Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
F.-5, No. 3, Songjiang Rd.
For the Period Ending: June 30, 2022
As of June 30, 2022, the number of shares outstanding of our Common Stock was: 41,504,267
As of June 30, 2021, the number of shares outstanding of our Common Stock was: 31,504,267
As of December 31, 2021, the number of shares outstanding of our Common Stock was: 31,504,267
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):
Indicate by check mark whether the company's shell status has changed since the previous reporting period: Yes: No: X
Indicate by check mark whether a Change in Control of the company has occurred over this reporting period: Yes: No: X
Puppy Zone Enterprises, Inc.: April 27, 2005, to January 7, 2008
Actiga Corp.: January 7, 2008, to August 20, 2009
Avisio, Inc.: August 20, 2009, to November 3, 2011
Deal a Day Group Corp.: November 3, 2011, to May 22, 2020
Shonghoya International Group, Inc.: May 22, 2020, to Present
The company was incorporated in Nevada on April 27, 2005. Effective January 7, 2008, the company changed its name from Puppy Zone Enterprises, Inc. to Actiga Corp. Effective August 20, 2009, the company changed its name from Actiga Corp. to Avisio, Inc. Effective November 3, 2011, the company changed its name from Avisio, Inc. to Deal a Day Group Corp. Effective May 22, 2020, the Company changed its name from Deal a Day Group Corp. to Shonghoya International Group, Inc. The company's status with Nevada is active as of March 31, 2022.
Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors: N/A
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:
Address of the Issuer's principal executive office:
F.-5, No. 3, Songjiang Rd. Zhongshan District New Taipei City, Taiwan
Check box if principal executive office and principal place of business are the same address: ☒
Has the issuer or any of its predecessors ever been in bankruptcy, receivership, or any similar proceeding in the past five years? Yes: X No:
On July 11, 2019, Joseph Arcaro filed an Application for Appointment of Custodian, petition number A-19-798607-P (the "Application") with the District Court in Clark County, Nevada (the "Court"). On August 1, 2019, the Court issued an Order Granting Application for the Appointment of Joseph Arcaro as Custodian of the Company. On December 17, 2019, the Court entered an Order Granting Motion to Terminate Custodianship. Please refer to Note 1 of the Financial Statements of the Company, found at Item 4 of this Annual Report.
Exact title and class of securities outstanding:
Number of shares in public float:
Total number of shareholders of record
Additional classes of securities, if any
Nevada Agency and Transfer Company
Is the Transfer Agent registered under the Exchange Act
A. Changes to the Number of Outstanding Shares
Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods:
Debt Securities, Including Promissory and Convertible Notes
Check this box if there are no outstanding promissory, convertible notes or debt arrangements:
The Company has an advance from its Chief Executive Officer and principal shareholder in the amount of $162,703, as of December 31, 2021. The payable is due on demand, with no interest. During the years ended December 31, 2021, and 2020, the Company received related party advances of $124,998 and $67,779, respectively.
On November 9, 2021, the Company entered into a five-year loan with Taiwan Business Bank for an amount of $360,800. The loan has an annual interest rate of 1.92% for the first year and an annual interest rate of 2.75% for the remaining term of the loan. As of December 31, 2021, the outstanding balance of this loan is $355,073. The loan is secured by a credit guarantee fund. For the year ended December 31, 2021, the Company recognized approximately $570 interest expense form this loan.
In February 2022, the Company obtained a 20-year term loan for approximately $1,234,272 from a financial institution in Taiwan. The loan bears interest at 1.4% per annum, has a monthly payment of approximately $5,899 and is secured by one of the Company Properties. In April 2022, the Company agreed to issue Ms. Chen 3,000,000 shares of common stock for the related party payable the Company owes to Ms. Chen in the amount of $300,000. In May 2022, the transaction was completed.
In April 2022, the Company also agreed to issue Ms. Chen 7,000,000 shares of common stock for cash consideration of $700,000. As of June 30, 2022, the subscriptions receivable has not fund yet. The fund is expected to be received by the Company by the end of the third quarter of 2022.
As of June 30, 2022, and December 31, 2021, the Company has 41,504,267 and 31,504,267 shares of common stock outstanding, respectively.
The financial statements for this reporting period were prepared by (name of individual):
The unaudited financial statements as of June 30, 2022, and 2021, and for the Six months period then ended, are included at the end of this report and were prepared by the Company.
In the future, the Shonghoya wellness center model will be expanded. We believe that in the period after the Corona Virus pandemic era, there will be a trend towards greater concern about personal health. We believe this will be an international concern, and we hope to address this international health conscientious market with company owned outlets and local resale business marketing partners from various countries based on our wellness center model in Taiwan.
Health and wellness is one of the important images of Shonghoya, and our wellness centers help promote the overall brand for our lines of products in the Taiwan market.
Shonghoya products are grouped in three principal lines: Negative Ion Products, Care Products and Essential Oil. In addition, we offer
two lines of services: Negative Ion Course and Beauty Body Course. These are generally as follows:
Shonghoya has several competitors in our local Taiwan marketplace and a select few of which offer similar products and services to the Company. However, Shonghoya has put extra efforts to provide a superior, experience of services and established a loyal following with repeat customers who enjoy benefits in the use of our negative ion sauna, and products made of stones sourced from Dekiyama, Aichi Prefecture, Japan, combined with our offerings of specialty beauty, wellness care type products, with essential oils. Further we strive to provide a holistic and therapeutic results with a focus on a positive customer experience, utilizing a consultative and informative type of sales approach.
Currently, Shonghoya has ten (10) operating locations in Taiwan, some of them are owned by Shonghoya while others are owned by franchisees. Shonghoya plans to open additional locations in the future, as either directly owned or as franchises. In the expansion into other countries, Shonghoya has now entered the Chinese market where it has two (2) in direct operating locations, which are set up as a franchise operation, and plans to develop locations in additional Southeast Asian markets, depending on the amount of funding that it obtains for operations.
Shonghoya's products and services span the wellness and spa industries. Our wellness centers cater to guests seeking a continuation of their health, fitness, beauty, and wellness activities. We believe that this market is expanding in Taiwan and the Southeast Asia region generally.
One driver for the wellness industry is the aging of the populations in these countries. In addition, society's concept of health care has gradually become one of greater awareness. We believe people in Taiwan are comfortable in using more than one supplementary type of health or wellness therapy, which we believe demonstrates that there is market demand for these kinds of alternative therapies that are not considered as strictly medical procedures but viewed as health wellness. Specifically, concerning the spa related industry, we believe Southeast Asia has a growing demand for spa related services, and we believe this will continue to be the case throughout the foreseeable future.
As consumers increasingly incorporate health and wellness activities into their daily lives, they are placing a higher priority on health and wellness services while at home and when traveling and vacationing. The wellness market has grown exponentially in recent years, driven by a re-prioritization of consumer values, including an increasing focus on health in a holistic manner.
We believe that we have a number of significant elements that make us competitive in the health wellness market segment, as experienced in Taiwan. We also believe these elements will make us competitive in the additional China and Southeast Asian markets that we plan to approach.
We offer our consumers a comprehensive suite of health, fitness, beauty and wellness services and products to meet many of their wellness needs. We are continuously innovating and evolving our offerings based on the latest trends and tailor our service and product offerings to regional preferences, using our Taiwan stores to try out product and services in our local market. In addition to conventional services, we offer the latest in fitness, a full range of massage treatments, nutrition/weight management consultations, and acupuncture, among a broad spectrum of personal care services. Shonghoya has also introduced innovative, higher-ticketmedi-spa services at our local branches using a unique negative-ion spa service. Our local market of Taipei, with just under 3 million in population, where Shonghoya has six locations provide a convenient service option for our local consumers.
We optimize the sauna experience with the addition of our the negative ion treatments, which we believe no other sauna manufacturers and spa service providers in Taiwan offer. Nonetheless, we face competition from the ordinary sauna manufacturing industry and spa facilities. However, we have broadened our market from the ordinary sauna manufacturing industry and the spa industries by combining our self-manufactured sauna and the spa treatments. We also sell our products through different distribution channels.
We also have access to patented technology and certifications and trademarks that we use in our business.
Our overall approach to future growth will be to open more locations. We plan on pursuing several formats. We will open wholly owned locations by the company, which will be operated by Shonghoya, and all of the sales revenue reported from each location and any risks are responsibility of the company. A second format will be Shonghoya-owned with a franchisee baring part of costs. In this model, the Company bears the costs for the location, other than for the initial equipment costs that Company sells to franchisee. In exchange for franchisee paying for equipment, Shonghoya will share a portion of its operating profits to the franchisee investor, and Company receive revenues for managing operations of the location. The third format will be franchisee-owned and franchisee-operated: In this model, all the income in the store belongs to the franchisee, and the costs are also borne by the franchisee. The franchisee will purchase all the equipment used in the store from Shonghoya. Other than the revenue from the sale of equipment and Shonghoya products there will be no other revenues from the location. Our franchises currently do not pay a yearly franchise fee.
Shonghoya has entered into the mainland Chinese and Hong Kong markets for wellness products, with its current product lines. It currently has a reseller customer in China, the Yangyi Company in Guangdong Province, China, and the Jianhe Company in Hong Kong. The business strategy in the China marketplace is to build off of sales made to and by these two companies as resellers. Currently, our products are distributed by the foregoing distributors as private label products to these two distributors.
The company is currently negotiating for cooperation opportunities in Malaysia and Singapore. The current plan is to find agents or distributors in Malaysia and Singapore to import our products into those markets. These will also be on a private label basis.
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Shonghoya Intl Group Inc. published this content on 22 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 August 2022 01:25:07 UTC.