TDH Holdings, Inc. Reports Full Year 2019 Audited Financial Results

QINGDAO,China,June 16,2020 -- TDH Holdings,Inc. (NASDAQ: PETZ) ("TDH" or the "Company"),a PRC-based company that specializes in the development,manufacturing and sales of pet food products inChina and beyond,announced today its financial results for the twelve months endedDecember 31,2019.

Full Year 2019 Financial Highlights:

For the Twelve Months Ended December 31,

($ millions,except per share data)

2019

2018

% Change

Revenues

$12.65

$23.67

-46.6%

Gross profit (loss)

($1.52)

($4.05)

-62.4%

Gross profit (loss) margin

-12.0%

-17.1%

5.1 pp*

Operating income (loss)

($6.96)

($14.04)

-50.5%

Operating income (loss) margin

-55.0%

-59.3%

4.3 pp*

Net income (loss) attributable to common stockholders

($8.63)

($14.22)

-39.3%

Earnings (loss) per share - basic and diluted

($0.41)

($1.49)

-72.5%

* pp: percentage points

Revenues decreased by 46.6% from$23.67 millionto$12.65millionfor the year of 2019,with decrease in sales from overseas markets,domestic market and E-commerce platform. The decrease in total revenues in 2019 was mainly due to: (1) decrease in sales orders due to our uncompetitive sales price; (2) suspension of our overseas E-commerce business due to continuous losses; and (3) cessation of our manufacturing activities in late 2019 in view of rising raw material costs. As a result,we received reduced sales orders from our customers and our sales volume significantly decreased in 2019 as compared to 2018.

Gross loss was$1.52 millionfor the year of 2019 as compared to gross loss of$4.05 millionfor 2018. This loss in 2019 was mainly due to rising raw material costs,such as chicken,beef and pork,write-down of obsolete inventories and low productivity after the relocation of one of our main production facilities. The decrease in gross loss was a result of stop taking unprofitable orders,and the slightly improvement of our cost management.

Operating loss was$6.96 millionfor the year of 2019 as compared to operating loss of$14.04 millionfor 2018. The continuousdeficit from operation was mainly due to the fact that our sales revenue continued to decrease,while the raw material cost increased continuouslyand significantly through the year.The decrease in loss from operations was the combined result of improvement in gross margin and decrease in operating expenses.

Net loss attributable to common stockholders was$8.63 million,or loss per share of$0.41,for the year of 2019 as compared to net loss of$14.22 million,or loss per share of$1.49,for 2018.

Full Year 2019 Financial Results

Revenues

The Company generates its revenues from product sales,mainly including sales for pet chews,dried pet snacks and wet canned pet foods in oversea markets,domestic markets and by e-commerce platform. Revenue consists of the invoiced value for the sales,net of value-added tax ("VAT"),business tax,and applicable local government levies. For the year of 2019,total revenues decreased by$11.03 million,or 46.6%,to$12.65 millionfrom$23.67 millionin 2018. The decrease in total revenues in 2018 was mainly due to: (1) decrease in sales orders due to our uncompetitive sales price; (2) suspension of our overseas E-commerce business due to continuous losses; and (3) cessation of our manufacturing activities in late 2019 in view of rising raw material costs. As a result,we received reduced sales orders from our customers and our sales volume significantly decreased in 2019 as compared to 2018.

For the Twelve Months Ended December 31,

2019

2018

Y/Y Change

Revenues ($'000)

% of Total

Revenues ($'000)

% of Total

Amount ($'000)

%

Overseas

$

9,995

79.0%

$

15,832

66.9%

$

(5,837)

-36.9%

Domestic

2,711

21.4%

4,102

17.3%

(1,391)

-33.9%

E-commerce

84

0.7%

3,801

16.1%

(3,717)

-97.8%

less: sales tax and additional surcharge

(142)

-1.1%

(61)

-0.3%

(81)

131.3%

Total

$

12,648

100.0%

$

23,674

100.0%

$

(11,026)

-46.6%

Overseas sales decreased by$5.84million,or 36.9%,to$10.00millionforthe year of 2019from$15.83million for 2018. Domestic sales decreased by$1.39million,or 33.9%,to$2.71million for the year of 2019from$4.10 millionfor 2018. These decrease were due to the decrease in sales orders due to our uncompetitive sales price,and temporary suspension of our manufacturing activities in 2019. Sales from the e-commerce channel decreased by$3.72million,or 97.8%,to$0.08 millionfor the year of 2019from$3.80million for 2018,due to suspension of our overseas E-commerce business as the losses continue to grow.

For the Twelve Months Ended December 31,

2019

2018

Y/Y Change

Revenues ($'000)

% of Total

Revenues ($'000)

% of Total

Amount ($'000)

%

Pet chews

$

6,470

51.2%

$

6,272

26.5%

$

198

3.2%

Dried pet snacks

4,618

36.5%

13,611

57.5%

(8,993)

-66.1%

Wet canned pet food

1,310

10.4%

2,782

11.8%

(1,472)

-52.9%

Dental health snacks

305

2.4%

496

2.1%

(190)

-38.4%

Baked pet biscuits

87

0.7%

95

0.4%

8

-8.2%

Others

-

0%

480

2.0%

(480)

-100%

Less: sales tax and additional surcharge

(142)

-1.1%

(61)

-0.3%

(81)

131.1%

Total

$

12,026)

-46.6%

Sales of pet chews increased by$0.20 million,or 3.2%,to$6.47 millionfor the year of 2019 from$6.27 millionfor 2018. Sales of dried pet snacks decreased by$8.99 million,or 66.1%,to$4.62 millionfor the year of 2019 from$13.61 millionfor 2018. Sales of wet canned pet food decreased by$1.47 million,or 52.9%,to$1.31 millionfor the year of 2019 from$2.78 millionfor 2018. Sales of dental health snacks decreased by$0.19 million,or 38.4%,to$0.31 millionfor the year of 2019 from$0.50 millionfor 2018. The foregoing decrease was mainly due to our rejecting certain unprofitable orders,suspension of our overseas E-commerce business and suspension of our manufacturing activities from late 2019.Sales of pet chews,dried pet snacks,wet canned pet food,and dental health snacks accounted for 51.2%,36.5%,10.4%,and 2.4%,respectively,for the year of 2019,compared to 26.5%,57.5%,11.8%,and 2.1%,for 2018.

Cost of revenues

Cost of revenues consists primarily of raw materials,labor and factory overhead.Cost of revenues decreased by$13.56 million,or 48.9%,to$14.17 millionfor the year of 2019 from$27.73 millionfor 2018. This decrease in cost of revenues was mainly due to the 46.57% decrease in our total net revenue for the year ended December 31,2019. As a percentage of revenues,cost of revenues was 112.0% for the year of 2019,compared to 117.1% for 2018.

Gross profit (loss) and gross profit (loss) margin

Gross loss was$1.52 millionfor the year of 2019,compared to gross profit of$4.05 millionfor 2018. Gross loss margin was 12.0% for the year of 2019,compared to gross loss margin of 17.1% for 2018.

Operating expense

Operating expense consists of selling expenses,general and administrative expenses and research and development expenses.

Selling expenses decreased by$3.62 million,or 79.7%,to$0.92 millionfor the year of 2019 from$4.54 millionfor 2018. The decrease in our selling price was in line with our decreased revenue in 2019.

General and administrative expenses increased by$0.91 million,or 32.6%,to$3.70 millionfor the year of 2019 from$2.79 millionfor 2018. The increase was mainly resulted from the increase in bad debt expenses and an increase in severance compensation to the employees due to suspension of production at our plants since late October 2019.

Research and development expense decreased by$1.06 million,or 100%,to$Nil millionfor the year of 2019 from$1.06 millionfor 2018.

The Company also incurred impairment of long-lived assets other than goodwill charge of$0.81 millionfor the year of 2019,compared to $0for 2018.

Due to our continuous operating loss in 2019,we reassessed our long-lived assets based on a forecast of the Company's future performance.

As a result,total operating expenses decreased by$4.56 million,or 45.6%,to$5.43 millionfor the year of 2019 from$9.99 millionfor 2018. As a percentage of total revenues,total operating expenses was 43.0% for the year of 2019,compared to 42.2% for 2018.

Operating income (loss) and operating income (loss) margin

Loss from operations was$6.96million for the year of 2019,compared to operating loss of$14.04 millionfor 2018. The decrease in income from operations was the combined result of decrease in revenues and increases in cost of goods sold and operating expenses.

Net Income (loss) and earnings (loss) per share

Net loss was$8.63 millionfor the year of 2019,compared to net loss of$14.22 millionfor 2018. After deducting for noncontrolling interest,net loss attributable to common stockholders was$8.63 million,for the year of 2019. This is compared to net loss attributable to common stockholders of$14.22 million,or earnings per share of$1.49,for 2018.

Financial Conditions

As ofDecember 31,2019,the Company had cash,cash equivalents and restricted cash of$6.50 million,compared to$2.70 millionatDecember 31,2018. Accounts receivable and inventories were$0.02 millionand$0.47 million,as ofDecember 31,compared to$0.85 millionand$3.02 million,at the end of 2018. Total working capital deficit was$7.27 millionas ofDecember 31,as compared to working capital deficit of$11.34 millionat the end of 2018.

Net cash used in operating activities was$5.63 millionfor the year of 2019,compared to$2.17 millionfor 2018. Net cash provided by investing activities was$0.11 millionfor the year of 2019,compared toused in investing activities of $6.59 millionfor 2018. Net cash provided by financing activities was$9.52 millionfor the year of 2019,compared to$7.73 millionfor 2018.

Going Concern

As reflected in our consolidated financial statements,our revenue decreased by approximately $11 million from approximately $23.6 million in 2018 to approximately $12.6 million in 2019. Net cash used in operating activities amounted to approximately $5.6 million for the year ended December 31,2019. As of December 31,we had working capital deficit of approximately $7.3 million as compared to working capital deficit of approximately $11.3 million as of December 31,2018. In addition,in November 2019,we temporarily suspended our manufacturing activities due to rising raw material costs and continued losses in our operations. The suspension of our manufacturing activities led to reduced sales and operating cash flows,and consequently caused our inability to make the payments to settle vendor bills. In addition,some lenders were demanding loans to be paid off upon maturity. As a result,in late 2019,some of our vendors and several of the financial institutions initiated lawsuits against us for payment. To the extent such claims the Company prevail and the Company is unable to settle them on terms favorable to it,the Company's financial condition will be materially adversely affected in 2020. Furthermore,in December 2019,a novel strain of coronavirus (COVID-19) surfaced. COVID-19 has spread rapidly throughout China and worldwide,which has caused significant volatility in the PRC and international markets. There is significant uncertainty around the breadth and duration of business disruptions related to COVID-19,as well as its impact on the PRC and international economies. To reduce the spread of the COVID-19,the Chinese government has employed measures including city lockdowns,quarantines,travel restrictions,suspension of business activities and school closures. Due to difficulties resulting from the COVID-19 outbreak and all the other aspects of our operating challenges,including,but not limited to,the extending temporary closure of our facilities and operations to until the middle of May 2020,pending lawsuits for supplier arrears,bank loans and employee compensation,limited support from the Company's employees,delayed access to raw material supplies,reduced customer sales orders,and our inability to promote the sales to customers on a timely basis,our revenue for the year ended December 31,2020 will be much lower than expected. These facts raised substantial doubt about our ability to continue as a going concern for the next 12 months from the date of this report.

Notice

Rounding amounts and percentages: Certain amounts and percentages included in this press release have been rounded for ease of presentation. Percentage figures included in this press release have not in all cases been calculated on the basis of such rounded figures,but on the basis of such amounts prior to rounding. For this reason,certain percentage amounts in this press release may vary from those obtained by performing the same calculations using the figures in the financial statements. In addition,certain other amounts that appear in this press release may not sum due to rounding.

About TDH Holdings,Inc.

Founded inApril 2002,TDH Holdings,Inc. (the "Company") (NASDAQ: PETZ),is a developer,manufacturer and distributer of a variety of pet food products under multiple brands that are sold in theChina,AsiaandEurope. More information about the Company can be found atwww.tiandihui.com.

Safe Harbor Statement

This news release contains forward-looking statements. Without limiting the generality of the foregoing,words such as "may," "will," "expect," "believe," "anticipate," "intend," "could," "estimate" or "continue" or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements. These statements are only predictions,uncertainties and other factors may cause the Company's actual results,levels of activity,performance or achievements to be materially different from any future results,levels or activity,performance or achievements expressed or implied by these forward-looking statements. Specifically,the Company's statements regarding,among others,its growth and business outlook,the Company's ability to execute on its business plan,secure necessary capital to sustain and maintain its operations,its ability to resume its operations at the previous levels,its ability to successfully resolve various legal proceedings in which it is involved,are forward-looking statements. In addition,any statements that refer to expectations,projections or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to certain risks,uncertainties and assumptions that are difficult to predict and many of which are beyond the control of the Company. Actual results may differ from those projected in the forward-looking statements due to risks and uncertainties that are described more fully in the Company's public reports filed with the U.S. Securities and Exchange Commission. Although the Company believes that the assumptions underlying the forward-looking statements are reasonable,any of the assumptions could prove inaccurate and,therefore,there can be no assurance that the results contemplated in forward-looking statements will be realized. In light of the significant uncertainties inherent in the forward-looking information included herein,the inclusion of such information should not be regarded as a representation by TDH or any other person that their objectives or plans will be achieved. The Company does not undertake any obligation to revise the forward-looking statements contained herein to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

TDH HOLDINGS,INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December31,

December31,

2019

2018

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

$

5,114,175

$

893,020

Restricted cash,current

1,390,403

1,807,485

Accounts receivable

21,657

845,800

Accounts receivable - related party

-

435,513

Advances to suppliers

39,806

77,280

Inventories,net

473,216

3,019,804

Due fromrelated parties

-

43,554

Prepayments and other current assets

153,633

680,606

Total current assets

7,192,890

7,803,062

NON-CURRENT ASSETS:

Property,plant and equipment,net

6,562,669

8,410,525

Land use rights,net

973,224

1,014,538

Long-term investments

71,757

201,281

Operating lease right-of-use assets - related parties

286,670

-

Total non-current assets

7,894,320

9,626,344

Total assets

$

15,087,210

$

17,429,406

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:

Accounts payable

$

3,436,939

$

6,220,375

Accounts payable - related parties

116,834

125,126

Notes payable

908,008

2,462,044

Advances fromcustomers

116,155

160,828

Bank overdrafts

78,320

-

Short termloans

7,624,061

8,263,038

Short term loans - related parties

892,510

1,061,360

Current portion of long term loans - related party

-

68,673

Taxes payable

57,521

44,319

Due torelated parties

39,387

45,146

Operating lease liabilities - related parties,current

137,347

-

Other current liabilities

1,054,818

692,669

Total current liabilities

14,461,900

19,143,578

NON-CURRENT LIABILITIES:

Deferred tax liabilities

1,036

4,929

Long term loans - related party,non-current

-

217,466

Operating lease liabilities - related party,non-current

286,875

-

Total liabilities

14,749,811

19,365,973

STOCKHOLDERS' EQUITY (DEFICIT):

Common stock ($0.001 par value; 200,000,000 shares authorized; 45,849,995and 10,516,662 shares issued and outstanding at December 31,2019 and 2018,respectively)

45,850

10,517

Additional paid-in capital

21,963,678

10,999,011

Stock subscription receivable

-

-

Statutory reserves

160,014

160,014

Retained earnings (Accumulated deficit)

(21,974,651)

(13,349,232)

Accumulated other comprehensive income

142,516

243,470

Total TDH Holdings,Inc. stockholders' equity (deficit)

337,407

(1,936,220)

Noncontrolling interest

(8)

(347)

Total stockholders' equity (deficit)

337,399

(1,567)

Total liabilities and stockholders' equity (deficit)

$

15,406

TDH HOLDINGS,INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

For The Years Ended December 31,

2019

2018

2017

Net revenue

$

12,455,414

$

22,154,506

$

28,473,016

Net revenue - related parties

192,841

1,519,531

506,495

Total revenue

12,648,255

23,674,037

28,979,511

Cost of revenue

13,992,499

26,278,300

20,283,321

Cost of revenue - related parties

178,636

1,448,533

399,177

Total cost of revenue

14,171,135

27,726,833

20,682,498

Gross profit

(1,522,880)

(4,052,796)

8,297,013

Operating expenses:

Selling expense

920,237

4,535,945

4,882,367

General and administrative expense

3,702,035

2,792,858

2,095,676

Research and development expense

-

1,062,582

1,051,665

Impairment of long-lived assets other than goodwill

813,344

-

-

Impairment of goodwill

-

1,599,591

-

Total operating expenses

5,435,616

9,990,976

8,029,708

Income (loss) from operations

(6,958,496)

(14,043,772)

267,305

Interest expense

(1,378,755)

(233,101)

(82,946)

Government subsidies

129,255

81,882

414

Other income

1,189

20,242

19,305

Other expense

(290,655)

(26,992)

(144,069)

Loss from equity method investment

(127,965)

(17,524)

-

Total other expenses

(1,666,931)

(175,493)

(207,296)

Income (loss) before income taxes provision(benefit)

(8,625,427)

(14,219,265)

60,009

Income tax provision (benefit)

-

-

(55,102)

Net income (loss)

(8,265)

115,111

Less: Net loss attributable to noncontrolling interest

(8)

(40)

-

Net income (loss) attributable to TDH Holdings,Inc.

$

(8,419)

$

(14,225)

$

115,111

Comprehensive income (loss)

Net income (loss)

$

(8,427

$

(14,265)

$

115,111

Other comprehensive income (loss)

Foreign currency translation adjustment

(100,954)

(65,123)

410,642

Total comprehensive income (loss)

$

(8,381)

$

(14,284,388)

$

525,753

Less: Comprehensive loss attributable to noncontrolling interest

(8)

(347)

-

Comprehensive income (loss) attributable to TDH Holdings,373)

$

(14,041)

$

525,753

Earnings (loss) per common share attributable to TDH Holdings Inc.

Basic

$

(0.41)

$

(1.49)

$

0.01

Diluted

$

(0.41)

$

(1.49)

$

0.01

Weighted average common shares outstanding

Basic

21,022,598

9,558,493

8,303,853

Diluted

21,853

TDH HOLDINGS,INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For The Years Ended December 31,

2019

2018

2017

Cash flows from operating activities

Net income (loss)

$

(8,427)

$

(14,111

Adjustments to reconcile net income (loss) to net cash used in operating activities:

Depreciation and amortization expense

571,528

395,355

364,170

Loss from equity method investment

127,965

17,524

-

Loss from disposal of subsidiaries

5,018

-

-

Impairment of goodwill

-

1,591

-

Impairment of long-lived assets other than goodwill

813,344

-

-

Inventory write-down

518,119

1,668,508

-

Bad debt provision

659,569

-

18,201

Deferred income tax liability

(3,861)

(591)

(8,581)

Loss on disposal of property,plant and equipment

308,003

-

1,783

Non-cash lease expense

89,176

-

-

Changes inoperating assets and liabilities:

Accounts receivable,net

329,042

1,302,573

(971,831)

Accounts receivable - related party,net

306,301

(778,516)

(10,817)

Inventories,net

2,009,862

4,203,927

(2,658,359)

Operating lease liabilities - related parties

16,404

-

-

Due from related parties,net

(2,206)

-

-

Due to related parties

14,387

18,142

5,920

Advances to suppliers

36,322

569,723

121,360

Prepayments and other current assets

516,018

(291,336)

18,197

Accounts payable

(2,775,356)

1,870,157

1,174,363

Accounts payable - related parties

(6,703)

19,848

32,440

Interest payable

260,417

119,712

-

Notes payable

(1,046,257)

1,204,910

(127,275)

Taxes payable

13,797

32,733

(115,219)

Advances fromcustomers

(42,923)

(60,254)

(601,855)

Advances fromcustomer - related party

-

(7,397)

7,241

Other current liabilities

280,843

160,914

(39,785)

Net cash used in operating activities

(5,618)

(2,173,742)

(2,936)

Cash flows from investing activities

Payments to acquire property,plant and equipment

(121,560)

(5,627,422)

(227,900)

Proceeds from disposal of property,plant and equipment

233,747

-

2,012

Payments to acquire land use rights

-

(854,221)

(103,596)

Acquisition of businesses,net of cash acquired

-

19,888

-

Disposal of subsidiaries

83

-

-

Loans to related parties

-

(132,147)

(533,242)

Repayments from related parties

1,282

235,049

15,443

Payments for long-term investments

-

(235,605)

-

Net cash provided by (used in) investing activities

113,552

(6,594,458)

(847,283)

Cash flows from financing activities

Proceeds from issuance of common shares

6,760,000

-

5,542,047

Collection of stock subscription receivable

-

100,000

827,730

Proceeds from related parties

-

5,306

1,073,961

Repayments to related parties

(1,000)

(385,420)

(1,767,391)

Proceeds from bank overdrafts

78,162

-

-

Proceeds from short term loans

1,275

8,400,090

2,077,219

Repayments of short term loans

(2,177)

(1,508,056)

(2,494,793)

Proceeds from short term loans - related parties

4,791,176,690

-

Repayments of short term loans - related party

(1,080,947)

(60,490)

-

Net cash provided by financing activities

9,520,716

7,728,120

5,258,773

Effect of exchange rate changes on cash,cash equivalents and restricted cash

(203,577)

96,808

55,000

Net change in cash,cash equivalents and restricted cash

3,804,073

(943,272)

1,554

Cash,cash equivalents and restricted cash,beginning of the year

2,700,505

3,643,777

1,852,223

Cash,end of the year

$

6,504,578

$

2,505

$

3,777

Supplemental cash flow information

Interest paid

$

1,118,338

$

113,389

$

82,234

Income taxes paid

$

-

$

-

$

59,927

Non-cash investing and financial activities

Accrued interest added to short term loan – related party

126,697

-

-

Operating expenses paid by related parties

$

-

$

157,094

$

85,837

Liabilities assumed in connection with purchase of property,plant and equipment

$

51,196

$

38,636

$

133,229

Notes payable reclassified to short term loans

479,724

-

-

Receivables from related parties settled with payables to related parties

$

28,694

$

114,707

$

169,906

Receivables from common stock subscription settled with loan payables to a related party

4,240,000

-

-

Shares issuance in connection with acquisition of subsidiaries

$

-

$

1,053,020

$

-

Reconciliation of cash,cash equivalents,and restricted cash to the consolidated balance sheets

Cash and cash equivalents

$

5,020

$

2,346,109

Restricted cash,current

$

1,403

$

1,485

$

797,668

Restricted cash,non-current

$

-

$

-

$

500,000

Total cash,and restricted cash at end of year

$

6,578

$

2,505

$

3,777

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