Wave Sync Corp.

This is the first periodic report of Wave Sync Corp. (the “Company”, “we”, “us”, and “our”, unless the context indicates otherwise) covering periods after December 31, 2018. Readers should be aware that several aspects of this Annual Report on Form 10-K differ from other annual reports. First, this report is for each of the fiscal years ended December 31, 2019 and 2020, in lieu of filing separate reports for each of those years. Second, because of the amount of time that has passed since our last periodic report was filed with the Securities and Exchange Commission (the “SEC”), the information relating to our company is focused on our more recent periods after December 31, 2018. In addition, this report includes financial statements and other disclosures for the quarterly periods ended March 31, 2021 and June 30, 2021. We do not intend to file the Quarterly Reports on Form 10-Q for any of the quarters ended March 31, 2019 through September 30, 2020 or for the quarters ended March 31, 2021 and June 30, 2021.

On June 4, 2021, the Company (the “Buyer”) and Hudson Capital USA Inc. (the “Seller”) entered into a share transfer agreement (the “Archax SPA”), pursuant to which the Company agreed to buy from the Seller $500,000 worth of shares (1.74% of ownership) of Archax Holdings Ltd. (“Archax”), a company organized under the laws of England, UK. Archax is a global digital asset trading platform and ecosystem. In addition, on June 4, 2021, the Company and the Seller entered into another share transfer agreement (the “Montis SPA”), pursuant to which the Company agreed to buy from the Seller $250,000 worth of shares of (2.63% of ownership) Montis Digital Limited (“Montis”), a company organized under the laws of Gibraltar. Montis primarily provides marketing and consulting services for digital assets and related entities in the digital asset ecosystems. Each of the Archax SPA and Montis SPA contained customary representations and warranties for transactions of this nature and scale. 

The Company has suffered from losses from operation and significant accumulated deficits. It’s net loss for the fiscal quarters ended March 31, 2021 and 2020 were $11,003 and $4,396, respectively, and the accumulated losses as of March 31, 2021 and 2020 were $27,142,842 and $27,096,784, respectively. As of March 31, 2021 and December 31, 2020, the Company has cash and cash equivalents of $3,003 and $15, respectively and net cash used in operating activities during the quarters ended March 31, 2021 and 2020 were $17,431 and $0, respectively. The Company comes to have insufficient cash flows generated from operations and provided for development. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The management determines that additional effort will be required to improve the operation so that the Company may generate more profits to sustain its continuous. The Company may explore the channels to raise additional capital or any opportunities to improve the cash flow in the years to come. Subsequent to the fiscal quarter ended March 31, 2021, the Company had raised $1,050,000 (gross proceeds) and $1,780,000 (gross proceeds) as of April 23, 2021 and July 29, 2021, respectively, from private placements to improve the financial position and cash flow of the Company.