277 | $ | 22,960 | $ | (847,086 | ) | $ | 57,421,485 | $ | 1,003,009 | $ | 7,487,265 | $ | (369,697 | ) | $ | 64,717,936 | |||||||||||||||
5
MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| For the Six Months Ended June 30, | ||||||||
| 2022 | 2021 | |||||||
| USD | USD | |||||||
| Cash flows from operating activities: | ||||||||
| Net income (loss) | $ | 1,645,083 | $ | (355,744 | ) | |||
| Adjustments to reconcile net income to net cash provided (used in by operating activities: | ||||||||
| Gain on disposals of equipment | - | (5,532 | ) | |||||
| Amortization of deferred financing fees | 26,607 | 57,199 | ||||||
| Depreciation for property and equipment | 3,441,564 | 747,316 | ||||||
| Deferred income tax (benefit) expenses | (24,798 | ) | 32,122 | |||||
| Changes in operating assets and liabilities | ||||||||
| Accounts receivable | (19,659,925 | ) | 3,051,083 | |||||
| Operating supplies | - | (81,282 | ) | |||||
| Prepayments | 1,080,484 | (9,370,842 | ) | |||||
| Other receivables | 702,011 | (5,888,995 | ) | |||||
| Loans receivable | (12,301,292 | ) | - | |||||
| Deposits | - | (4,031 | ) | |||||
| Accounts payable | 9,226,616 | (776,760 | ) | |||||
| Other payables and accrued liabilities | 9,259,017 | 9,129,748 | ||||||
| Tax payables | 2,572,424 | (1,558,220 | ) | |||||
| Net cash used in operating activities | (4,032,209 | ) | (5,023,938 | ) | ||||
| Cash flows from investing activities: | ||||||||
| Purchases of equipment | (1,343,653 | ) | (57,204 | ) | ||||
| Cash from acquisition of subsidiary | 410,863 | - | ||||||
| Net cash used in investing activities | (932,790 | ) | (57,204 | ) | ||||
| Cash flows from financing activities: | ||||||||
| Proceeds from short-term bank borrowings | 2,988,620 | 4,327,532 | ||||||
| Repayment of short-term bank borrowings | (1,122,278 | ) | (5,185,311 | ) | ||||
| Repayment of long-term bank borrowings | (149,756 | ) | - | |||||
| Repayments of loans from other financial institutions | (144,126 | ) | - | |||||
| Repayments of obligations under capital leases | (1,864,325 | ) | (236,116 | ) | ||||
| Amounts advanced from related parties | 3,128,231 | 4,158,734 | ||||||
| Repayments to related parties | - | (13,885,698 | ) | |||||
| Proceeds from initial public offering | - | 18,474,763 | ||||||
| Net cash provided by financing activities | 2,836,366 | 7,653,904 | ||||||
| Effect of exchange rate change on cash | 86,862 | 15,536 | ||||||
| Net (decrease) increase in cash, cash equivalents and restricted cash | (2,041,771 | ) | 2,588,298 | |||||
| Cash, restricted cash at beginning of the period | 5,752,117 | 11,605,625 | ||||||
| Cash at end of the period | $ | 3,710,346 | $ | 14,193,923 | ||||
| Supplemental disclosure of cash flow information: | ||||||||
| Interest paid | $ | 242,386 | $ | 200,435 | ||||
| Income tax paid | $ | 769,924 | $ | 990,349 | ||||
| Supplemental non-cash investing and financing information: | ||||||||
| Non-cash capital leases to acquire revenue equipment | $ | - | $ | (118,883 | ) | |||
| Uncollected receivable from disposal of revenue equipment | $ | - | $ | 9,221 | ||||
| Reconciliation to amounts on consolidated balance sheets: | ||||||||
| Cash | $ | 3,710,346 | $ | 4,693,923 | ||||
| Restricted cash | - | 9,500,000 | ||||||
| Total cash and restricted cash | $ | 3,710,346 | $ | 14,193,923 | ||||
6