Forward-Looking Statements





The following management's discussion and analysis should be read in conjunction
with our historical financial statements and the related notes thereto. The
management's discussion and analysis contain forward-looking statements, such as
statements of our plans, objectives, expectations and intentions. Any statements
that are not statements of historical fact are forward-looking statements. When
used, the words "believe," "plan," "intend," "anticipate," "target," "estimate,"
"expect" and the like, and/or future tense or conditional constructions ("will,"
"may," "could," "should," etc.), or similar expressions, identify certain of
these forward-looking statements. These forward-looking statements are subject
to risks and uncertainties, including those under "Risk Factors" in our Annual
Report filed with the SEC on March 24, 2021, as updated in subsequent filings we
have made with the SEC that could cause actual results or events to differ
materially from those expressed or implied by the forward-looking statements.
Our actual results and the timing of events could differ materially from those
anticipated in these forward-looking statements as a result of several factors.
We do not undertake any obligation to update forward-looking statements to
reflect events or circumstances occurring after the date of this Quarterly

Report.



Basis of Presentation



The following discussion highlights our results of operations and the principal
factors that have affected our financial condition as well as our liquidity and
capital resources for the periods described, and provides information that
management believes is relevant for an assessment and understanding of the
statements of financial condition and results of operations presented herein.
The following discussion and analysis are based on our unaudited financial
statements contained in this Quarterly Report, which we have prepared in
accordance with United States generally accepted accounting principles. You
should read the discussion and analysis together with such financial statements
and the related notes thereto.



Recent Developments


Hong Kong Wetouch Technology Limited, a limited company organized under the laws
of Hong Kong ("HK Wetouch"), an affiliate of Guangde Cai, our Chairman and
Director, was incorporated on December 3, 2020 under the laws of Hong Kong. HK
Wetouch was established to own all the outstanding shares of Sichuan Vtouch
Technology Co., Ltd., which was incorporated on December 30, 2020 ("Sichuan
Vtouch") in Chengdu, Sichuan, under the laws of The People's Republic of China
("PRC").



On March 12, 2021, Wetouch Holding Group Limited ("BVI Wetouch"), the Company's
wholly owned subsidiary, acquired all the outstanding shares of HK Wetouch from
the sole shareholder of HK Wetouch, Guangde Cai, in consideration of the payment
of HK$10,000 pursuant to instruments of transfer in accordance with Hong Kong
law. As a result of the acquisition, HK Wetouch became a wholly-owned subsidiary
of BVI Wetouch. BVI Wetouch owns (i) all the outstanding shares of Hong Kong
Wetouch, which, in turn, owns all the outstanding shares of Sichuan Wetouch and
(ii) all of the outstanding shares of HK Wetouch, which owns all the shares of
Sichaun Vtouch Technology Co., Ltd., a company incorporated under the laws

of
PRC.



On March 16, 2021, an indirectly wholly-owned operating subsidiary of the
Company, Sichuan Wetouch entered into an Agreement of Compensation on Demolition
("Compensation Agreement") with Sichuan Renshou Shigao Tianfu Investment Co.,
Ltd, a limited company owned by the local government (Sichuan Renshou"), for the
withdrawal of our right to use of state-owned land and the demolition of all
buildings, facilities and equipment on such land where we maintain our executive
offices, research and development facilities and factories at No.29, Third Main
Avenue, Shigao Town, Renshou County, Meishan City, Sichuan, China (the
"Property"). The Property, all buildings, facilities, equipment and all other
appurtenances on the Property are collectively referred to as "Properties". The
Compensation Agreement was executed and delivered as a result of guidelines (the
"Guidelines") published by the local government of with respect to local
environmental issues and a national overall plan on Tianfu New District, Meishan
City, Sichuan, PRC. In accordance with the Guidelines, a project named "Chaisang
River Ecological Wetland Park" is under construction in the areas where the
manufacturing facilities and properties of the Company are located. As a result,
Sichuan Wetouch must relocate. In consideration for such relocation, the owner
of the buildings on the state-owned land will be compensated.



In order to minimize the interruption of our business, Sichuan Vtouch entered
into a Leaseback Agreement with Sichuan Renshou on March 16, 2021. The Leaseback
Agreement entitles us to lease back the Properties commencing from April 1, 2021
until December 31, 2021, at a monthly rent of RMB300,000 (approximately
$46,154).



On March 18, 2021, Sichuan Wetouch received a total amount of RMB115.2 million
(approximately $17.7 million) as the total amount of compensation from Sichuan
Renshou, including RMB100.2 million ($15.4 million) based upon the appraised
value of the Properties plus an extra 15% relocation bonus of RMB15.0 million
($2.3 million).



5







We are actively searching for an appropriate parcel in Chengdu Medicine City
(Technology Park), Wenjiang District, Chengdu for the construction of our new
production facilities and office buildings. As of the date of this Form 10-Q, we
estimate that our capital needs for this acquisition and construction will be
approximately RMB170.0 million (approximately $26.2 million), but there is no
assurance that the estimated amount is sufficient to achieve our goals. We may
need additional financing for our business development. In addition, we expect
that this acquisition and construction will be completed prior to December 31,
2021, but there is no assurance and we may need extended time to achieve our
business plan. Pursuant to local PRC government guidelines on local environment
issues and the national overall plan, Sichuan Wetouch was under the government
directed relocation order to relocate no later than December 31, 2021 and was
compensated for RMB115.2 million ($17.8 million) from the local government for
the withdrawal of the right to use of state-owned land and the demolition of all
buildings, facilities, equipment and all other appurtenances on the land. On
March 2, 2021, HK Wetouch acquired all shares of Hong Kong Wetouch. On June 18,
2021, Hong Kong Wetouch started its dissolution process. In addition, the
Company is in the process of dissolving Sichuan Wetouch, and its business and
operations are being assumed by Sichuan Vtouch.



Overview



We were originally incorporated under the laws of the state of Nevada in August
1992. On October 9, 2020, we entered into a share exchange agreement (the "Share
Exchange Agreement") with BVI Wetouch and all the shareholders of BVI Wetouch,
to acquire all the issued and outstanding capital stock of BVI Wetouch in
exchange for the issuance to such shareholders an aggregate of 28 million shares
of our common stock (the "Reverse Merger"). The Reverse Merger closed on October
9, 2020. Immediately after the closing of the Reverse Merger, we had a total of
31,396,394 issued and outstanding shares of common stock. As a result of the
Reverse Merger, BVI Wetouch is now our wholly-owned subsidiary.



We are engaged in the research, development, manufacturing, sales and servicing
of medium to large sized projected capacitive touchscreens, which constitutes
our source of revenues through BVI Wetouch, which owns Hong Kong Wetouch, HK
Wetouch, Sichuan Wetouch and Sichuan Vtouch. We are specialized in large-format
touchscreens, which are developed and designed for a wide variety of markets and
used in by the financial terminals, automotive, point of sale (POS), gaming,
lottery, medical, human machine interface (HMI), and other specialized
industries. Our product portfolio comprises medium to large sized projected
capacitive touchscreens ranging from 7.0 inch to 42 inch screens. In terms of
the structures of touch panels, we offer (i) Glass-Glass ("GG"), primarily used
in GPS/car entertainment panels in mid-size and luxury cars, industrial HMI,
financial and banking terminals, POS and lottery machines; (ii) Glass-Film-Film
("GFF"), mostly used in high-end GPS and entertainment panels, industrial HMI,
financial and banking terminals, lottery and gaming industry; (iii)
Plastic-Glass ("PG"), typically adopted by touchscreens in GPS/entertainment
panels motor vehicle GPS, smart home, robots and charging stations; and (iv)
Glass-Film ("GF"), mostly used in industrial HMI. The following discussion and
analysis pertain financial condition and results of operations of our
subsidiaries Hong Kong Wetouch, HK Wetouch, Sichuan Wetouch and Sichuan Vtouch
for the quarter ended June 30, 2021.



Effects of COVID-19



The COVID-19 pandemic and resulting global disruptions have affected our
businesses, as well as those of our customers and suppliers. To serve our
customers while also providing for the safety of our employees and service
providers, we have modified numerous aspects of our logistics, transportation,
supply chain, purchasing, and after-sale processes. Beginning in Q1 2020, we
made numerous process updates across our operations worldwide, and adapted our
fulfillment network, to implement employee and customer safety measures, such as
enhanced cleaning and physical distancing, personal protective gear,
disinfectant spraying, and temperature checks. We will continue to prioritize
employee and customer safety and comply with evolving state and local standards
as well as to implement standards or processes that we determine to be in the
best interests of our employees, customers, and communities.




Due to the COVID-19 pandemic, our subsidiary Sichuan Wetouch was temporarily
shut down from early February 2020 to early March 2020 in accordance with the
requirement of the local governments. Our business was negatively impacted and
generated lower revenue and net income in 2020. The Company has taken proactive
measures to promote products to new customers and entering more regions during
the six-month period ended June 30, 2021. The extent of the impact of COVID-19
on the Company's results of operations and financial condition will depend on
the virus' future developments, including the duration and spread of the
outbreak and the impact on the Company's customers, which are still uncertain
and cannot be reasonably estimated at this point of time.



6






Highlights for the three-month period ended June 30, 2021 include:

? Revenues were $15.2 million, an increase of 186.8% from $5.3 million in the

second quarter of 2020

? Gross profit was $7.9 million, an increase of 192.6% from $2.7 million in the

second quarter of 2020

? Gross profit margin was 51.9%, compared to 50.7% in the second quarter of

2020

? Net income was $5.1 million, compared to $2.0 million in the second quarter

of 2020

? Total volume shipped was 711,548 units, an increase of 145.6% from 289,668


     units in the second quarter of 2020




Results of Operations



The following table sets forth, for the periods indicated, statements of income
data:



                                Three-Month                        Six-Month
(in US Dollar millions,        Period Ended                       Period Ended
except percentage)               June 30,          Change           June 30,          Change
                              2021       2020         %         2021        2020         %
Revenues                     $ 15.2     $  5.3       186.8 %   $  25.9     $  8.8       194.3 %
Cost of revenues               (7.3 )     (2.6 )     180.8 %     (12.9 )     (4.5 )     186.7 %
Gross profit                    7.9        2.7       192.6 %      13.0        4.3       202.3 %
Total operating expenses       (1.0 )     (0.4 )     150.0 %      (4.7 )     (0.6 )     683.3 %
Operating income                6.9        2.3       200.0 %       8.3        3.7       124.3 %
Income before income taxes      7.0        2.3       204.3 %      16.6        3.8       336.8 %
Income tax expense             (1.9 )     (0.3 )     533.3 %      (3.2 )     (0.6 )     433.3 %
Net income                   $  5.1     $  2.0       155.0 %   $  13.4     $  3.2       318.8 %



Results of Operations - Three Months Ended June 30, 2021 Compared to Three Months Ended June 30, 2020





Revenues



We generated revenue of $15.2 million for the three months ended June 30, 2021,
an increase of $9.9 million, or 186.8%, compared to $5.3 million in the same
period of last year. This was due to an increase of 145.6% in sales volume and
of 18.0% in the average selling price of our products, and 9.7% positive impact
from exchange rate due to appreciation of RMB against US dollars, compared with
those of the same period of last year.



                                                For the Three-Month Period Ended June 30,
                                          2021                    2020              Change      Change
                                    Amount        %         Amount        %         Amount         %
                                                (in US Dollar millions except percentage)
Revenue from sales to customers
in PRC                             $    9.8       64.5 %   $    3.2       60.4 %   $    6.6       206.3 %
Revenue from sales to customers
overseas                                5.4       35.5 %        2.1       39.6 %        3.3       157.1 %
Total Revenues                     $   15.2        100 %   $    5.3        100 %   $    9.9       186.8 %




7







                                                  For the Three-Month Period Ended June 30,
                                           2021                     2020              Change       Change
                                     Unit          %          Unit          %          Unit           %
                                                        (in UNIT, except percentage)

Units sold to customers in PRC       435,972       61.3 %     181,227       62.6 %     254,745       140.6 %
Units sold to customers overseas     275,576       38.7 %     108,441      

37.4 %     167,135       154.1 %
Total Units Sold                     711,548        100 %     289,668        100 %     421,880       145.6 %




(i) Domestic market



For the three months ended June 30, 2021, revenue from domestic market increased
by $6.6 million or 206.3% as a combined result of: (i) an increase of 140.5% in
sales volume, (ii) an increase of 21.3% in the average RMB selling price of our
products, and (iii) a 9.7% positive impact from exchange rate due to
appreciation of RMB against US dollars, compared with those of the same period
of last year.



As for the RMB selling price, the increase of 21.3% was mainly due to the
increased sales of new models of higher-end products such as touch screens used
in gaming machines with higher selling prices in the domestic market during the
three-month period ended June 30, 2021.



The weakening in macroeconomic conditions since the outbreak of COVID-19
pandemic in January 2020 continued to exacerbate the touch screen business
environment. For the three months period ended June 30, 2020, the Company's
business was negatively impacted and has continued to generate lower revenues.
Due to our proactive efforts to market new models such as POS touchscreens and
penetrate into new customers and into new regions, our sales increased by 239.2%
in East China, 168.6% in South China, and 129.8% in Southwest China for the
second quarter ended June 30, 2021 as compared to that of last year.



(ii) Overseas market



For the three-month period ended June 30, 2021, revenue from overseas market was
$5.4 million as compared to $2.1 million of the same period of 2020, increased
by $3.3 million or 157.1% mainly due to an increase of 154.1% in sales volume
and an increase of 4.8% in average selling price.



The following table summarizes the breakdown of revenues by categories in US dollars:





                                                   Revenues For the 

Three-Month Period Ended June 30,


                                             2021                        2020                 Change         Change
                                      Amount           %          Amount           %          Amount         Margin%
                                                    (in US Dollars, except percentage)
Product categories by end
applications
Automotive Touchscreens            $  4,235,360        27.8 %   $ 1,602,903        30.5 %   $ 2,632,457         164.2 %
Industrial Control Computer
Touchscreens                          2,588,412        17.0 %     1,312,501        25.0 %     1,275,911          97.2 %
POS Touchscreens                      2,484,880        16.3 %        58,124         1.1 %     2,426,756       4,175.1 %
Gaming Touchscreens                   2,318,256        15.2 %       865,135        16.5 %     1,453,121         168.0 %
Medical Touchscreens                  2,187,307        14.4 %       630,263        12.0 %     1,557,044         247.0 %
Multi-Functional Printer
Touchscreens                          1,416,425         9.3 %       785,693        14.9 %       630,732          80.3 %
Others*                                   4,245         0.0 %         1,441         0.0 %         2,804         194.6 %
Total Revenues                     $ 15,234,885       100.0 %   $ 5,256,060

      100.0 %   $ 9,978,825         186.8 %



*Others include applications in self-service kiosks, ticket vending machine and financial terminals.





8







The Company continued to shift production mix from traditional lower-end
products such as touchscreens used in automotive and industrial control computer
industries to high-end products such as touchscreens used in self-service
kiosks, medical touchscreens, ticket vending machine and financial terminals,
primarily due to (i) greater growth potential of computer screen models in China
and (ii) the stronger demand and better quality demand from consumers'
recognition of higher-end touch screens made with better raw materials.



Gross Profit and Gross Profit Margin





                                     Three-Month Period Ended
                                             June 30,                       Change
(in millions, except percentage)      2021              2020          Amount         %
Gross Profit                       $       7.9       $       2.7     $    5.2       192.6 %
Gross Profit Margin                       51.9 %            50.7 %                    1.2 %




Gross profit was $7.9 million in the second quarter ended June 30, 2021,
compared to $2.7 million in the same period of 2020. Our gross profit margin
increased to 51.9% for the second quarter ended June 30, 2021 as compared to
50.7% for the same period of 2020, primarily due to product mix shift to higher
gross profit margin products such as POS touchscreens, gaming touchscreens,
industrial control computer touchscreens and medical touchscreens.



General and Administrative Expenses





                                          Three-Month Period Ended
                                                  June 30,                            Change

(in millions, except percentage)          2021                 2020           Amount            %
General and Administrative Expenses   $        0.8         $        0.4     $       0.4          100.0 %
as a percentage of revenues                    5.3 %                7.5 %                         (2.2 )%




General and administrative (G&A) expenses were $0.8 million for the quarter
ended June 30, 2021, compared to $0.4 million in the same period in 2020,
representing an increase of 100.0%, or $0.4 million. The increase was primarily
due to the increase of $0.4 million loss of VAT input credits due to Sichuan
Wetouch ceasing operation and relocation to comply with local PRC government
guidelines on local environment issues and the national overall plan. See Note 4
to our Condensed Consolidated Financial Statements (unaudited).



9






Research and Development Expenses





                                        Three-Month Period Ended
                                                June 30,                       Change
(in US dollars, except percentage)       2021               2020         Amount        %
Research and Development Expenses    $     22,588       $     17,957     $

4,631       25.8 %
as a percentage of revenues                   0.0 %              0.0 %                  0.0 %



Research and development (R&D) expenses were $22,588 for the quarter ended June 30, 2021 compared to $17,957 in the same period in 2020, representing an increase of $4,631 of material consumption.





Operating Income


Total operating income was $6.9 million for the second quarter ended quarter ended June 30, 2021 as compared to $2.3 million for the same period of last year, due to higher gross profit, offset by the higher operating expenses.





Income Taxes



                                     Three-Month Period Ended
                                             June 30,                      Change

(in millions, except percentage)      2021              2020         Amount

        %
Income before Income Taxes         $       7.0       $       2.3     $   4.7       204.3 %
Income Tax (Expense)                      (1.9 )            (0.3 )      (1.6 )     533.3 %
Effective income tax rate                 27.1 %            14.9 %                  12.2 %




The effective income tax rates for the three-month periods ended June 30, 2021
and 2020 were 27.1% and 14.9%, respectively. The increase of the effective
income tax rate was partially due to the increase of $0.6 million income tax
clearance for Sichuan Wetouch for the year ended 2020.



Net Income


As a result of the above factors, we had a net income of $5.1 million in the second quarter of 2021 compared to a net income of $2.0 million in the same quarter of 2020.

Results of Operations - Six Months Ended June 30, 2021 Compared to Six Months Ended June 30, 2020





Revenues



We generated revenue of $25.9 million for the six months ended June 30, 2021, an
increase of $17.1 million, or 194.3%, compared to $8.8 million in the same
period of last year. This was due to an increase of 158.1% in sales volume and
of 22.7% in the average selling price of our products, and 8.0% positive impact
from exchange rate due to appreciation of RMB against US dollars, compared with
those of the same period of last year.



                                                For the Six-Month Period Ended June 30,
                                          2021                   2020             Change      Change
                                   Amount        %         Amount        %        Amount         %
                                               (in US Dollar millions except percentage)
Revenue from sales to customers
in PRC                             $  16.9       65.3 %   $    5.6       63.6 %   $  11.3       201.8 %
Revenue from sales to customers
overseas                               9.0       34.7 %        3.2       36.4 %       5.8       181.3 %
Total Revenues                     $  25.9        100 %   $    8.8        100 %   $  17.1       194.3 %




10







                                                   For the Six-Month Period Ended June 30,
                                           2021                      2020              Change       Change
                                      Unit          %          Unit          %          Unit           %
                                                         (in UNIT, except percentage)

Units sold to customers in PRC 753,385 62.2 % 298,274

  63.6 %     455,111       152.6 %
Units sold to customers overseas      457,959       37.8 %     170,986     

 36.4 %     286,973       167.8 %
Total Units Sold                     1,211344        100 %     469,260        100 %     742,084       158.1 %




(i) Domestic market



For the six months ended June 30, 2021, revenue from domestic market increased
by $11.3 million or 201.8% as a combined result of: (i) an increase of 152.6% in
sales volume, (ii) an increase of 12.5% in the average RMB selling price of our
products, and (iii) an 8.0% positive impact from exchange rate due to
appreciation of RMB against US dollars, compared with those of the same period
of last year.



As for the RMB selling price, the increase of 12.5% was mainly due to the
increased sales of new models of higher-end products such as touch screens used
in gaming machines with higher selling prices in the domestic market during the
six-month period ended June 30, 2021.



The weakening in macroeconomic conditions since the outbreak of COVID-19
pandemic in January 2020 continued to exacerbate touch screen business
environment. The Company's business was negatively impacted and has continued to
generate lower revenues during the six months ended June 30, 2020. The Company
has taken proactive efforts to market new models such as POS touchscreens and
penetrate into new customers and into new regions. Our sales increased by 209.0%
in South China, 187.5% in East China, 164.8% in Southwest China, and 165.3%

in
North China.



(ii) Overseas market



For the six-month period ended June 30, 2021, revenue from overseas market was
$9.0 million as compared to $3.2 million of the same period of 2020, increased
by $5.8 million or 181.3% mainly due to an increase of 167.8% in sales volume
and an increase of 4.0% in the average selling price of our products.



The following table summarizes the breakdown of revenues by categories in US
dollars:



                                                                        Revenues
                                                         For the Six-Month Period Ended June 30,
                                             2021                        2020                  Change         Change
                                      Amount           %          Amount           %           Amount         Margin%
                                                           (in US Dollars, except percentage)
Product categories by end
applications
Automotive Touchscreens            $  7,755,001        29.9 %   $ 2,586,470        29.6 %   $  5,168,531         199.9 %
Industrial Control Computer
Touchscreens                          4,823,587        18.6 %     2,115,458        24.1 %      2,708,129         128.0 %
Gaming Touchscreens                   3,892,571        15.0 %     1,493,507        17.0 %      2,399,064         160.3 %
POS Touchscreens                      3,644,686        14.0 %       647,176         7.4 %      2,997,510         463.2 %
Medical Touchscreens                  3,403,889        13.1 %       849,644         9.7 %      2,554,245         300.6 %
Multi-Functional Printer
Touchscreens                          2,333,457         9.0 %     1,064,347        12.1 %      1,269,110         119.2 %
Others*                                  94,998         0.4 %         8,550         0.1 %         86,448       1,011.1 %
Total Revenues                     $ 25,948,189       100.0 %   $ 8,765,152

      100.0 %   $ 17,183,037         194.3 %



*Others include applications in self-service kiosks, ticket vending machine and financial terminals.





11







The Company continued to shift production mix from traditional lower-end
products such as touchscreens used in automotive and industrial control computer
industries to high-end products such as touchscreens used in self-service
kiosks, medical touchscreens, ticket vending machine and financial terminals,
primarily due to (i) greater growth potential of computer screen models in China
and (ii) the stronger demand and better quality demand from consumers'
recognition of higher-end touch screens made with better raw materials.



Gross Profit and Gross Profit Margin





                                      Six-Month Period Ended
                                             June 30,                       Change
(in millions, except percentage)      2021              2020          Amount         %
Gross Profit                       $      13.0       $       4.3     $    8.7       202.3 %
Gross Profit Margin                       50.5 %            49.1 %                    1.4 %




Gross profit was $13.0 million during the six-month period ended June 30, 2021,
compared to $4.3 million in the same period of 2020. Our gross profit margin
increased to 50.5% for the six-month period ended June 30, 2021 as compared to
49.1% for the same period of 2020, primarily due to product mix shift to higher
gross profit margin products such as POS touchscreens, gaming touchscreens, and
industrial control computer touchscreens.



General and Administrative Expenses





                                        Six-Month Period Ended
                                               June 30,                      Change
(in millions, except percentage)         2021              2020        Amount         %
General and Administrative Expenses   $       1.3         $   0.6     $   

0.7       116.7 %
as a percentage of revenues                   5.0 %           6.8 %                   (1.8 )%




General and administrative (G&A) expenses were $1.3 million for the six-month
period ended June 30, 2021, compared to $0.6 million in the same period in 2020,
representing an increase of 116.7%, or $0.7 million. The increase was primarily
due to (i) the increase of $0.4 million loss of VAT input credits due to Sichuan
Wetouch ceasing operation and relocation to comply with local PRC government
guidelines on local environment issues and the national overall plan (see Note 4
of our Condensed Consolidated Financial Statements (unaudited)), and (ii) the
increase of $0.1 million accelerated amortization expense due to Sichuan Wetouch
ceasing operation and relocation to comply with local PRC government guidelines
on local environment issues and the national overall plan (see Note 4 of our
Condensed Consolidated Financial Statements (unaudited)), and (iii) the increase
of $0.1 million in miscellaneous expenses.



Research and Development Expenses





                                       Six-Month Period Ended
                                              June 30,                     Change
(in US dollars, except percentage)       2021             2020        Amount        %
Research and Development Expenses    $     44,768       $ 33,299     $ 11,469       34.4 %
as a percentage of revenues                   0.0 %          0.0 %                   0.0 %




Research and development (R&D) expenses were $44,768 for the six-month period
ended June 30, 2021 compared to $33,299 in the same period in 2020, representing
an increase of $11,469 mainly due to the increase of salary expenses.



Share-based Compensation



                                     Six-Month Period Ended
                                            June 30,                     Change

(in millions, except percentage)      2021             2020         Amount 

      %
Share-based compensation           $       3.1       $     0.0     $    3.1        0.0 %
as a percentage of revenues               12.0 %           0.0 %                  12.0 %




12







Share-based compensation was $3.1 million for the six-month period ended June
30, 2021 compared to nil in the same period in 2020. On January 1, 2021, the
Board of Directors of the Company authorized the issuance of an aggregate of
310,830 shares and 631,080 warrants to Ascendant Global Advisors, Inc. for
advisory services that had been rendered. The Company recognized relevant
share-based compensation expense of $1,041,281 for the vested shares and
$2,107,825 for the warrants.



Operating Income



Total operating income was $8.3 million for the six-month period ended June 30,
202 as compared to $3.7 million of the same period of last year due to higher
gross profit offset by the higher G&A expenses and share-based compensation

expenses.



Gain on Asset Disposal



                                     Six-Month Period Ended
                                            June 30,                     Change

(in millions, except percentage)      2021             2020         Amount 

      %
Gain on asset disposal             $       7.6       $     0.0     $    7.6        0.0 %
as a percentage of revenues               29.3 %           0.0 %                  29.3 %




Gain on asset disposal was $7.6 million for the six-month period ended June 30,
2021 compared to nil in the same period in 2020. Pursuant to local PRC
government guidelines on local environment issues and the national overall plan,
Sichuan Wetouch is under the government-directed relocation order to relocate no
later than December 31, 2021 and received compensation accordingly. On March 18,
2021, pursuant to the agreement with the local government and an appraisal
report issued by a mutual agreed appraiser, Sichuan Wetouch received
compensation of RMB115.2 million ($17.8 million) ("Compensation Funds") for the
withdrawal of the right to use of state-owned land and the demolition of all
buildings, facilities, equipment and all other appurtenances on the land. During
the six-month period ended June 30, 2021, the Company recorded a gain of
$7,625,165 for the asset disposal.



Income Taxes



                                      Six-Month Period Ended
                                             June 30,                      Change

(in millions, except percentage)      2021              2020         Amount

        %
Income before Income Taxes         $      16.6       $       3.8     $  12.8       336.8 %
Income Tax (Expense)                      (3.2 )            (0.6 )      (2.6 )     433.3 %
Effective income tax rate                 19.2 %            15.8 %                  (1.1 )%




The effective income tax rates for the six-month periods ended June 30, 2021 and
2020 were 19.2% and 15.8%, respectively. The effective income tax rate for the
six-month period ended June 30, 2021 differs from the PRC statutory income tax
rate of 25% primarily due to Sichuan Wetouch's preferential income tax rate.



Our PRC subsidiary Sichuan Vtouch had $52.6 million of cash and cash equivalents
as of June 30, 2021, which are planned to be indefinitely reinvested in the PRC.
The distributions from our PRC subsidiary are subject to the U.S. federal income
tax at 21%, less any applicable foreign tax credits. Due to our policy of
indefinitely reinvesting our earnings in our PRC business, we have not provided
for deferred income tax liabilities related to PRC withholding income tax on
undistributed earnings of our PRC subsidiaries.



13







Net Income



As a result of the above factors, we had a net income of $13.4 million in the
six-month period ended June 30, 2021 compared to a net income of $3.2 million in
the same period of 2020.


Liquidity and Capital Resources

Historically, our primary uses of cash have been to finance working capital needs. We expect that we will be able to meet our needs to fund operations, capital expenditures and other commitments in the next 12 months primarily with our cash and cash equivalents, operating cash flows and bank borrowings.





We may, however, require additional cash resources due to changes in business
conditions or other future developments. If these sources are insufficient to
satisfy our cash requirements, we may seek to sell additional equity or debt
securities or obtain a credit facility. The sale of additional equity or
equity-linked securities could result in additional dilution to stockholders.
The incurrence of indebtedness would result in increased debt service
obligations and could result in operating and financial covenants that would
restrict operations. Financing may not be available in amounts or on terms
acceptable to us, or at all.



As of June 30, 2021, we had current assets of $64.6 million, consisting of $52.6
million in cash, $11.6 million in accounts receivable, $0.3 million in
inventories, and 28,265 in prepaid expenses other current assets. Our current
liabilities as of June 30, 2021, were $3.1 million, which is comprised of $1.8
million in income tax payable, $0.8 in accounts payable, and $0.5 million in
accrued expenses and other current liabilities.



The following is a summary of our cash flows provided by (used in) operating,
investing, and financing activities for the six- month period ended June 30,
2021 and 2020:



                                                            Six-Month Period Ended
                                                                   June 30,
(in US Dollar millions)                                    2021                 2020

Net cash provided by operating activities             $         11.1       $          5.5
Net cash provided by investing activities                       17.8                    -
Net cash used in financing activities                              -       

(0.4 ) Effect of foreign currency exchange rate changes on cash and cash equivalents

                                       (0.3 )               (0.2 )
Net increase in cash and cash equivalents                       28.6       

4.9


Cash and cash equivalents at the beginning of
period                                                          24.0       

14.3

Cash and cash equivalents at the end of period $ 52.6 $ 19.2






Operating Activities



Net cash provided by operating activities was $11.1 million for the six-month
period ended June 30, 2021, as compared to $5.5 million provided by operating
activities for the same period of last year, primarily due to (i) the increase
of $10.2 million net income for the six-month period ended June 30, 2021 as
compared to the same period of 2020, (ii) the increase of $3.1 million of
share-based compensation, (ii) the increase of $2.0 million income tax payable
due to income tax clearance for Sichuan Wetouch during the six-month period
ended June 30, 2021, partially offset by (iv) the decrease of $7.6 million gain
on asset disposal for the six-month period ended June 30, 2021, (v) the decrease
of $1.6 million of accounts receivable due to Sichuan Wetouch settling customer
receivables for the six-month period ended June 30, 2021 and (vi) the increase
of 0.6 million of deferred income due to Sichuan Wetouch write-off government
grant in the operating ceasing process for the six-month period ended June 30,
2021, as compared to the same period of 2020.



Investing Activities


There were $17.8 million proceeds from asset disposal for Sichuan Wetouch for the six-month period ended June 30, 2021. See Note 4 of our Condensed Consolidated Financial Statements.





Financing Activities


There was a $0.4 million payment of bank borrowing for the six-month period ended June 30, 2020.





14






As of June 30, 2021, our cash and cash equivalents were $52.6 million, as compared to $24.0 million at December 31, 2020.

Days Sales Outstanding ("DSO") has decreased to 82 days for the six-month period ended June 30, 2021 from 161 days for the year ended December 31, 2020 as a result of Sichuan Wetouch settling all accounts receivable collection from customers.

The following table provides an analysis of the aging of accounts receivable as of June 30, 2021 and December 31, 2020:





                                 June 30, 2021       December 31, 2020
-Current                        $     1,977,273     $         3,531,963
-1-3 months past due                  8,752,438               8,136,340
-4-6 months past due                    860,959                 123,581
7-12 months past due                          -                 160,844
-greater than 1 year past due                 -                  49,726
Total accounts receivable       $    11,590,670     $        12,002,454




The majority of the Company's revenues and expenses were denominated primarily
in Renminbi ("RMB"), the currency of the People's Republic of China. There is no
assurance that exchange rates between the RMB and the U.S. Dollar will remain
stable. Inflation has not had a material impact on the Company's business.



Our industry typical payment term is 180 days. Accounts receivable are written
off against the allowances only after exhaustive collection efforts. There was a
stalled collection activities during February and March 2020, during which most
businesses except essential services were operated.



Based on past performance and current expectations, we believe our cash and cash equivalents provided by operating activities and financing activities will satisfy our working capital needs, capital expenditures and other liquidity requirements associated with our operations for at least the next 12 months.

Off Balance Sheet Arrangements

We have no off balance sheet arrangements.

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