Quarterly report pursuant to Section 13 or 15(d)

Related Parties Transactions

v3.3.0.814
Related Parties Transactions
9 Months Ended
Sep. 30, 2015
Related Parties Transactions [Abstract]  
RELATED PARTIES TRANSACTIONS

NOTE 11 – RELATED PARTIES TRANSACTIONS

 

Prepaid expenses – related parties

 

At September 30, 2015 and December 31, 2014, prepaid expenses – related parties consisted of the following:

 

    September 30, 2015     December 31, 2014  
Prepaid fuel cost and other items to PT. Avona Mina Lestari (1)   $ 2,349,623     $ 1,632,352  
Prepaid fuel cost to Hai Yi Shipping Limited (2)     5,362,943       2,070,023  
Prepaid fuel cost to Haifeng Dafu Enterprise Company Limited (3)     869,305       399,735  
Prepaid fuel cost to Hong Fa Shipping Limited (4)     4,570,749       1,854,131  
Prepaid fuel cost to PT. Dwikarya Reksa Abadi (5)     1,369,695       1,363,734  
    $ 14,522,315     $ 7,319,975  

 

(1) PT. Avona Mina Lestari is an affiliate company controlled by Xinrong Zhuo family.

(2) Hai Yi Shipping Limited is an affiliate company ultimately controlled by Xinrong Zhuo, CEO of the Company.

(3) Haifeng Dafu Enterprise Company Limited is an affiliate company ultimately controlled by Xinrong Zhuo, CEO of the Company.

(4) Hong Fa Shipping Limited is an affiliate company owned by Xinrong Zhuo, CEO of the Company.

(5) PT Dwikarya Reksa Abadi is an affiliated company controlled by Xinrong Zhuo family.

 

Deferred expenses – related parties

 

At September 30, 2015 and December 31, 2014, deferred expenses – related parties consisted of the following:

 

    September 30, 2015     December 31, 2014  
Prepaid fishing licenses application fees to PT. Avona Mina Lestari   $ 46,083     $ 764,787  
Prepaid fishing licenses application fees to Hong Long (1)     -       264,327  
    $ 46,083     $ 1,029,114  

 

(1) Hong Long is an affiliate company majority owned and controlled by Ping Lin who is the spouse of the Company’s CEO.

 

PT. Avona Mina Lestari and Hong Long act as agents to apply fishing licenses for the Company and pay the related fishing licenses application fees on behalf of the Company. Therefore, the Company either prepays or reimburses them for fishing licenses application fees paid on behalf of the Company.

 

Other receivable – related parties

 

At September 30, 2015 and December 31, 2014, other receivable – related parties consisted of the following:

 

    September 30,
2015
    December 31, 2014  
Advance to Zhiyan Lin   $ 3,918,915     $ -  
Advance to Honghong Zhuo     4,244,134       -  
    $ 8,163,049     $ -  

 

In connection with the termination of VIE structure and to comply with PRC regulation, the Company paid RMB 83 million (approximately $13.1 million) in total, which is Pingtan Fishing’s registered capital, to Pingtan Fishing’s Shareholders to transfer their 100% of equity interest of Pingtan Fishing to Fujian Heyue, the Company’s subsidiary pursuant to the Equity Transfer Agreement dated February 9, 2015. Those payments will be returned in full to the Company within one year after the termination of VIE structure.

 

Accounts payable - related parties

 

At September 30, 2015 and December 31, 2014, accounts payable - related parties consisted of the following:

 

Name of related parties   September 30, 2015     December 31, 2014  
PT. Avona Mina Lestari   $ 3,770,796     $ -  
Hong Long     1,287,188       2,601,314  
    $ 5,057,984     $ 2,601,314  

 

These accounts payable – related parties amounts are short-term in nature, non-interest bearing, unsecured and payable on demand.

 

Due to related parties

 

At September 30, 2015 and December 31, 2014, due to related parties consisted of the following:

 

    September 30, 2015     December 31, 2014  
Advance from Hong Fa Shipping Limited   $ -     $ 1,000,000  
Advance from Xinrong Zhuo, Chief Executive Officer     -       1,350,000  
Accrued compensation for Xinrong Zhuo     3,354       3,352  
Accrued compensation for Roy Yu, Chief Financial Officer     20,000       20,000  
    $ 23,354     $ 2,373,352  

 

These advances are short-term in nature, non-interest bearing, unsecured and payable on demand.

 

Purchases from related parties

 

During the three and nine months ended September 30, 2015 and 2014, purchases from related parties were as follows:

 

    Three Months Ended
September 30,
    Nine Months Ended 
September 30,
 
    2015     2014     2015     2014  
                         
Purchase of fuel, fishing nets and other on board consumables                  
from PT Avona Mina Lestari   $ 5,482     $ -     $ 13,426     $ -  
from Hong Fa Shipping Limited     2,562,540       7,740,333       8,402,618       27,957,529  
from Haifeng Dafu Enterprise Co., Ltd.     3,901       29,491       9,554       29,491  
from Hai Yi Shipping Ltd.     24,065       254,605       58,942       254,605  
from PT. Dwikarya Reksa Abadi     6,147       -       15,054       -  
      2,602,135       8,024,429       8,499,594       28,241,625  
Purchase of vessel maintenance service                                
from PT. Avona Mina Lestari     3,905,535       1,260,652       3,905,535       3,581,161  
from PT. Dwikarya Reksa Abadi     1,279,430       1,400,840       3,236,107       3,955,437  
      5,184,965       2,661,492       7,141,642       7,536,598  
Purchase of transportation service                                
from Fuzhou Honglong Ocean Fishery Co., Ltd.     -       1,735,365       180,609       7,770,602  
from Haifeng Dafu Enterprise Company Limited     -       456,717       -       1,987,658  
from Hai Yi Shipping Limited     10,941       159,220       308,459       929,919  
from Hong Fa Shipping Limited     -       563,268       -       2,049,184  
      10,941       2,914,570       489,068       12,737,363  
Purchase of Indonesia vessel agent service                                
from PT. Avona Mina Lestari (1)     -       381,127       2,357       1,124,531  
from PT. Dwikarya Reksa Abadi (1)     -       335,392       -       989,581  
    $ -     $ 716,519     $ 2,357     $ 2,114,112  

 

(1) PT. Avona Mina Lestari and PT. Dwikarya Reksa Abadi act as Pingtan Fishing’s agents to apply and renew Indonesia fishing licenses and Pingtan Fishing pays the agent service fees to them. 

 

On June 26, 2015, the Company entered into a master agreement with each of Fuzhou Honglong Ocean Fishery Co., Ltd, (“Hong Long”) and Fuzhou Yishun Deep-Sea Fishing Co., Ltd. (“Yishun”), which are owned by the Company’s Chairman and CEO, Mr. Xinrong Zhuo, for the acquisition of 6 fishing vessels with total consideration of approximately $56.2 million representing the fair market value on the date of acquisition. The transaction between the Company and these two related companies was accounted as common control transaction. Based on Accounting Standards Codification (“ASC”) 805-50, the Company recorded the value of $0 as the cost of the vessels since the 6 vessels had been fully depreciated in Hong Long and Yishun’s books at the date of transfer. The balance of approximately $56.2 million above cost was treated as a return of capital in the equity accounts and was recorded as a reduction in additional paid-in capital. These vessels are currently licensed and sanctioned by the Chinese Fisheries Management Bureau under the Ministry of Agriculture of China, which allows these vessels to operate and fish in the Western and Central Pacific Ocean of the international waters. These vessels are primarily focused on the catch of tuna and squid. These 6 vessels will be dismantled and replaced by 6 newly-built vessels to continue fishing in the international waters. We expect that the expansions of our fleet will greatly increase our fish harvest volume and revenue.

 

Operating lease

 

On July 31, 2012, Pingtan Fishing entered into a lease for office space with Ping Lin, spouse of the Company’s CEO, (the “Office Lease”). Pursuant to the Office Lease, annual payments of RMB 84,000 (approximately $14,000) are due for each year of the term. The term of the Office Lease is 3 years and expires on August 1, 2015. On August 1, 2015, the Company renewed the Office Lease. Pursuant to the renewed Office Lease, the annual rent is RMB 84,000 (approximately $14,000). The term of the renewed Office Lease is 1 year and expires on August 1, 2016.

 

For the three months ended September 30, 2015 and 2014, rent expense related to the Office Lease amounted $3,355 and $3,465, respectively. For the nine months ended September 30, 2015 and 2014, rent expense related to the Office Lease amounted $10,226 and $10,251, respectively.

 

Future minimum rental payments required under the Office Lease is as follows:

 

  Twelve-month Period Ending September 30:   Amount    
  2016   $ 11,017    

 

Rental and related administrative service agreement

 

On July 1, 2013, the Company entered into a service agreement with Hai Yi Shipping Limited that provided the Company a portion of use of premises located in Hong Kong as office and provided related administrative service (the “Service Agreement”). Pursuant to the Service Agreement, monthly payments of Hong Kong Dollar (“HK$”) HK$298,500 (approximately $38,500) were due for each month of the term. The term of the Service Agreement was 1.5 years and expired on December 31, 2014. In December 2014, the Company renewed the Service Agreement. Pursuant to the renewed Service Agreement, the monthly payments are HK$298,500 (approximately $38,500). The term of the renewed Service Agreement is 1 years and expires on December 31, 2015. For the three months ended September 30, 2015 and 2014, rent expense and corresponding administrative service charge related to the Service Agreement amounted to $115,594 and $115,478, respectively. For the nine months ended September 30, 2015 and 2014, rent expense and corresponding administrative service charge related to the Service Agreement amounted to $346,847 and $346,390, respectively.

 

Future minimum rental and related administrative service charge payment required under the Service Agreement is as follows:

 

  Twelve-month Period Ending September 30:   Amount    
  2016   $ 115,616