Skip to main content

Cenntro Inc.

For the period ended Sep 30, 2025. Filed Nov 12, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 12, 2025

CENN$0.16+9.9%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-12.

0001140361-25-030576

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-12.

0001140361-25-041657

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 157 previous paragraphs and 158 current paragraphs.

89 unchanged; 59 reworded; 9 added; 9 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 26 previous and 26 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (9)

Current report

Cost of goods sold for the nine months ended September 30, 2025 was approximately $12.7 million, a decrease of approximately $5.1 million or approximately 28.7% from approximately $17.8 million for the nine months ended September 30, 2023. The decrease of cost of goods sold was mainly caused by (i) the decrease in vehicle sales and spare-part sales of approximately $1.0 million and $1.7 million, respectively, due to the decrease of sales, (ii) the decrease of inventory write-down of approximately $2.5 million.

Current report

Cost of goods sold for the three months ended September 30, 2025 was approximately $4.5 million, a decrease of approximately $5.5 million or approximately 55.0% from approximately $10.0 million for the three months ended September 30, 2024. The decrease of cost of goods sold was mainly caused by (i) the decrease in vehicle sales and spare-part sales of approximately $3.5 million and $0.5 million, respectively, due to the decrease of sales, (ii) the decrease of inventory write-down of approximately $1.7 million.

Current report

General and administrative expenses for the nine months ended September 30, 2025 were approximately $14.2 million, a decrease of approximately $5.9 million or approximately 29.3% from approximately $20.1 million for the nine months ended September 30, 2024. The decrease in general and administrative expenses in 2025 was primarily attributed to the decrease in in legal and professional fee, salary and social insurance expense, office expenses, travelling fee, freight, leasing cost, rental expense, others expense related to garage liability insurance and share-based compensations of approximately $0.5 million, $1.4 million, $1.0 million, $0.3 million, $0.4 million, $1.2 million, $0.3 million, $0.4 million and $0.5 million, respectively.

Current report

A gain in the change in fair value of convertible promissory notes and derivative liability for the nine months ended September 30, 2025 was approximately $0.3 million.

Current report

A gain in the change in fair value of convertible promissory notes and derivative liability for the three months ended September 30, 2025 was approximately $0.4 million.

Current report

A gain in the change in fair value of equity securities for the three months ended September 30, 2025 was approximately $0.3 million compared to approximately $0.3 million of a gain in the change in fair value of equity securities for the three months ended September 30, 2024.

Current report

The amount recorded as loss on extinguishment of convertible bonds amendment occurred in May, 2025, based on which the Parties agreed to materially change the terms and conditions of the original convertible bonds issued in July, 2022, refer to Note 15 for details. We considered the amendment as an extinguishment of the original convertible bonds.

Current report

On January 15, 2025, Antric signed a non-cancellable operating lease agreement for approximately 4,392 square feet in Bochum, Germany. The lease has no particular termination date. The monthly base rent is €3,616.29 (or approximately $4,243.72).
Removed paragraphs (9)

Previous report

Entities over which we have the ability to exercise significant influence but do not have a controlling interest through investment in common shares, or in-substance common shares, are accounted for using the equity method. Under the equity method, we initially record our investment at cost and subsequently recognize our proportionate share of each such entity’s net income or loss after the date of investment into the statements of operations and comprehensive loss and accordingly adjust the carrying amount of the investment. When our share of losses in the equity of such entity equals or exceeds our interest in the equity of such entity, we do not recognize further losses, unless we have incurred obligations or made payments or guarantees on behalf of such entity. An impairment charge is recorded when the carrying amount of the investment exceeds its fair value and this condition is determined to be other-than-temporary. The adjusted carrying amount of the assets become new cost basis.

Previous report

Cost of goods sold for the six months ended June 30, 2025 was approximately $8.2 million, an increase of approximately $0.3 million or approximately 4.3% from approximately $7.9 million for the six months ended June 30, 2024. The increase of cost of vehicle sales was mainly caused by the increase in the cost of vehicle sales of approximately $2.5 million, offset by the decrease in the cost of spare-part sales and inventory write-down of approximately $1.5 million and $0.8 million, respectively.

Previous report

Cost of goods sold for the three months ended June 30, 2025 was approximately $6.4 million, an increase of approximately $0.7 million or approximately 12.0% from approximately $5.7 million for the three months ended June 30, 2024. The increase of cost of vehicle sales was mainly caused by the increase in the cost of vehicle sales of approximately $2.1 million, offset by the decrease in the cost of spare-part sales and inventory write-down of approximately $0.7 million and $0.8 million, respectively.

Previous report

General and administrative expenses for the six months ended June 30, 2025 were approximately $10.1 million, a decrease of approximately $2.9 million or approximately 22.2% from approximately $13.0 million for the six months ended June 30, 2024. The decrease in general and administrative expenses in 2025 was primarily attributed to a decrease in salary expense, office expenses, leasing cost, freight, rental expense and share-based compensation of approximately $1.4 million, $0.5 million, $0.5 million, $0.2 million, $0.1 million and $0.2 million, respectively.

Previous report

A loss in the change in fair value ofequity securities for the six months ended June 30, 2025 was approximately $0.1 million.

Previous report

On December 4, 2021, we entered into an entrustment agreement with Cedar Europe GmbH, a company organized under the laws of Germany (“Cedar”) pursuant to which we entrusted Cedar to, in Cedar’s name, obtain a lease agreement for facilities in Germany and operate such lease facility under Cedar’s name in exchange for the Cenntro’s responsibility for all expenditures and costs of the lease. On December 24, 2021, Cedar entered into a lease agreement for an approximately 27,220 square feet facility in Dusseldorf, Germany, where we now house our European Operations Facility. The lease period began on January 1, 2022 and ends on December 31, 2024. Pursuant to such lease agreement, the total annual base rent is €354,787 (or approximately $373,630) for the lease term. On 17 January 2023, Cedar transferred the lease to CEGE, effectively from 1 February, 2023.

Previous report

On August 31, 2023, we completed the acquisition with Antric GmbH in Germany. On July 20, 2022, Antric signed a non-cancellable operating lease agreement for approximately 4,361 square feet in Bochum, Germany, the lease period ends on December 31, 2026. The monthly rent is €3,605.26 (or approximately $3,796.73). On September 1, 2022, the lease area increased to 7,326 square feet and the monthly rent increased to €6,000.32 (or approximately $6,319.00). The additional deposit is €18,000.96 (or approximately $18,956.99). On January 20, 2023, Antric signed another non-cancellable operating lease agreement for approximately 252 square feet in Bochum, Germany, the lease period starts on February 1, 2023 and ends on December 31, 2026. The monthly rent increased to €6,315.38 (or approximately $6,650.79). On March 27, 2023, Antric signed another non-cancellable operating lease agreement for approximately 2,949 square feet in Bochum, Germany, the lease period starts on April 1, 2023 and ends on December 31, 2026. The monthly rent increased to €8,597.80(or approximately $9,054.43).
Reworded paragraphs (59)

Previous wording

Up until December 31, 2021, we generate revenue primarily through the sale of ECVs to our channel partners. Beginning in 2022, we experimented with different go-to-market strategies across regions. In Europe, while we initially tested an EV center approach by acquiring CAE, a German manufacturer and ECV seller, we returned to our distributor-focused model in 2024 given its proven effectiveness. In North America, we implemented a hybrid approach that combines direct sales to end-customers with strategic distributor partnerships. Historically (i.e. up until end of 2021), these revenues were generated solely by the sale of the Metro®. Starting from the last quarter of 2021, we began generating revenue from the sales of the Logistar™ 200, Logistar™ 100, Logistar™ 260, Teemak™ and Neibor® 150 in Europe, Clubcar, Logistar™ 210 and Logistar™ 260 in Asia, Avantier™ and Logistar™ 400 in the US.

Current wording

Up until December 31, 2021, we generate revenue primarily through the sale of ECVs to our channel partners. Beginning in 2022, we experimented with different go-to-market strategies across regions. In Europe, while we initially tested an EV center approach by acquiring CAE, a German manufacturer and ECV seller, we returned to our distributor-focused model in 2024 given its proven effectiveness. In North America, we implemented a hybrid approach that combines direct sales to end-customers with strategic distributor partnerships. Historically (i.e. up until end of 2021), these revenues were generated solely by the sale of the Metro®. Starting from the last quarter of 2021, we began generating revenue from the sales of the Logistar™ 200, Logistar™ 100, Logistar™ 260, Teemak™ and Neibor® 150 in Europe, Clubcar, Logistar™ 210, Logistar™ 260 and iChassis™ in Asia, and Avantier™ and Logistar™ 400 in the US. We estimate that in year 2026, we will start generating revenue from Bison Motor™, hydrogen-powered heavy-duty vehicles to meet market demand and increased sales from iChassis™ that consists of a programmable “smart” chassis that is currently used by third-party integrated it with their controlling software for various autonomous driving commercial vehicle applications.

Previous wording

Net revenues during the six months ended 2025 and 2024 were generated from (a) vehicles sales, which primarily represent net revenues from sales of Metro® vehicles (including vehicle kits), Logistar™ 200, Logistar™ 210, Logistar™ 260, Logistar™ 400, Logistar™ 450, Antric®, Avantier™, Logistar™ 100 and Clubcar, (b) sales of ECV spare-parts related to our Metro® vehicles, and (c) other sales, which primarily were: (i) the sales of inventory of outsourced ECV batteries, and (ii) charges on services provided to channel partners for technical developments and assistance with vehicle homologation or certification.

Current wording

Net revenues during the nine months ended 2025 and 2024 were generated from (a) vehicles sales, which primarily represent net revenues from sales of Metro® vehicles (including vehicle kits), Logistar™ 200, Logistar™ 210, Logistar™ 260, Logistar™ 400, Logistar™ 450, Antric®, Avantier™, Logistar™ 100 and Clubcar, (b) sales of ECV spare-parts related to our Metro® vehicles, and (c) other sales, which primarily were: (i) the sales of inventory of outsourced ECV batteries, and (ii) charges on services provided to channel partners for technical developments and assistance with vehicle homologation or certification.

Previous wording

Cost of goods sold also includes inventory write-downs. Inventories are stated at the lower of cost or net realizable value. The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and is comprised of direct materials, direct labor cost and an appropriate proportion of overhead. Net realizable value is based on estimated selling prices less selling expenses and any further costs of completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances. Write-downs are recorded in the cost of goods sold in ourstatements of operations and comprehensive loss.

Current wording

Cost of goods sold also includes inventory write-downs. Inventories are stated at the lower of cost or net realizable value. The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and is comprised of direct materials, direct labor cost and an appropriate proportion of overhead. Net realizable value is based on estimated selling prices less selling expenses and any further costs of completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances. Write-downs are recorded in the cost of goods sold in our statements of operations and comprehensive loss.

Previous wording

Our operating expenses consist of general and administrative, selling and marketing expenses, and research and development expenses. General and administrative expenses are the most significant components of our operating expenses. Operating expenses also include provision for credit losses.

Current wording

Our operating expenses consist of general and administrative, selling and marketing expenses, and research and development expenses. General and administrative expenses are the most significant components of our operating expenses. Operating expenses also include provision for doubtful accounts.

Previous wording

We prepare and analyze operating and financial data to assess the performance of our business and allocate our resources. The following table sets forth our key performance indicators for the six months ended June 30, 2025 and 2024.

Current wording

We prepare and analyze operating and financial data to assess the performance of our business and allocate our resources. The following table sets forth our key performance indicators for the nine months ended September 30, 2025 and 2024.

Previous wording

Comparison of the Three and Six months ended June 30, 2025 and 2024

Current wording

Comparison of the Three and Nine months ended September 30, 2025 and 2024

Previous wording

The following table presents our net revenue components by amount and as a percentage of the total net revenues for the periods presented.

Current wording

The following table presents our net revenue components for continuing operations by amount and as a percentage of the total net revenues for the periods presented.

Previous wording

Net revenuesfor the six months ended June 30, 2025 were approximately $8.5 million, a decrease of approximately $1.1 million or 11.5% from approximately $9.7 million for the six months ended June 30, 2024. The decrease in net revenues in 2025 was primarily attributed tothe decrease in spare-part sales by approximately $1.5 million due to the decrease in sales of iChassis™, offset by the increase in vehicle sales of approximately $0.2 million due to the improvement of sales volume and the increase in other sales of approximately $0.2 million. The net revenues in Europe market for the six months ended June 30, 2025 were approximately $5.6 million, an increase of approximately $4.0 million from approximately $1.6 million for the six months ended June 30, 2024. The net revenues in Asia market for the six months ended June 30, 2025 were approximately $1.9 million, a decrease of approximately $0.4 million from approximately $2.3 million for the six months ended June 30, 2024.

Current wording

Net revenues for the nine months ended September 30, 2025 were approximately $13.1 million, a decrease of approximately $12.8 million or 49.3% from approximately $25.9 million for the nine months ended September 30, 2024. The decrease in net revenues in 2025 was primarily attributed to the decrease in spare-part sales by approximately $1.9 million due to the decrease in sales of iChassis™ and the decrease in vehicle sales of approximately $11.0 million due to the decrease of sales volume and average selling price from approximately $22,970 to $12,437, offset by the increase in other sales of approximately $0.2 million. The net revenues in Europe market for the nine months ended September 30, 2025 were approximately $9.3 million, an increase of approximately $4.6 million from approximately $4.7 million for the nine months ended September 30, 2024. The net revenues in Asia market for the nine months ended September 30, 2025 were approximately $2.5 million, a decrease of approximately $1.6 million from approximately $4.1 million for the nine months ended September 30, 2024.

Previous wording

Net revenues for the three months ended June 30, 2025 were approximately $6.4 million, a decrease of approximately $0.9 million or 12.4% from approximately $7.3 million for the three months ended June 30, 2024. The decrease in net revenues in 2025 was primarily attributed to the decrease in spare-part sales by approximately $0.8 million due to the decrease in sales of iChassis™ and the decrease in vehicle sales of approximately $0.1 million. The net revenues in Europe market for the three months ended June 30, 2025 were approximately $4.8 million, an increase of approximately $3.9 million from approximately $1.0 million for the three months ended June 30, 2024. The net revenues in Asia market for the three months ended June 30, 2025 were approximately $0.8 million, a decrease of approximately $0.4 million from approximately $1.2 million for the three months ended June 30, 2024.

Current wording

Net revenues for the three months ended September 30, 2025 were approximately $4.6 million, a decrease of approximately $11.7 million or 71.8% from approximately $16.2 million for the three months ended September 30, 2024. The decrease in net revenues in 2025 was primarily attributed to the decrease in spare-part sales by approximately $0.5 million due to the decrease in sales of iChassis™ and the decrease in vehicle sales of approximately $11.2 million due to the decrease of sales volume and average selling price from approximately $20,999 to $10,161. The net revenues in Europe market for the three months ended September 30, 2025 were approximately $3.7 million, an increase of approximately $0.6 million from approximately $3.1 million for the three months ended September 30, 2024. The net revenues in Asia market for the three months ended September 30, 2025 were approximately $0.3 million, a decrease of approximately $0.7 million from approximately $1.3 million for the three months ended September 30, 2024.

Previous wording

For the six months ended June 30, 2025, we sold 559 ECVs, including 30 fully assembled Metro® units, 28 fully assembled Logistar™ 200 units, 58 fully assembled Logistar™ 100 units,33 fully assembled Teemak™ units, 2 fully assembled Logistar™ 260 units, 1 fully assembled Logistar™ 400 units, 80 fully assembled Logistar™ 450 units, 7 fully assembled Logistar™ 210 units, 222 fully assembled Avantier™ units, 14 Antric® units, 57 Clubcar units, 21 fully assembled Seres 5 units, 5 fully assembled Joylong-A4 units and 1 fully assembled Joylong-EA6 units, compared with 265 ECVs for the six months end ed June 30, 2024, including 17 fully assembled Metro® units, 6 fully assembled Logistar™ 200, 49 fully assembled Logistar™ 100, 16 fully assembled Teemak™, 29 fully assembled Logistar™ 260, 37 fully assembled Logistar™ 400, 56 fully assembled Avantier™ units, 2 fully assembled Logistar™ 210 units, 39 Clubcar units and 14 Antric® units.

Current wording

For the nine months ended September 30, 2025, we sold 971 ECVs, including 31 fully assembled Metro® units, 45 fully assembled Logistar™ 200 units, 112 fully assembled Logistar™ 100 units, 33 fully assembled Teemak™ units, 8 fully assembled Logistar™ 260 units, 1 fully assembled Logistar™ 400 units, 449 fully assembled Avantier™ units, 3 Clubcar units, 24 Antric® units, 50 Logistar™ 210 units, 105 Logistar™ 450 units,33 fully assembled Seres 5 units, 5 fully assembled Joylong-A4 units and 1 fully assembled Joylong-EA6 units, compared with 1082 ECVs for the nine months ended September 30, 2024, including 117 fully assembled Metro® units, 62 fully assembled Logistar™ 200 units, 110 fully assembled Logistar™ 100 units, 23 fully assembled Teemak™ units, 68 fully assembled Logistar™ 260 units, 115 fully assembled Logistar™ 400 units, 445 fully assembled Avantier™ units, 20 Neibor® 150 units, 82 Clubcar units, 33 Antric® units, 3 Logistar™ 210 units, 1 Logistar™ 210V units and 3 Neibor® 200 units.

Previous wording

For the six months ended June 30, 2025, we also sold 56 iChassis™ units, other than the 559 ECVs.

Current wording

For the nine months ended September 30, 2025, we also sold 87 iChassis™ units other than the 971 ECVs.

Previous wording

For the three months ended June 30, 2025, we sold 430 ECVs, including 10 fully assembled Metro® units, 21 fully assembled Logistar™ 200 units, 56 fully assembled Logistar™ 100 units, 1 fully assembled Teemak™ units, 1 fully assembled Logistar™ 400 units, 5 fully assembled Logistar™ 210 units, 191 fully assembled Avantier™ units, 7 Antric® units, 53 Clubcar units, 69 fully assembled Logistar™ 450 units and 16 fully assembled Seres 5 units, compared with 169 ECVs for the three months ended June 30, 2024, including 2 fully assembled Metro® units, 5 fully assembled Logistar™ 200, 31 fully assembled Logistar™ 100, 14 fully assembled Teemak™, 8 fully assembled Logistar™ 260 , 33 fully assembled Logistar™ 400, 44 fully assembled Avantier™ units, 2 fully assembled Logistar™ 210 units, 19 Clubcar units and 11 Antric® units.

Current wording

For the three months ended September 30, 2025, we sold 412 ECVs, including 1 fully assembled Metro® units, 17 fully assembled Logistar™ 200, 54 fully assembled Logistar™ 100, 6 fully assembled Logistar™ 260, 227 fully assembled Avantier™, 16 Clubcar units, 10 Antric® units, 43 Logistar™ 210 units, 25 Logistar™ 450 units, 1 Logistar™ 300 units, and 12 fully assembled Seres 5 units, compared with 817 ECVs for the three months ended September 30, 2024, including 100 fully assembled Metro® units, 56 fully assembled Logistar™ 200, 61 fully assembled Logistar™ 100, 7 fully assembled Teemak™, 39 fully assembled Logistar™ 260, 78 fully assembled Logistar™ 400, 389 fully assembled Avantier™, 20 Neibor® 150 units, 3 Neibor® 200 units, 43 Clubcar units, 19 Antric® units, 1 Logistar™ 210 units, and 1 Logistar™ 210V units.

Previous wording

For the three months ended June 30, 2025, we also sold 29 iChassis™ units, other than the 430 ECVs.

Current wording

For the three months ended September 30, 2025, we also sold 31 iChassis™ units other than the 412 ECVs.

Previous wording

Geographically, the vast majority of our net revenues were generated from vehicle sales in the Asia and European Union during the six months ended June 30, 2025. For the six months ended June 30, 2025, net revenues from Europe, North America, Asia (including China) and Africa as a percentage of total revenues was 65.8%, 11.2%, 22.6% and 0.4%, respectively, compared to 16.6%, 59.6%, 23.8% and nil, respectively for the corresponding period in 2024.

Current wording

Geographically, the vast majority of our net revenues were generated from vehicle sales in Asia and European Union during the nine months ended September 30, 2025. For the nine months ended September 30, 2025, net revenues from Europe, North America, Asia (including China) and Africa as a percentage of total revenues was 71.2%, 9.5%, 19.0% and 0.3%, respectively, compared to 18.2%, 65.9%, 15.8% and 0.1%, respectively for the corresponding period in 2024.

Previous wording

The vast majority of our net revenues were generated from vehicle sales in the Asia during the three months ended June 30, 2025. For the three months ended June 30, 2025, net revenues from Europe, North America, Asia (including China) and Africa as a percentage of total revenues was 76.8%, 10.9%, 11.8% and 0.5%, respectively, compared to 13.5%, 70.2%, 16.3% and nil, respectively for the corresponding period in 2024.

Current wording

The vast majority of our net revenues were generated from vehicle sales in Asia and European Union during the three months ended September 30, 2025. For the three months ended September 30, 2025, net revenues from Europe, North America, Asia (including China) and Africa as a percentage of total revenues was 81.3%, 6.4%, 12.3% and nil, respectively, compared to 19.1%, 69.7%, 11.0% and 0.2%, respectively for the corresponding period in 2024.

Previous wording

For the six months ended June 30, 2025, net revenues from vehicle sales in Europe, North America, Asia (including China) and Africa as a percentage of total vehicle net revenues was 68.3%, 11.0%, 20.3% and 0.4%, respectively, compared to 19.4%, 74.8%, 5.8% and nil, respectively, for the corresponding period in 2024.

Current wording

For the nine months ended September 30, 2025, net revenues from vehicle sales in Europe, North America, Asia (including China) and Africa as a percentage of total vehicle net revenues was 74.4%, 9.5%, 15.8% and 0.3%, respectively, compared to 19.6%, 73.8%, 6.5% and 0.1%, respectively, for the corresponding period in 2024.

Previous wording

For the three months ended June 30, 2025, net revenues from vehicle sales in Europe, North America, Asia (including China) and Africa as a percentage of total vehicle net revenues was 78.8%, 11.5%, 9.2% and 0.6%, respectively, compared to 15.0%, 83.1%, 1.9% and nil, respectively, for the corresponding period in 2024.

Current wording

For the three months ended September 30, 2025, net revenues from vehicle sales in Europe, North America, Asia (including China) and Africa as a percentage of total vehicle net revenues was 86.1%, 6.6%, 7.3% and nil, respectively, compared to 19.8%, 73.4%, 6.8% and 0.1%, respectively, for the corresponding period in 2024.

Previous wording

The following table presents our cost of goods sold by amount andas a percentage of the total cost of goods sold for the periods presented.

Current wording

The following table presents our cost of goods sold for continuing operations by amount and as a percentage of the total cost of goods sold for the periods presented.

Previous wording

Gross loss for the three months ended June 30, 2025 was approximately $0.02 million, a change of approximately $1.6 million from approximately $1.6 million of gross profit for the three months ended June 30, 2024. For the three months ended June 30, 2025 and 2024, our overall gross margin was approximately -0.3% and 21.6%, respectively. Our gross margin of vehicle sales for the three months ended June 30, 2025 and 2023 was -1.5% and 22.1%, respectively. The decrease of our overall gross profit was caused by the decrease in the gross profit of our vehicle sales of approximately $2.2 million and the decrease in the gross profit of our spare-part sales of approximately $0.1 million, offset by the decrease in the inventory write-down of approximately $0.8 million.

Current wording

Gross Profit for the nine months ended September 30, 2025 was approximately $0.4 million, a decrease of approximately $7.6 million from approximately $8.0 million of gross loss for the nine months ended September 30, 2024. For the nine months ended September 30, 2025 and 2024, our overall gross margin was approximately 3.1% and 31.1%, respectively. Our gross margin of vehicle sales for the nine months ended September 30, 2025 and 2024 was 1.2% and 33.1%, respectively. The decrease of our overall gross profit was mainly caused by the decrease in the gross profit of our vehicle sales and spare-part sales of approximately $7.5 million and $0.2 million, respectively, offset by the increase in the gross profit of other sales of approximately $0.1 million.

Previous wording

Gross Profit for the six months ended June 30, 2025 was approximately $0.3 million, a decrease of approximately $1.4 million from approximately $1.7 million of gross profit for the six months ended June 30, 2024. For the six months ended June 30, 2025 and 2024, our overall gross margin was approximately 3.5% and 18.1%, respectively. Our gross margin of vehicle sales for the six months ended June 30, 2025 and 2024 was 1.3% and 21.4%, respectively. The decrease of our overall gross profit was caused by the decrease in the gross profit of our vehicle sales of approximately $2.3 million, offset by the decrease in the inventory write-down of approximately $0.8 million.

Current wording

Gross Profit for the three months ended September 30, 2025 was approximately $0.1 million, a decrease of approximately $6.2 million from approximately $6.3 million of gross profit for the three months ended September 30, 2024. For the three months ended September 30, 2025 and 2024, our overall gross margin was approximately 2.3% and 38.8%, respectively. Our gross margin of vehicle sales for the three months ended September 30, 2025 and 2023 was 0.8% and 38.9%, respectively. The decrease of our overall gross profit was mainly caused by the decrease in the gross profit of our vehicle sales and spare-part sales of approximately $6.0 million and $0.3 million, respectively.

Previous wording

Selling and marketing expenses for the six months ended June 30, 2025 were approximately $1.0 million, a decrease of approximately $0.2 million or approximately 17.3% from approximately $1.2 million for the six months ended June 30, 2024. The decrease in selling and marketing expenses in 2025 was primarily attributed to the decrease in salary expenses, share-based compensations and service fee related to European market and distribution channel research of approximately $0.2 million, $0.1 million and $0.1 million, respectively, offset by the increase in freight of approximately $0.2 million.

Current wording

Selling and marketing expenses for the nine months ended September 30, 2025 were approximately $1.8 million, a decrease of approximately $3.8 million or approximately 67.4% from approximately $5.6 million for the nine months ended September 30, 2024. The decrease in selling and marketing expenses in 2025 was primarily attributed to the decrease in marketing expenses, marketing related professional fee, share-based compensations and salary expense of approximately $2.7 million, $0.9 million, $0.1 million and $0.6 million, respectively, offset by the increase in after-sale services of approximately $0.6 million.

Previous wording

Selling and marketing expenses for the three months ended June 30, 2025 were approximately $0.3 million, a decrease of approximately $0.4 million or approximately 61.8% from approximately $0.6 million for the three months ended June 30, 2024. The decrease in selling and marketing expenses in 2025 was primarily attributed to the decrease in expenses, service fee and freight of approximately $0.1 million, $0.1 million and $0.2 million, respectively.

Current wording

Selling and marketing expenses for the three months ended September 30, 2025 were approximately $0.8 million, a decrease of approximately $3.6 million or approximately 81.4% from approximately $4.4 million for the three months ended September 30, 2024. The decrease in selling and marketing expenses in 2025 was primarily attributed to the decrease in marketing expenses, salary expense, freight and marketing related professional fee of approximately $2.6 million, $0.4 million, $0.2 million and $0.7 million, respectively, offset by the increase in after-sale services of approximately $0.5 million.

Previous wording

General and administrative expenses for the three months ended June 30, 2025 were approximately $5.2 million, a decrease of approximately $1.9 million or approximately 26.9% from approximately $7.1 million for the three months ended June 30, 2024. The decrease in general and administrative expenses in 2025 was primarily attributed to a decrease in salary and social insurance, office expenses, freight, leasing cost, rental expense and share-based compensation of approximately $1.2 million, $0.3 million, $0.1 million, $0.2 million, $0.1 million and $0.1 million, respectively, offset by the increase in legal and professional fee of approximately $0.2 million.

Current wording

General and administrative expenses for the three months ended September 30, 2025 were approximately $4.1 million, a decrease of approximately $3.0 million or approximately 42.3% from approximately $7.1 million for the three months ended September 30, 2024. The decrease in general and administrative expenses in 2025 was primarily attributed to a decrease in legal and professional fee, leasing cost, office expense, travelling fee, freight, rental expense, leasehold improvement depreciation, others related to garage liability insurance and share-based compensation of approximately $0.5 million, $0.7 million, $0.5 million, $0.2 million, $0.3 million, $0.1 million, $0.2 million, $0.3 million and $0.1 million, respectively.

Previous wording

Research and development expenses for the six months ended June 30, 2025 were approximately $1.4 million, a decrease of approximately $1.1 million or approximately 43.6% from approximately $2.5 million for the six months ended June 30, 2024. The decrease in research and development expenses in 2025 was primarily attributed to the decrease in design and development expenditures, share-based compensations, miscellaneous expenses and salary expense of approximately $0.1 million, $0.03 million, $0.09 million and $0.8 million, respectively.

Current wording

Research and development expenses for the nine months ended September 30, 2025 were approximately $2.0 million, a decrease of approximately $2.0 million or approximately 50.5% from approximately $3.9 million for the nine months ended September 30, 2023. The decrease in research and development expenses in 2025 was primarily attributed to the decrease in design and testing material expenditures, salary expense and miscellaneous expenses of approximately $0.6 million, $1.3 million and $0.1 million.

Previous wording

Research and development expenses for the three months ended June 30, 2025 were approximately $0.6 million, a decrease of approximately $0.4 million or approximately 37.1% from approximately $1.0 million for the three months ended June 30, 2024. The decrease in research and development expenses in 2025 was primarily attributed the decrease in salary expense of approximately $0.4 million.

Current wording

Research and development expenses for the three months ended September 30, 2025 were approximately $0.5 million, a decrease of approximately $0.9 million or approximately 63.0% from approximately $1.4 million for the three months ended September 30, 2024. The decrease in research and development expenses in 2025 was primarily attributed to the decrease in design and development expenditures and salary expense of approximately $0.4 million and $0.5 million, respectively.

Previous wording

Interest expense, net, mainly consists of interest expense on convertible bonds, offset by the interest income from deposit, short-term investment and unpaid purchases from HWE. Net interest expense was approximately $0.3 million for the six months ended June 30, 2025, representing an increase of approximately $0.3 million compared to the approximately $0.02 million in interest expense for the six months ended June 30, 2024.

Current wording

Interest expense, net, mainly consists of interest expense on convertible bonds, offset by the interest income from deposit, short-term investment and unpaid purchases from HWE. Net interest expense was approximately $0.4 million for the nine months ended September 30, 2025, an increase of approximately $0.3 million compared to the approximately $0.06 million in interest expense for the nine months ended September 30, 2024. The increase was primarily attributable to the decrease in interest income from deposit of approximately $0.4 million, offset by the increase on interest income on short-term investment of approximately $0.03 million.

Previous wording

Interest expense, net, mainly consists of interest expense on convertible bonds, offset by the interest income from deposit, short-term investment and unpaid purchases from HWE. Net interest expense was approximately $0.2 million for the three months ended June 30, 2025, representing an increase of approximately $0.06 million compared to the approximately $0.1 million in interest income for the three months ended June 30, 2024.

Current wording

Interest expense, net, mainly consists of interest expense on convertible bonds, offset by the interest income from deposit, short-term investment and unpaid purchases from HWE. Net interest expense was approximately $ 0.1 million for the three months ended September 30, 2025, an increase of approximately $0.08 million compared to the approximately $0.03 million in interest expense for the three months ended September 30, 2024. The increase was primarily attributable to an increase in interest expense to convertible bonds of approximately $0.07 million, and (ii) the decrease on interest income from deposit of approximately $0.3 million, offset by the increase on interest income from short-term investment of approximately $0.2 million.

Previous wording

Other income, net for the six months ended June 30, 2025 was approximately $0.2 million, representing a change of approximately $0.4 million compared to approximately $0.2 million of other expense, net for the six months ended June 30, 2024. The change of other income (expense) in 2025 compared to 2024 was primarily attributable to i) the decrease in loss on disposal of PPE and other loss of approximately $0.07 million and $0.08 million, respectively, ii) an increase of approximately $0.06 million in income from government subsidies, iii) an increase of approximately $0.2 million in litigation compensation from Fujian Newlongma Automotive Co., Ltd.

Current wording

Other income, net for the nine months ended September 30, 2025 was approximately $0.4 million, representing a change of approximately $1.2 million compared to approximately $0.8 million of other expense, net for the nine months ended September 30, 2024. The change of other income (expense) in 2025 compared to 2024 was primarily attributable to i) the decrease in loss on disposal of PPE, loss on investment and other loss of approximately $0.09 million, $0.6 million and $0.1 million, respectively, ii) an increase of approximately $0.3 million in litigation compensation from Fujian Newlongma Automotive Co., Ltd.

Previous wording

Other expense, net for the three months ended June 30, 2025 was approximately $0.07 million, representing a decrease of approximately $0.1 million compared to approximately $0.2 million of other expense, net for the three months ended June 30, 2024. The decrease of other expense in 2025 compared to 2024 was primarily attributable to the decrease in loss on disposal of PPE and other loss of approximately $0.06 million and $0.07 million, respectively.

Current wording

Other income, net for the three months ended September 30, 2025 was approximately $0.2 million, representing a change of approximately $0.8 million compared to approximately $0.6 million of other expense, net for the three months ended September 30, 2024. The change of other income (expense) in 2025 compared to 2024 was primarily attributable to the decrease in loss on investment of approximately $0.6 million.

Previous wording

A loss in the change in fair value of equity securities for the three months ended June 30, 2025 was approximately $0.1 million.

Current wording

A gain in the change in fair value of equity securities for the nine months ended September 30, 2025 was approximately $0.8 million compared to approximately $0.8 million of a gain in the change in fair value of equity securities for the nine months ended September 30, 2024.

Previous wording

A loss from Note Amendment for the six months ended June 30, 2025 was approximately $1.8 million.

Current wording

A loss from Note Amendment for the nine months ended September 30, 2025 was approximately $1.8 million.

Previous wording

A loss from Note Amendment for the three months ended June 30, 2025 was approximately $1.8 million.

Current wording

A loss from Note Amendment for the three months ended September 30, 2025 was nil.

Previous wording

A gain from disposal of Cenntro Electric CICS, SRL’s equity for the six months ended June 30, 2025 was approximately $1.2 million.

Current wording

A gain from disposal of Cenntro Electric CICS, SRL’s equity for the nine months ended September 30, 2025 was approximately $1.2 million.

Previous wording

A gain from disposal of Cenntro Electric CICS, SRL’s equity for the three months ended June 30, 2025 was approximately $1.2 million.

Current wording

A gain from disposal of Cenntro Electric CICS, SRL’s equity for the three months ended September 30, 2025 was nil.

Previous wording

Adjusted EBITDA for the three and six months ended June 30, 2025 and 2024

Current wording

Adjusted EBITDA for the three and nine months ended September 30, 2025 and 2024

Previous wording

We have historically funded working capital and other capital requirements primarily through bank loans, equity financings and short-term loans. Also, the reverse recapitalization we have completed at the end of December 2021 provided significant funding for the Company’s operations. Our Cash is required primarily to purchase raw materials, and pay salaries, office expenses and other operating expenses.

Current wording

We have historically funded working capital and other capital requirements primarily through bank loans, equity financings and short-term loans. Also, the reverse recapitalization we have completed at the end of December 2021 provided significant funding for the Company’s operations. Cash is required primarily to purchase raw materials, repay debts and pay salaries, office expenses and other operating expenses.

Previous wording

As of June 30, 2025, we had approximately $6.0 million in cash and cash equivalents, approximately $3.2 million of accounts receivables, and approximately $25.4 million of inventory as compared to approximately $12.5 million in cash and cash equivalents, $3.3 million in accounts receivable, and $24.0 million in inventory as of December 31, 2024. For the six months ended June 30, 2025 and 2024, net cash used in operating activities was approximately $9.4 million and $12.7 million, respectively.

Current wording

As of September 30, 2025, we had approximately $4.4 million in cash and cash equivalents, approximately $1.6 million of accounts receivable. and approximately $24.3 million of inventory as compared to approximately $22.4 million in cash and cash equivalents, $3.5 million in accounts receivable, and $23.6 million in inventory as of September 30, 2024. For the nine months ended September 30, 2025 and 2024, net cash used in operating activities was approximately $10.8 million and $12.9 million, respectively.

Previous wording

We are looking at measures to generate operating efficiency as well as increasing the inventory turns in containing the growth of working capital for reducing negative net cash used in operating activities. With the cash improvement initiatives, we believe our cash and cash equivalents will be sufficient for us to continue to execute our business strategy over the twelve months period following the date ofissuance of this 10Q. Our current business strategy for the next twelve months includes (i) the continued rollout of our new ECV models in North America and Europe, as applicable, (ii) the establishment of local assembly facilities in the United States and the European Union and (iii) additional plants and equipment for the expansion of our Changxing factory 1. Actual results could vary materially as a result of a number of factors, including:

Current wording

We are looking at measures to generate operating efficiency as well as increasing the inventory turns in containing the growth of working capital for reducing negative net cash used in operating activities. With the cash improvement initiatives, we believe our cash and cash equivalents will be sufficient for us to continue to execute our business strategy over the twelve months period following the date of issuance of this 10Q. Our current business strategy for the next twelve months includes (i) the continued rollout of our new ECV models in North America and Europe, as applicable, (ii) the establishment of local assembly facilities in the United States and the European Union and (iii) additional plants and equipment for the expansion of our Changxing factory 1. Actual results could vary materially as a result of a number of factors, including:

Previous wording

We intend to further expand our technology through continued investment in research and development. Since inception in 2013 through June 30, 2025, we have spent over approximately $95.8 million in research and development activities related to our operations. We plan to increase our research and development expenditure over the long term as we build on our technologies in vehicle development, driving control, cloud-based platforms, and innovations for promoting sustainable energy.

Current wording

We intend to further expand our technology through continued investment in research and development. Since inception in 2013 through September 30, 2025, we have spent over approximately $96.3 million in research and development activities related to our operations. We plan to increase our research and development expenditure over the long term as we build on our technologies in vehicle development, driving control, cloud-based platforms, and innovations for promoting sustainable energy.

Previous wording

As of June 30, 2025, our working capital was approximately $26.0 million, as compared to a working capital of approximately $36.8 million as of December 31, 2024. The approximately $10.8 million decrease in working capital during 2025 was primarily due to (i) the decrease of cash and cash equivalents of approximately $6.6 million, and (ii) the increase in inventories, short term loans, contractual liabilities, accrued expense and other current liabilities, operating lease liabilities, convertible bonds and amounts due to related parties of approximately $1.4 million, $1.0 million, $0.6 million, $0.6 million, $1.4 million, $0.3 million and $1.0 million.

Current wording

As of September 30, 2025, our working capital was approximately $24.9 million, as compared to a working capital of approximately $36.8 million as of December 31, 2024. The approximately $11.9 million decrease in working capital during 2025 was primarily due to (i) the decrease of cash and cash equivalents, restricted cash, accounts receivable, prepayment and other current assets, accounts payable, contractual liabilities, operating lease liabilities, convertible bonds, current assets held for discontinued operations and current assets held for discontinued operations of approximately $8.1 million, $0.2 million, $1.7 million, $1.0 million, $1.4 million, $0.4 million, $0.2 million, $2.5 million, $2.9 million and $0.3 million, and (ii) the increase in inventories, short-term loans, accrued expense and other current liabilities and amount due to related parties of approximately $0.3 million, $0.7 million, $1.6 million and $0.9 million.

Showing the first 40 of 59 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Change in fair value of convertible promissory notes and derivative liability