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Related Parties Transactions
 6 Months Ended
Jun. 30, 2022
Related Party Transactions [Abstract]  
RELATED PARTIES TRANSACTIONS

12. RELATED PARTIES TRANSACTIONS 

 

The related parties of the company with whom transactions are reported in these financial statements are as follows:

 

Name of entity or Individual   Relationship with the Company and its subsidiaries
BioFirst Corporation (the “BioFirst”)   Entity controlled by controlling beneficiary shareholder of YuanGene
BioFirst (Australia) Pty Ltd. (the “BioFirst (Australia)”)   100% owned by BioFirst; Entity controlled by controlling beneficiary shareholder of YuanGene
Rgene Corporation (the “Rgene”)   Shareholder of the Company; Entity controlled by controlling beneficiary shareholder of YuanGene; the Chairman of Rgene is Mr. Tsung-Shann Jiang
YuanGene Corporation (the “YuanGene”)   Controlling beneficiary shareholder of the Company
AsiaGene Corporation (the “AsiaGene”)   Shareholder; entity controlled by controlling beneficiary shareholder of YuanGene
Eugene Jiang   Former President and Chairman
Keypoint Technology Ltd. (the “Keypoint’)   The Chairman of Keypoint is Eugene Jiang’s mother.
Lion Arts Promotion Inc. (the “Lion Arts”)   Shareholder of the Company
Yoshinobu Odaira (the “Odaira”)   Director of the Company
GenePharm Inc. (the “GenePharm”)   Dr. George Lee, Board Director of Biokey, is the Chairman of GenePharm.
Euro-Asia Investment & Finance Corp Ltd. (the “Euro-Asia”)   Shareholder of the Company
LBG USA, Inc. (the “LBG USA”)   100% owned by BioFirst; Entity controlled by controlling beneficiary shareholder of YuanGene
LionGene Corporation (the “LionGene”)   Shareholder of the Company; Entity controlled by controlling beneficiary shareholder of YuanGene
Kimho Consultants Co., Ltd. (the “Kimho”)   Shareholder of the Company
 The Jiangs   Mr. Tsung-Shann Jiang, the controlling beneficiary shareholder of the Company; the Chairman of Rgene; the Chairman and CEO of the BioLite Holding Inc. and BioLite Inc. and the President and a member of board of directors of BioFirst
 
Ms. Shu-Ling Jiang, Mr. Tsung-Shann Jiang’s wife, is the Chairman of Keypoint; and a member of board of directors of BioLite Inc.
 
Mr. Eugene Jiang is Mr. and Ms. Jiang’s son. Mr. Eugene Jiang is the chairman, and majority shareholder of the Company and a member of board of directors of BioLite Inc.
 
Mr. Chang-Jen Jiang is Mr. Tsung-Shann Jiang’s sibling and the director of the Company.
 
Ms. Mei-Ling Jiang is Ms. Shu-Ling Jiang’s sibling.
Amkey Ventures, LLC (“Amkey”)   An entity controlled by Dr. George Lee, who serves as one of the board directors of BioKey, Inc
BioLite Japan   Entity controlled by controlling beneficiary shareholder of ABVC
ABVC BioPharma (HK), Limited   An entity 100% owned by Mr. Tsung-Shann Jiang

 

Accounts receivable - related parties

 

Accounts receivable due from related parties consisted of the following as of the periods indicated:

 

   June 30,   December 31, 
   2022   2021 
GenePharm Inc.  $142,225   $142,225 
Rgene   -    2,374 
Amkey   
-
    800 
Total  $142,225   $145,399 

 

Due from related parties

 

Amount due from related parties consisted of the following as of the periods indicated:

 

   June 30,   December 31, 
   2022   2021 
Rgene  $547,525   $49,110 
BioFirst   1,873,435    468,435 
BioFirst (Australia)   1,023,434    491,816 
BioHopeKing Corporation   116,640    124,972 
LBG USA   675    675 
BioLite Japan   150,000    150,000 
Keypoint   1,610    1,610 
Total  $3,713,319   $1,286,618 

 

(1)

As of June 30, 2022, and December 31, 2021, the Company has advanced an aggregate amount of $547,525 and $49,110 to Rgene for working capital purpose. Under the terms of the loan agreement, the loan bears interest at 1% per month (or equivalent to 12% per annum). As of June 30, 2022, and December 31, 2021, the outstanding loan balance was $531,384 and $33,520, which including the loan agreement signed in June 2022 amounted $500,000, according to the agreement, the Company provided a one-year convertible loan with a principal amount of $1,000,000 to Rgene which bears interest at 5% per annum for the use of working capital that, if fully converted, would result in ABVC owning an additional 6.4% of Rgene. Rgene will repay the Company in two equal installments in the second and third quarter of fiscal 2022. The Company may convert the Note at any time into shares of Rgene’s common stock at either (i) a fixed conversion price equal to $1.00 per share or (ii) 20% discount of the stock price of the then most recent offering, whichever is lower; the conversion price is subject to adjustment as set forth in the Note. The Note includes standard events of default, as well as a cross default provision pursuant to which a breach of the Service Agreement will trigger an event of default under the convertible note if not cured after 5 business days of written notice regarding the breach is provided. Upon an event of default, the outstanding principal and any accrued and unpaid interest shall be immediately due and payable. Rgene has further agreed, effective July 1, 2022, to provide a seat on the Rgene Board of Directors for Dr. Tsung-Shann Jiang until the loan is repaid in full; and accrued interest was $14,582 and $13,701, respectively. On January 1, 2021, BioLite Taiwan entered into a consultant services agreement with Rgene, of which the amount due from Rgene was $1,559 and $1,889 as of June 30, 2022 and December 31, 2021, respectively.

 

(2) In 2021, the Company and BioFirst entered into several loan agreements for a total amount of $465,000 to meet its working capital needs. All the loans period was twelve months and all with an interest rate of 6.5% per annum. In 2022, the Company and BioFirst entered into several loan agreements for a total amount of $1,348,000 to meet its working capital needs. All the loans period was twelve months and with an interest rate of 6.5% per annum. As of June 30, 2022, and December 31, 2021, the outstanding loan balance was $1,813,000 and $465,000; and accrued interest was $51,652 and $2,325, respectively. In 2021, the Company and BioFirst entered into a collaborative agreement to allocate R&D cost, of which the amount due from BioFirst was $8,783 and $1,110 as of June 30, 2022 and December 31, 2021, respectively.
   
(3) On July 1, 2020, the Company entered into a loan agreement with BioFirst (Australia) for $361,487 to properly record R&D cost and tax refund allocation based on co-development contract executed on July 24, 2017. The loan was originally set to be mature on September 30, 2021 with an interest rate of 6.5% per annum, but $249,975 of which has been settled in July 2021. On September 7, 2021, the Company entered into a loan agreement with BioFirst (Australia) for $67,873 to meet its new project needs. On December 1, 2021, the Company entered into a loan agreement with BioFirst (Australia) for $250,000 to increase the cost for upcoming projects. The loan will be matured on November 30, 2022 with an interest rate of 6.5% per annum. In 2022, the Company entered into several loan agreements with BioFirst (Australia) for a total amount of $507,000 to increase the cost for upcoming projects. All the loans period was twelve months with an interest rate of 6.5% per annum. As of June 30, 2022 and December 31, 2021, the aggregate amount of outstanding loan and accrued interest and allocated research fee was $1,023,434 and $491,816, respectively.
   
(4) On February 24, 2015, BioLite Taiwan and BioHopeKing Corporation (the “BHK”) entered into a co-development agreement, (the “BHK Co-Development Agreement”, see Note 3). The development costs shall be shared 50/50 between BHK and the Company. Under the term of the agreement, BioLite issued relevant development cost to BHK. As of June 30, 2022 and December 31, 2021, due from BHK was $116,640 and $124,972, respectively.

 

(5) On February 27, 2019, the Company has advanced funds to LBG USA for working capital purpose. The advances bear 0% interest rate and are due on demand. As of June 30, 2022 and December 31, 2021, the outstanding advance balances was $675 and $675, respectively.

  

(6) On May 8, 2020, the Company and Lucidaim entered into a Letter of Intent (LOI) in regard to a potential joint venture of BioLite Japan. Based on the LOI, each party will advance an aggregated amount of $150,000 to meet BioLite Japan’s working capital needs, which the Company advanced an amount of $150,000 and the advance bear 0% interest rate. As of June 30, 2022 and December 31, 2021, the outstanding advance balances was $150,000 and $150,000, respectively.

 

(7) On October 31, 2020, the Company has advanced an aggregate amount of $1,610 to Keypoint for working capital purpose. Under the terms of the loan agreement, the loan bears interest at 6.5% per annum and the loan will be matured on October 30, 2021. As of June 30, 2022 and December 31, 2021, the outstanding loan balance was $1,610 and $1,610, respectively.

 

Due to related parties

 

Amount due to related parties consisted of the following as of the periods indicated:

 

   June 30,   December 31, 
   2022   2021 
BioFirst Corporation  $40,878   $40,878 
BioFirst (Australia)   211,147    132,443 
AsiaGene   24,017    24,017 
YuanGene   9,205    9,205 
The Jiangs   19,789    18,750 
Due to shareholders   156,576    168,131 
Total  $461,612   $393,424 

 

(1) Since 2019, BioFirst has advanced funds to the Company for working capital purpose. The advances bear interest 1% per month (or equivalent to 12% per annum). As of June 30, 2022 and December 31, 2021, the aggregate amount of outstanding balance and accrued interest is $40,878.
   
(2) As of June 30, 2022, and December 31, 2021, BioFirst (Australia) has advanced the Company an aggregate amount of $211,147 and $132,443, respectively for new project purpose.

 

(3) As of June 30, 2022, and December 31, 2021, AsiaGene has advanced the Company an aggregate amount of $24,017 for working capital purpose. This advance bears 0% interest rate and is due on demand.

 

(4) As of June 30, 2022, and December 31, 2021, YuanGene has advanced the Company an aggregate amount of $9,205 for working capital purpose. This advance bears 0% interest rate and is due on demand.

 

(5) Since 2019, the Jiangs advanced funds to the Company for working capital purpose. As of June 30, 2022, and December 31, 2021, the outstanding balance due to the Jiangs amounted to $19,789 and $18,750, respectively. These loans bear interest rate of 0% to 1% per month, and are due on demand.

 

(6) Since 2018, the Company’s shareholders have advanced funds to the Company for working capital purpose. The advances bear interest rate of 12% per annum. As of June 30, 2022 and December 31, 2021, the outstanding principal and accrued interest was $156,576 and $168,131, respectively. Interest expenses in connection with these loans were $5,401 and $5,694 for the three months ended June 30, 2022 and 2021, respectively. Interest expenses in connection with these loans were $10,714 and $10,992 for the six months ended June 30, 2022 and 2021, respectively.