WEB NEWS Auditor trail
ITEM 8.01 OTHER EVENTS
As previously disclosed, Success Holding Group International, Inc. (the "Company") engaged Marcum Bernstein & Pinchuk LLP ("Auditor") on October 15, 2015 as its independent registered public accounting firm to audit the Company's financial statements for the year ended December 31, 2014. Such audit is in its early stages and until such audit is completed, the Company, in conjunction with the Auditor, does not expect to complete the review of the Company's financial statements to be included in the quarterly report on Form 10-Q for the quarter ended September 30, 2015 ("Q3 10-Q"), which was due on November 16, 2015. The Company is continuing to work diligently with the Auditor to complete the audit the Company's financial statements for the year ended December 31, 2014 and it currently intends to file the Q3 10-Q as soon as practicable following completion of such audit.
Auditor trail
ITEM 4.01 CHANGES IN COMPANY'S CERTIFYING ACCOUNTANT.
During the two most recent fiscal years and through the Engagement Date, the Company has not consulted with Marcum regarding either:
1.The application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company's financial statements, and either a written report was provided to the registrant or oral advice was provided that the new accountant concluded was an important factor considered by the registrant in reaching a decision as to the accounting, auditing or financial reporting issue; or
Investor Alert
ITEM 8.01 OTHER EVENTS.
As previously stated in the Form 8-K file with the Securities and Exchange Commission on August 13, 2015, the independent registered public accounting firm of Success Holding Group International, Inc. (the “Company”) withdrew on August 10, 2015. As a result, the Company was not able to have the required auditor’s review completed in order to file its Form 10-Q for the quarterly period ended June 30, 2015. The Company engaged another independent public accountant , David Lee Hillary Jr. of Hillary CPA Group, to complete the required review of the Company’s financial statements for the period ended June 30, 2015 in order to file its Form 10-Q for the quarterly period ended June 30, 2015, which was filed on August 1 9 , 2015.
Comments & Business Outlook
Success Holding Group International, Inc. and Subsidiaries
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND OTHER COMPREHENSIVE LOSS
Three Months Ended June 30,
Six Months Ended June 30,
2015
2014
2015
2014
REVENUES
$
6,221,470
$
-
$
13,265,862
$
-
COST OF REVENUES
6,166,099
-
12,014,534
-
GROSS PROFIT
55,371
-
1,251,328
-
OPERATING EXPENSES:
Payroll and payroll related expenses
40,252
-
40,252
-
Professional fees
363,017
-
495,917
-
General and administrative expenses
302,063
3,002
889,785
19,657
TOTAL OPERATING EXPENSES
705,332
3,002
1,425,954
19,657
LOSS FROM OPERATIONS
(649,961
)
(3,002
)
(174,626
)
(19,657
)
OTHER (EXPENSE) INCOME:
Interest expense
(1,022
)
-
(2,035
)
-
Interest income
188
-
282
-
TOTAL OTHER (EXPENSE) INCOME
(834
)
-
(1,753
)
-
LOSS FROM OPERATIONS BEFORE TAXES
(650,795
)
(3,002
)
(176,379
)
(19,657
)
Benefit from income taxes
(167,975
)
-
(46,191
)
-
NET LOSS
(482,820
)
(3,002
)
(130,188
)
(19,657
)
Net loss attributable to the non-controlling interest
(15,830
)
-
(6,287
)
-
NET LOSS ATTRIBUTABLE TO SUCCESS HOLDING GROUP INTERNATIONAL, INC. COMMON STOCKHOLDERS
(498,650
)
(3,002
)
(136,475
)
(19,657
)
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation income
399
-
734
-
COMPREHENSIVE LOSS
$
(498,251
)
$
(3,002
)
$
(135,741
)
$
(19,657
)
LOSS PER SHARE:
Basic
$
(0.01
)
$
(0.00
)
$
(0.00
)
$
(0.00
)
Diluted
$
(0.01
)
$
(0.00
)
$
(0.00
)
$
(0.00
)
Weighted average number of common shares outstanding - Basic
37,245,000
36,680,000
37,233,951
36,680,000
Weighted average number of common shares outstanding - Diluted
37,745,000
36,680,000
37,733,951
36,680,000
Auditor trail
Item 8.01 Other Events.
As previously stated in the Form 8-K file with the Securities and Exchange Commission on August 13, 2015, the independent registered public accounting firm of Success Holding Group International, Inc. (the “Company”) withdrew on August 10, 2015. As a result, the Company is not currently able to have the required auditor’s review completed in order to file its Form 10-Q for the quarterly period ended June 30, 2015. The Company is actively seeking to engage a new independent registered public accounting firm and estimates it may take up to approximately 90 days to complete the financial statements and required review in order to file its Form 10-Q for the quarterly period ended June 30, 2015.
Auditor trail
Item 4.01 Changes in Company's Certifying Accountant.
On August 10, 2015, Success Holding Group International, Inc. (the "Registrant" or the 'Company") was notified by RBSM LLP ("RBSM"), that the firm resigned as the Registrant's independent registered public accounting firm. RBSM was engaged by the Company on March 27, 2015. RBSM did not issue an audit report on the Company’s December 31, 2014 and February 28, 2014 financial statements.
Since RBSM did not issue any report on the Company’s financial statements, none exist that contain an adverse opinion or disclaimer of opinion, or were not qualified or modified as to uncertainty, audit scope or accounting principles.
CFO Trail
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On August 6, 2015, the Board appointed Mr. Tristan Kuo as the Company's Chief Financial Officer, effective August 3, 2015.
There is no family relationship between Mr. Kuo and any of the Company's other officers and directors. There are no understandings or arrangements between Mr. Kuo and any other person pursuant to which Mr. Kuo was appointed as the Chief Financial Officer.
Other than disclosed herein, there have been no transactions, since the beginning of the Company's last fiscal year, or any currently proposed transaction, in which the Company was or is to be a participant and the amount involved exceeds $120,000, and in which Mr. Kuo had or will have a direct or indirect material interest.
Y. Tristan Kuo, Age 60, has more than 30 years of experience in accounting, financing and information system for companies in the consulting, bio-pharmaceutical, manufacturing, commodity trading and banking industries and has served in the capacity of CFO, VP-Finance, VP-MIS and Controller. Of these years, Mr. Kuo has worked in the United States for 24 years and in Asia for 9 years. Prior to joining the company as the CFO on August 6, 2015, Mr. Kuo was an Engagement Partner of Tatum, a Randstad Company, from December 2014 to July 2015 and an independent board member of KBS Fashion Group, a NASDAQ listed company, from August 2014 to March 2015. Prior to that, Mr. Kuo was the Chief Financial Officer of Crown Bioscience, Inc. between June 2012 and November 2013. Prior to that, Mr. Kuo worked for the China Biologic Products, a NASDAQ listed company, as CFO from September 2007 through May 2012. Prior to that, Mr. Kuo worked for Noble Group in Hong Kong as the Senior Business Analysis Manager from February through August 2007. Prior to that, Mr. Kuo served as the CFO of Cuisine Solution, Inc., a then AMX listed company in Alexandria, Virginia, from December 2002 to January 2007. Mr. Kuo also served as the Vice President of Information System for Zinc Corporation of America in Monaca, Pennsylvania from 2001 and 2002 and as Chief Information Officer and Controller of Wise Metals Group in Baltimore, Maryland, the largest independent aluminum sheet producer in the U.S., from 1991 to 2001. Mr. Kuo obtained his Master's degree in Accounting from The Ohio State University and Bachelor's degree in Economics from Soochow University in Taipei.
Pursuant to the terms of the Employment Agreement between the Company and Tristan Kuo dated August 6, 2015 (the "Agreement"), Mr. Kuo will receive (i) an annual base salary of $100,000, (ii) an annual cash bonus in an amount equal to one month's base salary, (iii) 20,000 shares of the Company's common stock, vesting in 12 monthly installments starting on the commencement date of the employment, and (iv) an option to purchase 60,000 shares of the Company's common stock at an exercise price of $4.00 per share, vesting in 12 months if the Company renew the Agreement. The Agreement expires on July 31, 2016, unless otherwise terminated in accordance to the Agreement or extended.
Comments & Business Outlook
Success Holding Group International, Inc. and Subsidiaries
OTHER COMPREHENSIVE INCOME (LOSS)
Three Months Ended March 31,
2015
2014
REVENUES
$
7,044,392
$
-
COST OF REVENUES
5,848,435
-
GROSS PROFIT
1,195,957
-
OPERATING EXPENSES:
Professional fees
132,900
-
General and administrative expenses
587,722
16,655
TOTAL OPERATING EXPENSES
720,622
16,655
INCOME (LOSS) FROM OPERATIONS
475,335
(16,655
)
OTHER (EXPENSE) INCOME:
Interest expense
(1,013
)
-
Interest income
94
-
TOTAL OTHER (EXPENSE) INCOME
(919
)
-
INCOME (LOSS) FROM OPERATIONS BEFORE TAXES
474,416
(16,655
)
Provision for income taxes
121,784
-
NET INCOME (LOSS)
352,632
(16,655
)
Net loss attributable to the non-controlling interest
9,543
-
NET INCOME (LOSS) ATTRIBUTABLE TO SUCCESS HOLDING GROUP INTERNATIONAL, INC. COMMON STOCKHOLDERS
362,175
(16,655
)
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation income
335
-
COMPREHENSIVE INCOME (LOSS)
$
362,510
$
(16,655
)
EARNINGS (LOSS) PER SHARE:
Basic
$
0.01
$
(0.00
)
Diluted
$
0.01
$
(0.00
)
Weighted average number of common shares outstanding - Basic
37,222,778
36,680,000
Weighted average number of common shares outstanding - Diluted
37,722,778
36,680,000
Management Discussion and Analysis
During the three month period ended March 31, 2015, we generated revenue of $7,044,392 compared to $0 for the three months ended March 31, 2014. During the three month period ended March 31, 2015, the majority of our revenue was generated from certain major customers as follows: (i) $2,070,000 from Rich Harvest Co., Ltd; (ii) $2,470,000 from Big Station Co., Ltd.; and (iii) $1,940,420 from Beyond Excellence Co., Ltd. During the three month period ended March 31, 2015, we incurred $5,848,435 compared to $0 for the three months ended March 31, 2014 in cost of revenues thus resulting in a gross profit of $1,195,957.
Including a provision for income taxes of $121,784 as of March 31, 2015, our net income for the three month period ended March 31, 2015 was $352,632 compared to a net loss of $(16,655), an increase of $369,287.
Investor Alert
EXPLANATORY NOTE
Auditor trail
ITEM 4.01 CHANGES IN COMPANY'S CERTIFYING ACCOUNTANT.
The reports of Yeh on the Company’s consolidated financial statements for the Company’s ten months ended December 31, 2014 did not contain any adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle. The decision to change accountants was approved by the Company’s Board of Directors.
During the ten month ended December 31, 2014 and through March 27, 2015, the Company has not had any disagreements with Yeh on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to Yeh’s satisfaction, would have caused it to make reference to the subject matter of the disagreements in connection with its report on the Company’s financial statements for the ten months ended December 31, 2014.
During the ten month ended December 31, 2014 and through March 27, 2015, there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Yeh with a copy of this disclosure set forth under this Item 4.01 and was requested to furnish a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the above statements. A copy of the letter from Yeh is attached hereto as Exhibit 16.1
Comments & Business Outlook
TAIPEI, TAIWAN--(Marketwired - Jan 15, 2015) - Success Holding Group International, Inc. (OTCQB : SHGT) has filed its Quarterly Report on Form 10-Q together with financial statements for the nine-month period ended November 30, 2014 with the United States Securities and Exchange Commission.
As of November 30, 2014, SHGT earned gross revenues of $12,250,000. After cost of sales of $7,360,000 and operating expenses of $1,853,094, SHGT recorded net income of approximately $2,929,320. As of November 30, 2014, SHGT current assets were $2,976,296 and its current liabilities were $85,233 resulting in a working capital surplus of $2,885,237.
Based on its financial performance, management of SHGT is cautiously optimistic and believes SHGT will be increasing its assets during the next quarter with potential estimated revenue of $18,000,000 and forecasts net profit EPS between $0.40 and $0.50.
SHGT has changed its fiscal year end to December 31st.
Comments & Business Outlook
For the Three Months Ended
For the Nine Months Ended
November 30
November 30
2014
2013
2014
2013
Revenue
$
12,060,500
$
-
$
12,250,500
$
-
Cost of Sales
7,360,000
7,460,000
Gross Margin
4,700,500
-
4,790,500
-
Operating Expenses
General and administrative
1,839,523
7,358
1,853,094
7,360
Net Income (Loss) from Operation
2,860,977
(7,358
)
2,937,406
(7,360
)
Other Income
55
-
11,561
-
Loss from associate
19,647
-
19,647
-
Net Income (Loss) from Operation before Taxes
2,841,385
(7,358
)
2,929,320
(7,360
)
Provision for Income Taxes
-
-
-
-
Net Income (Loss)
$
2,841,385
$
(7,358
)
$
2,929,320
$
(7,360
)
Earnings (Loss) per common share-Basic and diluted
$
0.0775
$
(0.0002
)
$
0.0799
$
(0.0002
)
Weighted Average Number of Common Shares Outstanding Basic and diluted
36,680,000
36,680,000
36,680,000
36,680,000
Management Discussion and Analysis
During the three month period ended November 30, 2014, we generated revenue of $12,060,500 compared to $-0- for the three month period ended November 30, 2013. The revenue was generated from the seminars. During the three month period ended November 30, 2014, we incurred $7,360,000 (2013: $-0-) in cost of sales thus resulting in a gross margin of $4,700,500.
During the three month period ended November 30, 2014, we incurred general and administrative expenses $1,839,523 compared to $7,358 incurred during the three month period ended November 30, 2013, which is an increase of $1,832,165. General and administrative expenses increased during the three month period ended November 30, 2014 as compared to the three month period ended November 30, 2013 due to the increase in compensation expense as well as professional and consulting fees resulting from increased scale of operations. General and administrative expenses related to corporate overhead, financial and administrative contracted services.
Our net income from operations for the three month period ended November 30, 2014 was $2,841,385 compared to a net loss from operations of $7,358 for the three month period ended November 30, 2013 due to the factors discussed above.
During the three month period ended November 30, 2014, we also recorded other income of $55 (2013: $-0-). The increase in other income is due to interest income in 2014. We had loss from associate due to application of equity method during the three month period ended November 30, 2014.
Thus, our net income for the three month period ended November 30, 2014 was $2,841,385 or per share of $0.0775 compared to a net loss of $7,358 or per share of $0.0002. The weighted average number of shares outstanding during both three month periods ended November 30, 2014 and 2013 was 36,680,000 (which takes into consideration the Forward Stock Split).
Comments & Business Outlook
SECTION 1. REGISTRANT’S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On November 19, 2014, the Board of Directors of Success Holding Group International, Inc., a Nevada corporation (the "Company"), authorized the execution of that certain production and distribution agreement (the "Production Agreement") with Shengda Movie Production ("Shengda"), pursuant to which Shengda will produce a motivational Internet movie series titled "High-Heels" (the "Inspirational Movie"). In accordance with the terms of the Production Agreement, Shengda authorized the Company to film and distribute the Inspirational Movie, whereby each episode shall be approximately 25 minutes long at a fee of $7,500,000 per episode (including script fee of $1,500,000 (the "Fee"). The Fee will be paid by the Company in installments, which covers production, marketing, and distribution as follows: (i) 30% ($2,250,000) payable within five days after execution of the Production Agreement and Shengda must complete the execution of the performance agreement with the cast within five days from execution of the Production Agreement; (ii) 20% ($1,500,000) payable within three days of confirming the financial version of the movie script and production plan by Shengda; (iii) 20% ($1,500,000) payable within one week of Shendga commencing its production and filming; (iv) 20% ($1,500,000) payable upon Shengda completing half of the production pursuant to which Shengda is required to provide the Company with progress plan beforehand; and (v) $10% ($750,000) payable within three days after Shengda completes the filming and production of the Inspirational Movie as approved by the People's Republic of China pertaining to any applicable laws and the delivery of the completed Inspirational Movie to the Company and the Inspirational Movie is broadcasted on one of the six Internet platforms.
In further accordance with the terms and provisions of the Production Agreement, Shengda must complete the filming and production of the Inspirational Movie before December 31, 2015 and shall be responsible for all advertisements, including writing materials. Shengda also agreed that the Inspirational Movie will be broadcasted on one of the six largest Chinese internet video platforms and released on the Satellite Television and CCTV. Profits from the Inspirational Movie, after deduction of necessary production expenses, will be distributed equally between Shengda and the Company.
Deal Flow
SECTION 1. REGISTRANT’S BUSINESS AND OPERATIONS
On November 10, 2014, the Board of Directors of Success Holding Group International, Inc., a Nevada corporation (the "Company"), authorized the execution of that certain definitive acquisition and stock exchange agreement (the "Acquisition Agreement") with Freedom Energy Holdings Inc. ("Freedom Energy"), pursuant to which the Company acquired from Freedom Energy 550 shares of common stock of Launch TV Network Company, a Virginia corporation ("Launch TV"), representing a 55% equity interest in Launch TV. In further accordance with the terms and provisions of the Acquisition Agreement and in exchange therefor, the Company agreed to issue 500,000 shares of its restricted common stock to Freedom Energy and Freedom Energy agreed to hold the 500,000 shares of common stock for a period of 24-months prior to selling such shares in the marketplace.
Stock Option Agreement
On November 30, 2014, the Company entered into that certain stock option agreement (the "Stock Option Agreement") with New Opportunity Business Solutions, Inc ("New Opportunity"), pursuant to which the Company agreed to grant an option to Brian Kistler through New Opportunity to purchase 500,000 shares of the Company's common stock at a purchase price of $5.00 (the "Option"). The Option was granted by the Company as consideration for Kistler's role in identifying, negotiating and consummation the Acquisition Agreement and the Company's equity interest in Launch TV.
Mr. Kistler is the President and a member of the Board of Directors of the Company and the President of New Opportunity, and the Board of Directors acknowledged the potential conflict of interest with Kistler regarding the Acquisition Agreement and the Stock Option Agreement. Mr. Kistler also acknowledged his potential conflict of interest and although he executed the Consent Resolutions of the Board of Directors, Mr. Kistler abstained from approval of the Acquisition Agreement and Stock Option Agreement, which was been approved by a majority of the directors in that meeting of the Board of Directors held on November 24, 2014.
SECTION 3. SECURITIES AND TRADING MATTERS
Effective on November 10, 2014, the Board of Directors approved the issuance of the 500,000 shares of common stock to Freedom Energy in accordance with the terms and provisions of the Acquisition Agreement. The shares of common stock were issued at $2.80 per share. The shares of common stock were issued to Freedom Energy in reliance on Section 4(2) promulgated under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements.
Comments & Business Outlook
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Success Drink Group was created to market the Company's new health drink product, 888 Success Drink, within China by utilizing five major consumer chain pathways with intentions to distribute to approximately 20,000 to 30,000 chain supermarkets during 2015.
Comments & Business Outlook
TAIPEI, TAIWAN--(Marketwired - Nov 11, 2014) - Successful Holding Group International Inc. (OTCQB: SHGT) announced gross revenues of approximately USD $5,125,000 during October 2014, with approximately $3,651,470 resulting from weekly training seminars, and $1,473,530 from advertising sponsorship in the Internet movie.
Reverse Merger Activity
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
StatClash is a start-up daily fantasy sports site based in Mount Clemens, Michigan. StatClash's virtual games allow sports fans the excitement of season long fantasy sports in any one given day. With daily fantasy sports, users have more flexibility when it comes to choosing players. They are not confined to the same team for an entire season. Users can also start playing at any point whereas season-long fantasy sports participants cannot play if they miss the draft. Finally, StatClash's daily fantasy sports offer a simplicity and convenience unmatched by season-long fantasy play, which requires a much more significant time investment. StatClash will offer a wider selection of sports and league that its competitors as well as a superior interface and higher quality features, including mobile play for users on the go.
Notable Share Transactions
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
StatClash is a start-up daily fantasy sports site based in Mount Clemens, Michigan. StatClash's virtual games allow sports fans the excitement of season long fantasy sports in any one given day. With daily fantasy sports, users have more flexibility when it comes to choosing players. They are not confined to the same team for an entire season. Users can also start playing at any point whereas season-long fantasy sports participants cannot play if they miss the draft. Finally, StatClash's daily fantasy sports offer a simplicity and convenience unmatched by season-long fantasy play, which requires a much more significant time investment. StatClash will offer a wider selection of sports and league that its competitors as well as a superior interface and higher quality features, including mobile play for users on the go.
Comments & Business Outlook
SUCCESS HOLDING GROUP INTERNATIONAL INC.
(A Development Stage Company)
Consolidated Statement Of Operations
(Unaudited)
For the Three Months Ended
For the Six Months Ended
For the Period July 5, 2012 (Inception) to August 31
2014
2013
2014
2013
2014
Revenue
$
190,000
$
-
$
190,000
$
-
$
190,000
Cost of Sales
100,000
100,000
100,000
Gross Margin
90,000
-
90,000
-
90,000
Operating Expenses
General and administrative
10,355
7,358
13,571
7,360
46,174
Net Income (Loss) from Operation
79,645
(7,358
)
76,429
(7,360
)
43,826
Other Income
11,506
-
11,506
-
11,506
Net Income (Loss) from Operation before Taxes
91,151
(7,358
)
87,935
(7,360
)
55,332
Provision for Income Taxes
-
-
-
-
-
Net Income (Loss)
$
91,151
$
(7,358
)
$
87,935
$
(7,360
)
$
55,332
Earnings (Loss) per common share-Basic and diluted
$
0.0025
$
(0.0002
)
$
0.0024
$
(0.0008
)
Weighted Average Number of Common Shares Outstanding Basic and diluted
36,680,000
36,680,000
36,680,000
9,170,000
Management Discussion and Analysis
Three Month Period Ended August 31, 2014 Compared to Three Month Period Ended August 31, 2013.
During the three month period ended August 31, 2014, we incurred general and administrative expenses $10,355 compared to $7,358 incurred during the three month period ended August 31, 2013, which is an increase of $2,997. General and administrative expenses increased during the three month period ended August 31, 2014 as compared to the three month period ended August 31, 2013 due to the increase in professional and consulting fees resulting from increased scale of operations. General and administrative expenses related to corporate overhead, financial and administrative contracted services.
Our net income from operations for the three month period ended August 31, 2014 was $79,645 compared to a net loss from operations of $7,358 for the three month period ended August 31, 2013 due to the factors discussed above.
During the three month period ended August 31, 2014, we also recorded other income of $11,506 (2013: $-0-). The increase in other income is due to debt forgiveness from related parties and interest income in 2014.
Thus, our net income for the three month period ended August 31, 2014 was $91,151 or per share of $0.0025 compared to a net loss of $7,358 or per share of $0.0002. The weighted average number of shares outstanding during both three month periods ended August 31, 2014 was 36,680,000 (which takes into consideration the Forward Stock Split).
Comments & Business Outlook
TAIPEI, TAIWAN--(Marketwired - Oct 8, 2014 ) - CNA News: Success Holding Group International Inc. (OTCQB: SHGT), has received a $2,700,000 loan from its majority shareholder, increasing its balance sheet by $2,000,000 in assets and $2,700,000 in liabilities. SHGT realized revenues of approximately $2,090,000 in September from weekly training seminars by CEO Steve Chen ($1,500,000) and advertising sponsorship of the Internet movie "The Pronunciation of Love" ($590,000). Management believes SHGT is transitioning to full operating status, anticipating fiscal year pre-tax earnings of approximately $0.40 per share and fully expects future earnings to continue increasing.
Future Business Operations
SHGT is currently seeking private/public companies in Asia as acquisition/merger candidates. SHGT is currently trading on the USA OTC markets. However, it is Mr. Chen's vision to have SHGT listed on the NASDAQ in the near future for more leverage to acquire additional and more valuable companies in Asia. Mr. Chen and SHGT will focus on integration of chain stores and brand names, IOT (Internet of Things), alternative energy technology, internet and logistics. Mr. Chen stated, "Through the newly structured public company, we will be able to pursue more aggressively to acquire quality companies in Asia. We have plans to invest or acquire up to 30 companies within the next ten to fifteen years, and our shareholders should be able to reap the benefit of the higher growth potential in the Asia region."
Deal Flow
TAIPEI, TAIWAN--(Marketwired - Oct 8, 2014) - CNA News: Success Holding Group International Inc. (OTCQB: SHGT), has received a $2,700,000 loan from its majority shareholder, increasing its balance sheet by $2,000,000 in assets and $2,700,000 in liabilities. SHGT realized revenues of approximately $2,090,000 in September from weekly training seminars by CEO Steve Chen ($1,500,000) and advertising sponsorship of the Internet movie "The Pronunciation of Love" ($590,000). Management believes SHGT is transitioning to full operating status, anticipating fiscal year pre-tax earnings of approximately $0.40 per share and fully expects future earnings to continue increasing.
Future Business Operations
Acquisition Activity
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
Mr. Chen is the Chairman of the Board of Directors of the Company and Mr. Hong is the Chief Executive Officer and a member of the Board of Directors of the Company. Thus, this was an affiliate transaction.
On August 15, 2014, the Board of Directors of the Company authorized the execution of that certain form of transfer of shares between the Company and Wen-Chi Huang (the "Transfer of Shares"). In accordance with the Transfer of Shares, the Company acquired all of the total issued and outstanding ordinary shares of Celebrity Enterprise Co., Ltd, a corporation incorporated under the laws of the Republic of Seychelles ("CEC"). The Company acquired an aggregate 10,000 ordinary shares of CEC from Wen-Chi Huang for good and valuable consideration in the amount of $10,000. Thus, CEC is a wholly-owned subsidiary of the Company.
Deal Flow
TAIPEI, TAIWAN--(
Marketwired - Aug 26, 2014 ) - Success Holding Group Int'l Inc. (OTCQB: SHGT) (hereinafter "SHGT") (www.shgtusa.com) is announcing a Reg-S financing for up to $2,000,000 at a price of $1.00 per share. The funding is expected to close on or before October 31st, 2014. Proceeds from the financing will be used to fund the internet movies previously announced, as well as mergers and acquisitions. The internet movies filming in China cost approximately $600,000 and management anticipates a return of $1,000,000 to $2,000,000 per movie. Once the scripts are finalized it takes about 6 months to shoot and release them on the internet. SHGT expects to release 1 or 2 movies every month starting early in 2015.
Reverse Merger Activity
On June 13, 2014, there was a change in control of Macco International Corp., a corporation organized under the laws of the State of Nevada (the "Company").
In accordance with the terms and provisions of that certain stock purchase agreement dated April 23, 2014 (the ("Stock Purchase Agreement") by and among Sandu Mazilu and Ana Mazilu, equity holders in the aggregate of 6,200,000 shares of common stock of the Company (collectively, the "Control Block Shareholders"), and Success Holding Group Corp., a Nevada corporation (the "Control Block Purchaser"), the Control Block Purchaser purchased from the Control Block Shareholders all of the 6,200,000 shares of common stock held of record, respectively.
Therefore, in accordance with the terms and provisions of the Stock Purchase Agreement, the Company accepted the resignations of its sole officer and director, Sandu Mazilu as President/Chief Executive Officer, Secretary, Treasurer/Chief Financial Officer, effective June 13, 2014. Simultaneously, the Board of Directors appointed the following individuals: (i) Steve Chen as a member of the Board of Directors and the Chief Executive Officer; and (ii) Brian Kistler as a member of the Board of Directors and the President, Secretary and Treasurer/Chief Financial Officer.
Steve Chen Biography . During the past twenty years, Mr. Chen has been involved with a number of merger and acquisition activities involving both publicly traded and private companies. Several of the acquisitions involved the integration of chain stores and brand names, fiber optics, alternative energy technology, the Internet and logistics. Mr. Chen is also a renowned inspirational marketing speaker and a top-selling author of numerous self motivation books and multi-media courses. Mr. Chen is current the chairman of Success Holding Group Inc. (Cayman Islands) and the chairman of Success Prime Corp. (Taiwan). Mr. Chen was born in Taiwan and studied at Pepperdine University. He currently resides in both Taiwan and China.
Brian Kistler Biography. Mr. Kistler has extensive work history of over twenty five years in the financial services industry. He began working at the securities firm Edward Jones in 1987. Mr. Kistler then joined Linsco/Private Ledger in 1992, an independent broker/dealer firm, where he worked as an independent contractor. In 1994 he was recruited by broker/dealer Hilliard Lyons to develop the northeast area of Indiana. In 1999 Mr. Kistler joined Raymond James & Associates to manage their recently acquired Fort Wayne, Indiana office. Subsequently, he became the manager of nine (9) Raymond James offices in northern Indiana. During his time as manager, the revenues and assets under management grew substantially as a direct result of Mr. Kistler's ability to recruit, retain and train high quality financial advisers. Mr. Kistler left Raymond James in December 2005 to focus on the development of the Freedom Energy Holdings. Mr. Kistler is the founder of the Freedom Energy Holdings and serves as president and as its chief executive officer. Mr. Kistler serves as consultant to many public companies, assisting with the preparation and compliance of regulatory filings and corporate governance.
