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Planet Green Holdings Corp.

For the period ended Jun 30, 2025. Filed Aug 14, 2025.

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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.

Jun 30, 2025 · Filed Aug 14, 2025

PLAG$0.35-3.2%Stored close · as of Nov 10, 2026

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Item 1. FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets

June 30,December 31,
20252024
(Unaudited)
Assets
Current assets
Cash$455,798$193,911
Restricted cash3021,234
Accounts receivable, net122,13656,281
Inventories, net1,153,668851,739
Advances to suppliers, net1,712,827849,535
Other receivables, net250,576263,046
Other receivables-related parties3,167,3731,916,298
Prepaid expenses1,098,599826,123
Assets of discontinuing operations2,204,3622,233,199
Total current assets10,165,6417,191,366
Non-current assets
Plant and equipment, net10,808,74411,036,281
Intangible assets, net767,413819,072
Construction in progress, net23,34022,906
Long-term investments1,653,3921,622,654
Goodwill4,724,6994,724,699
Total non-current assets17,977,58818,225,612
Total assets$28,143,229$25,416,978
Liabilities and Stockholders’ Equity
Current liabilities
Loans-current$4,584,455$1,641,503
Accounts payable2,157,9412,039,688
Advance from customers271,173368,232
Taxes payable102,73180,671
Other payables and accrued liabilities2,923,4522,535,695
Other payables-related parties5,231,9824,340,742
Liabilities of discontinuing operations2,382,6692,305,587
Total current liabilities17,654,40313,312,118
Non-current liabilities
Other long-term liabilities--
Loans-noncurrent418,784410,998
Total non-current liabilities418,784410,998
Total liabilities$18,073,187$13,723,116
Commitments and contingencies
Stockholders’ equity
Preferred stock: $0.001 par value, 10,000,000 shares authorized; none issued or outstanding as of June 30, 2025 and December 31, 2024
Common stock: $0.001 par value, 100,000,000 shares authorized; 7,282,714 shares issued and outstanding as of June 30, 2025 and December 31, 20247,2837,283
Additional paid-in capital155,767,774155,767,774
Accumulated deficit(149,624,136)(148,053,653)
Accumulated other comprehensive income3,919,1213,972,458
Total stockholders’ equity$10,070,042$11,693,862
Total liabilities and stockholders’ equity$28,143,229$25,416,978

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss

For the Three Months Ended June 30,For the Six Months Ended June 30,
2025202420252024
Net revenues$906,996$904,132$1,747,329$2,408,259
Cost of revenues898,438938,5581,683,9182,089,772
Gross profit8,558(34,426)63,411318,487
Operating expenses:
Selling and marketing expenses5,0322,84315,0706,294
General and administrative expenses671,662898,8431,416,9671,813,828
Research and development expenses20,13013,34936,46829,481
Total operating expenses696,824915,0351,468,5051,849,603
Operating loss(688,266)(949,461)(1,405,094)(1,531,116)
Other (expenses) income
Interest income7152105270
Interest expenses(37,164)(15,963)(59,676)(26,432)
Other income4,64246,5314,64246,787
Other expenses(6,508)(18)(7,195)(1,491)
Total other expenses(38,959)30,602(62,124)19,134
Loss before income taxes(727,225)(918,859)(1,467,218)(1,511,982)
Income tax expenses----
Loss from continuing operations(727,225)(918,859)(1,467,218)(1,511,982)
Discontinuing operations:
Income from discontinuing operations(46,356)(801,735)(103,265)(1,289,516)
Net loss(773,581)(1,720,594)(1,570,483)(2,801,498)
Foreign currency translation adjustment(111,057)(81,119)(53,337)(108,250)
Total comprehensive loss(884,638)(1,801,713)(1,623,820)(2,909,748)
Earnings (loss) per common share - basic and diluted
Continuing operations$(0.10)$(0.13)$(0.20)$(0.21)
Discontinuing operations$(0.01)$(0.11)$(0.01)$(0.18)
Basic and diluted weighted average shares outstanding7,282,7147,282,7147,282,7147,282,714

Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity

For the Three Months Ended June 30, 2025 and 2024

Accumulated
Additional · Other
Common Stock · Paid-in · Accumulated · Comprehensive · Total
SharesAmountCapitalDeficitIncomeEquity
Balance, April 1, 20247,282,714$7,283$155,767,774$(141,805,501)$4,362,621$18,332,177
Net loss---(1,720,594)-(1,720,594)
Foreign currency translation adjustment----(81,119)(81,119)
Balance, June 30, 20247,282,714$7,283$155,767,774$(143,526,095)$4,281,502$16,530,464
Balance, April 1, 20257,282,714$7,283$155,767,774$(148,850,555)$4,030,178$10,954,680
Net loss---(773,581)-(773,581)
Foreign currency translation adjustment----(111,057)(111,057)
Balance, June 30, 20257,282,714$7,283$155,767,774$(149,624,136)$3,919,121$10,070,042

Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity

For the Six Months Ended June 30, 2025 and 2024

Accumulated
Additional · Other
Common Stock · Paid-in · Accumulated · Comprehensive · Total
SharesAmountCapitalDeficitIncomeEquity
Balance, January 1, 20247,282,714$7,283$155,767,774$(140,724,597)$4,389,752$19,440,212
Net loss---(2,801,498)-(2,801,498)
Foreign currency translation adjustment----(108,250)(108,250)
Balance, June 30, 20247,282,714$7,283$155,767,774$(143,526,095)$4,281,502$16,530,464
Balance, January 1, 20257,282,714$7,283$155,767,774$(148,053,653)$3,972,458$11,693,862
Net loss---(1,570,483)-(1,570,483)
Foreign currency translation adjustment----(53,337)(53,337)
Balance, June 30, 20257,282,714$7,283$155,767,774$(149,624,136)$3,919,121$10,070,042

Unaudited Condensed Consolidated Statements of Cash Flows

For the Six Months Ended June 30,
20252024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss$(1,570,483)$(2,801,498)
Less: net loss from discontinuing operations103,2651,289,516
Net loss from continuing operations(1,467,218)(1,511,982)
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:
Depreciation433,880454,864
Amortization66,35066,875
Allowance for doubtful accounts31,994-
Gain on disposal of plant and equipment-(253)
Changes in operating assets and liabilities, net of effects of acquisitions and disposals:
Accounts receivables(78,340)(1,995)
Inventories(282,289)(196,944)
Advances to suppliers(1,089,572)871,506
Other receivables(411)(24,706)
Accounts payable85,719(7,855)
Advance from customer(104,458)(117,771)
Other payables and accrued liabilities357,257(27,646)
Taxes payable20,42326,511
Deferred income-(14,600)
Other long-term liabilities-(29,199)
Net cash used in operating activities(2,026,665)(513,195)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of plant and equipment(2,463)(7,506)
Cash received from disposal of plant and equipment-1,390
Net cash used in investing activities(2,463)(6,116)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term loans2,876,1091,804,828
Changes in related party balances, net(373,896)(1,031,570)
Net cash provided by financing activities2,502,213773,258
Net increase in cash and restricted cash473,085253,947
EFFECT OF EXCHANGE RATE ON CASH AND RESTRICTED CASH(212,130)49,293
CASH AND RESTRICTED CASH AT BEGINNING OF YEAR195,145237,193
CASH AND RESTRICTED CASH AT END OF YEAR$456,100$540,433
SUPPLEMENTARY OF CASH FLOW INFORMATION
Interest received$105$307
Interest paid$59,676$314,538

PLANET GREEN HOLDINGS CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND 2024

1. Organization and Principal Activities

Planet Green Holdings Corp. (the “Company” or “PLAG”) is a holding company incorporated in Nevada. We are engaged in various businesses through our subsidiaries in China.

On May 18, 2018, the Company incorporated Promising Prospect BVI Limited (“Planet Green BVI”), a limited company incorporated in the British Virgin Islands.

On September 28, 2018, Planet Green BVI acquired Lucky Sky HK through the Company’s restructuring plans.

On May 9, 2019, the Company issued an aggregate of 1,080,000 shares of Planet Green Holdings Corporation’s common stock to the BoZhuang Shareholders, in exchange for BoZhuang Shareholders’ agreement to enter into VIE Agreements (the “BoZhuang VIE Agreements”). On August 1, 2021, the VIE agreements with Xianning Bozhuang Tea Products Co., Ltd was terminated and the company acquired 100% equity of Xianning Bozhuang Tea Products Co., Ltd.

On August 12, 2019, through Lucky Sky HK, the Company established Lucky Sky Petrochemical, a wholly foreign-owned enterprise incorporated in Xianning City, Hubei Province, China. On December 9, 2020, Lucky Sky Petrochemical Technology (Xianning) Co., Ltd. changed its name to Jiayi Technologies (Xianning) Co., Ltd. (“Jiayi Technologies” or “WFOE”)

On May 29, 2020, the Promising Prospect BVI Limited incorporated Lucky Sky Planet Green Holdings Co., Limited, a limited company incorporated in Hong Kong.

On June 5, 2020, the Promising Prospect BVI Limited acquired all of the outstanding equity interests of Fast Approach Inc. It was incorporated under Canada’s laws and the operation of a demand-side platform targeting the Chinese education market in North America.

On June 16, 2020, Lucky Sky Holdings Corporations (H.K.) transferred its 100% equity interest in Lucky Sky Petrochemical to Lucky Sky Planet Green Holdings Co., Limited (H.K.).

On August 10, 2020, Promising Prospect BVI Limited disposed of its 100% equity interest in Lucky Sky Holdings Corporations (H.K.).

On January 6, 2021, Planet Green Holdings Corporation (Nevada) issued an aggregate of 2,200,000 shares of common stock of the Company to the equity holders of Jingshan Sanhe Luckysky New Energy Technologies Co., Ltd in exchange for the transfer of 85% of the equity interest of Jingshan Sanhe Luckysky New Energy Technologies Co., Ltd to the Jiayi Technologies (Xianning) Co., Ltd.

On July 15, 2021, Planet Green Holdings Corporation (Nevada) issued an aggregate of 4,800,000 shares of common stock of the Company to the equity holders of Anhui Ansheng Petrochemical Equipment Co., Ltd. for the transfer to 66% of the equity interest if Anhui Ansheng Petrochemical Equipment Co., Ltd. to the Jiayi Technologies (Xianning) Co., Ltd. On December 12, 2022, Anhui Ansheng Petrochemical Equipment Co., Ltd. was disposed.

On August 3, 2021, the Planet Green Holding Corp has acquired 8,000,000 ordinary shares of the Shine Chemical Co., Ltd. As a result, Shine Chemical Co., Ltd., Bless Chemical Co., Ltd. and Hubei Bryce Technology Co., Ltd. have been wholly-owned subsidiaries of the Planet Green Holding Corp.

On September 1, 2021, Jingshan Sanhe Luckysky New Energy Technologies Co., Ltd. has changed its major shareholder from Mr. Feng Chao to Hubei Bryce Technology Co., Ltd. and Hubei Bryce Technology Co., Ltd. has hold 85% shares of Jingshan Sanhe Luckysky New Energy Technologies Co., Ltd. after the alteration of shareholders.

On December 9, 2021, Planet Green Holdings Corporation (Nevada) issued an aggregate of 5,900,000 shares of common stock to the equity holders of Shandong Yunchu Supply Chain Co., Ltd. (“Shandong Yunchu”) for the transfer to 100% of the equity interest of Shandong Yunchu to the Jiayi Technologies (Xianning) Co., Ltd. For the best interest of the Company, on April 30, 2025, the Board resolved to discontinue the operation of Shandong Yunchu.

On April 8, 2022, Planet Green Holdings Corporation (Nevada) issued an aggregate of 7,500,000 shares of common stock to the equity holders of Allinyson Ltd. for the acquisition of 100% of the equity interest of Allinyson Ltd., including its wholly-owned subsidiary Baokuan Technology (Hongkong) Limited. On April 1, 2024, Allinyson Ltd. and its subsidiaries have completely been disposed, resulting in gain from disposal of $355,517.

On September 14, 2022, Planet Green Holdings Corp. and Hubei Bulaisi Technology Co., Ltd. a subsidiary of the Company, entered into a Share Purchase Agreement with Xue Wang, a shareholder of Jingshan Sanhe Luckysky New Energy Technologies Co., Ltd., pursuant to which, among other things and subject to the terms and conditions contained therein, the Purchaser agreed to effect share purchase from the Seller of 15% of the outstanding equity interests of Jingshan, and the Company shall pay to the Seller an aggregate of U.S. $3,000,000 in exchange for 15% of the issued and outstanding shares. Before the closing of this Share Purchase transaction, the Company owns 85% equity interest of Jingshan through the Purchaser. On September 14, 2022, the Company closed the Share Purchase transaction. As of September 30, 2022, Hubei Bryce Technology Co., Ltd. has held 100% shares of Jingshan Sanhe Luckysky New Energy Technologies Co., Ltd. after the alteration of shareholders.

Consolidation of Variable Interest Entity

On March 9, 2021, through Jiayi Technologies (Xianning) Co., Ltd.(the “Jiayi”), formerly known as Lucky Sky Petrochemical Technology (Xianning) Co., Ltd., the Company entered into exclusive VIE agreements (“VIE Agreements”) with Jilin Chuangyuan Chemical Co., Ltd. (“Jilin Chuangyuan”), as well as its shareholders, which gave the Company the ability to substantially influence the company’s daily operations and financial affairs and appointment of its senior executives. The Company is considered the primary beneficiary of these operating companies, and it consolidates their accounts as a VIE.

On December 11, 2024, Jiayi entered into a Termination Agreement with Jilin Chuangyuan and its shareholders, pursuant to which, Jiayi, Jilin Chuangyuan and its shareholders agreed to terminate all of the rights and obligations under the VIE Agreements. As a result of the completion of the transaction, the Company no longer consolidates Jilin Chuangyuan’s financial statements into the financial statements of the Company for accounting purpose, resulting in gain from disposal of $239,292.

Enterprise-Wide Disclosure

The Company’s chief operating decision-makers (i.e. chief executive officer and her direct reports) review financial information presented on a consolidated basis, accompanied by disaggregated information about revenues by business lines for purposes of allocating resources and evaluating financial performance. There are no segment managers who are held accountable for operations, operating results and plans for levels or components below the consolidated unit level. Based on qualitative and quantitative criteria established by Accounting Standards Codification (“ASC”) 280, “Segment Reporting”, the Company considers itself to be operating withinone reportable segment.

Going Concern

The accompanying unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern; however, the Company has incurred a net loss from continuing operations of $1,467,218 for the six months ended June 30, 2025. As of June 30, 2025, the Company had an accumulated deficit of $149,624,136, a working capital deficit of $7,488,762, its net cash used in operating activities from continuing operations for the six months ended June 30, 2025 was $2,026,665.

These factors raise substantial doubt on the Company’s ability to continue as a going concern. The accompanying unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Management’s plan for the Company’s continued existence is dependent upon management’s ability to execute the business plan, develop the plan to generate profit; additionally, Management may need to continue to rely on private placements or certain related parties to provide funding for investment, for working capital and general corporate purposes. If management is unable to execute its plan, the Company may become insolvent.

2. Summary of Significant Accounting Policies

Basis of Presentation

Management has prepared the accompanying unaudited condensed consolidated financial statements and these notes according to generally accepted accounting principles in the United States (“GAAP”). The Company maintains its general ledger and journals with the accrual method accounting.

Principles of Consolidation

Details of the Subsidiaries of the Company as of June 30, 2025 are set below:

Name of CompanyPlace of incorporationAttributable equity interest %Registered capital
Promising Prospect BVI LimitedThe British Virgin Islands100$10,000
Promising Prospect HK LimitedHong Kong1001
Jiayi Technologies (Xianning) Co., Ltd.PRC1002,000,000
Fast Approach Inc.Canada10079
Shanghai Shuning Advertising Co., Ltd. (a subsidiary of Fast Approach Inc.)PRC100-
Jingshan Sanhe Luckysky New Energy Technologies Co., Ltd.PRC1004,710,254
Xianning Bozhuang Tea Products Co., Ltd.PRC1006,277,922
Bless Chemical Co., Ltd (a subsidiary of Shine Chemical)Hong Kong10010,000
Hubei Bryce Technology Co., Ltd. (a subsidiary of Bless Chemical)PRC10030,000,000
Shandong Yunchu Supply Chain Co., Ltd.PRC1005,000,000
Shine Chemical Co., Ltd.Cayman1008,000

Management has eliminated all significant inter-company balances and transactions in preparing the accompanying unaudited condensed consolidated financial statements.

Reclassifications

Certain amounts on the prior years’ consolidated balance sheets and statement of operations were reclassified to reflect discontinuing operations, with no effect on ending stockholders’ equity.

Use of Estimates

The unaudited condensed consolidated financial statements preparation requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Management evaluates estimates, including the allowance for credit losses of accounts receivable, amounts due from related parties and equity investments, the useful lives of our property and equipment, impairment of long-lived assets, long-term investments and goodwill, etc. Management bases the estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from these estimates.

Cash and Restricted Cash

Cash includes currency on hand and deposits held by banks that can be added or withdrawn without limitation. The Company maintains most of its bank accounts in the PRC. Cash maintained in banks within the People’s Republic of China of less than RMB 0.5 million (equivalent to $69,797) per bank are covered by “deposit insurance regulation” promulgated by the State Council of the People’s Republic of China.

Restricted cash includes any cash that is legally restricted as to withdrawal or usage. As of June 30, 2025 and 2024, cash in the amount of $302 and $1,234 was restricted by court due to lawsuits against the Company.

Accounts Receivable, Net

Accounts receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An estimate for doubtful accounts is made when the amount is not expected to be collected. Delinquent amount balances are written off against the allowance for doubtful amounts after the management has determined that the likelihood of collection is not probable.

Inventories, Net

Inventories consist of raw materials and finished goods, stated at the lower of cost or market value. Finished goods are comprised of direct materials, direct labor, inbound shipping costs, and allocated overhead. An annual impairment test will be performed on inventory, and any excess of the recoverable amount over the carrying amount will be recognized as impairment losses in the current period.

Advances to Suppliers, Net

The Company makes an advance payment to suppliers and vendors for the procurement of raw materials. Upon physical receipt and inspection of the raw materials from suppliers, the applicable amount is reclassified from advances and prepayments to suppliers to inventory. The Company reviews its advance to suppliers on a periodic basis and makes general and specific allowances when there is doubt as to the ability of a supplier to provide supplies to the Company or refund an advance.

Plant and Equipment

Plant and equipment are carried at cost less accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method. The Company typically applies a salvage value of 0% to 10%. The estimated useful lives of the plant and equipment are as follows:

Buildings20-40 years
Machinery and equipment1-10 years
Motor vehicles5-10 years
Office equipment5-20 years

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts, and any gain or loss is included in the Company’s results of operations. The costs of maintenance and repairs are recognized as incurred; significant renewals and betterments are capitalized.

Intangible Assets

Intangible assets are carried at cost less accumulated amortization. Amortization is provided over their useful lives, using the straight-line method. The estimated useful lives of the intangible assets are as follows:

Land use rights50 years
Software licenses2 years
Trademarks10 years

Construction in Progress and Prepayments for Equipment

Construction in progress represents direct acquisition and construction costs for plants and fees of purchase and installation of related equipment. Amounts classified as construction in progress are transferred to plant and equipment when substantially all the activities necessary to prepare the assets for their intended use are completed. Depreciation is not provided for assets classified in this account.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of the net identifiable assets acquired in a business combination. The Company conducts an annual assessment of its goodwill for impairment. If the carrying value of its goodwill exceeds its fair value, then impairment has been incurred; accordingly, a charge to the Company’s operations results will be recognized during the period. Impairment losses on goodwill are not reversed. Fair value is generally determined using a discounted expected future cash flow analysis.

Impairment of Long-lived Assets

The Company annually reviews its long-lived assets for impairment or whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. Impairment may become obsolete from a difference in the industry, introduction of new technologies, or if the Company has inadequate working capital to utilize the long-lived assets to generate adequate profits. Impairment is present if the carrying amount of an asset is less than its expected future undiscounted cash flows.

If an asset is considered impaired, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the asset. Assets to be disposed of are reported lower the carrying amount or fair value fewer costs to selling.

Statutory Reserves

Statutory reserves refer to the amount appropriated from the net income following laws or regulations, which can be used to recover losses and increase capital, as approved, and are to be used to expand production or operations. PRC laws prescribe that an enterprise operating at a profit must appropriate and reserve, on an annual basis, an amount equal to 10% of its profit. Such an appropriation is necessary until the reserve reaches a maximum equal to 50% of the enterprise’s PRC registered capital.

Foreign Currency Translation

The accompanying unaudited condensed consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB). The Company’s assets and liabilities are translated into United States dollars from RMB at year-end exchange rates. Its revenues and expenses are translated at the average exchange rate during the period. Capital accounts are translated at their historical exchange rates when the capital transactions occurred.

06/30/202512/31/202406/30/2024
Period-end US$: CAD exchange rate1.36201.44001.3634
Period-end US$: RMB exchange rate7.16367.29937.1268
Period-end US$: HK exchange rate7.84997.76777.8087
Period average US$: CAD exchange rate1.40921.36991.3515
Period average US$: RMB exchange rate7.25267.19577.1051
Period average US$: HK exchange rate7.79177.80307.8187

The RMB is not freely convertible into foreign currencies, and all foreign exchange transactions must be conducted through authorized financial institutions.

Revenue Recognition

The Company adopted ASC 606 “Revenue Recognition.” It recognizes revenue when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.

The Company derives its revenues from selling explosion-proof skid-mounted refueling device, SF double-layer buried oil storage tank, high-grade synthetic fuel products, industrial formaldehyde solution, urea-formaldehyde pre-condensate (UFC), methylal, urea-formaldehyde glue for environment-friendly artificial board chemicals, food products like frozen fruits, beef & mutton products and vegetables and tea products. The Company recognizes product revenue at a point in time when the control of the products has been transferred to customers. The Company applies the following five steps to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements:

●identify the contract with a customer;
●identify the performance obligations in the contract;
●determine the transaction price;
●allocate the transaction price to performance obligations in the contract; and;
●Recognize revenue as the performance obligation is satisfied.

Advertising

All advertising costs are expensed as incurred.

Shipping and Handling

All outbound shipping and handling costs are expensed as incurred.

Research and Development

All research and development costs are expensed as incurred.

Retirement Benefits

Retirement benefits in the form of mandatory government-sponsored defined contribution plans are charged to either expense as incurred or allocated to inventory as part of overhead.

Income Taxes

The Company accounts for income tax using an asset and liability approach and recognizes deferred tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets. If it is more likely than not, these items will either expire before the Company can realize their benefits or uncertain future realization.

Comprehensive Income

The Company uses Financial Accounting Standards Board (“FASB”) ASC Topic 220, “Reporting Comprehensive Income.” Comprehensive income is comprised of net income and all changes to the statements of stockholders’ equity, except the changes in paid-in capital and distributions to stockholders due to investments by stockholders.

Earnings Per Share

The Company computes earnings per share (“EPS”) following ASC Topic 260, “Earnings per share.” Basic EPS is measured as the income or loss available to common shareholders divided by the weighted average common shares outstanding for the period. Diluted EPS presents the dilutive effect on a per-share basis from the potential conversion of convertible securities or the exercise of options and or warrants; the dilutive impacts of potentially convertible securities are calculated using the as-if method; the potentially dilutive effect of options or warranties are computed using the treasury stock method. Potentially anti-dilutive securities (i.e., those that increase income per share or decrease loss per share) are excluded from diluted EPS calculation.

Fair Value Measurements of Financial Instruments

The Company’s financial instruments, including cash and equivalents, accounts and other receivables, accounts and other payables, accrued liabilities, and short-term debt, have carrying amounts that approximate their fair values due to their short maturities. ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosing the Company’s fair value of financial instruments. ASC Topic 825, “Financial Instruments,” defines fair value and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the consolidated balance sheets for receivables and current liabilities qualify as financial instruments and are a reasonable estimate of their fair values because of the short period between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows:

●Level 1 - inputs to the valuation methodology used quoted prices for identical assets or liabilities in active markets.
●Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets and information that are observable for the asset or liability, either directly or indirectly, for substantially the financial instrument’s full term.
●Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Lease

Effective December 31, 2018, the Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that do not require us to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms oftwelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component.

Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term.

The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and it includes the associated operating lease payments in the undiscounted future pre-tax cash flows.

As of June 30, 2025, the company does not have any current lease agreements exceeding 12 months.

Equity Investments

The Company accounts for its equity investments in accordance with ASC 321. In accordance with ASC 321, equity investment which the Company has no significant influence (generally less than a 20% ownership interest) with readily determinable fair values are accounted for at fair value based on quoted market prices with the changes in fair value recognized as unrealized gains or losses in earnings. Equity investments without readily determinable fair values are accounted for either at fair value or using the measurement alternative. Under the measurement alternative, the equity investments are measured at cost, less any impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment. The investments in equity securities are evaluated for impairment when facts or circumstances indicate that the fair value of the investment is less than its carrying value.

Commitments and Contingencies

From time to time, the Company is a party to various legal actions arising in the ordinary course of business. The majority of these claims and proceedings related to or arise from commercial disputes. The Company first determine whether a loss from a claim is probable, and if it is reasonable to estimate the potential loss. The Company accrues costs associated with these matters when they become probable, and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. Also, the Company disclose a range of possible losses, if a loss from a claim is probable but the amount of loss cannot be reasonably estimated, which is in line with the applicable requirements of Accounting Standard Codification 450. The Company’s management does not expect any liability from the disposition of such claims and litigation individually or in the aggregate would have a material adverse impact on the Company’s consolidated financial position, results of operations and cash flows.

Recent Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-04, Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments. This guidance clarifies the assessment of whether a transaction should be accounted for as an induced conversion or extinguishment of convertible debt when changes are made to conversion features as part of an offer to settle the instrument. The amended guidance is effective for all entities for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. The guidance can be applied either prospectively or retrospectively. The Company is currently in the process of evaluating the impact this amended guidance may have on its consolidated financial statements.

In January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. This guidance amends the effective date of Update 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption of Update 2024-03 is permitted. The Company is currently in the process of evaluating the impact this amended guidance may have on the footnotes to its consolidated financial statements.

In March 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity. The amendments in this Update require an entity involved in an acquisition transaction effected primarily by exchanging equity interests when the legal acquiree is a VIE that meets the definition of a business to consider the factors in paragraphs 805-10-55-12 through 55-15 to determine which entity is the accounting acquirer. The amendments in this Update are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. The Company is currently in the process of evaluating the impact this amended guidance may have on its consolidated financial statements.

In April 2025, the FASB issued ASU 2025-04, Compensation—Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Clarifications to Share-Based Consideration Payable to a Customer. This Update is issued to reduce diversity in practice and improve the decision usefulness and operability of the guidance for share-based consideration payable to a customer in conjunction with selling goods or services. The amendments in this Update are effective for all entities for annual reporting periods (including interim reporting periods within annual reporting periods) beginning after December 15, 2026. Early adoption is permitted. The Company is currently in the process of evaluating the impact this amended guidance may have on its consolidated financial statements.

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

3. Trade Accounts Receivable, Net

The Company extends credit terms of 15 to 60 days to the majority of its domestic customers, which include third-party distributors, supermarkets, and wholesalers

As of
June 30, 2025December 31, 2024
Unaudited
Trade accounts receivable$1,026,320$929,401
Less: Allowance for credit losses(904,184)(873,120)
$122,136$56,281
Allowance for credit losses
Beginning balance:$(873,120)$(756,241)
Additions to allowance(31,064)(116,879)
Bad debt written-off--
Ending balance$(904,184)$(873,120)

4. Advances to Suppliers, Net

Prepayments mainly include advance payment to suppliers and vendors to procure raw materials. Prepayments consist of the following:

As of
June 30, 2025December 31, 2024
Unaudited
Payment to suppliers and vendors$1,715,301$851,963
Allowance for credit losses(2,474)(2,428)
Total$1,712,827$849,535

5. Inventories, Net

Inventories consisted of the following as of June 30, 2025 and December 31, 2024**:**

As of
June 30, 2025December 31, 2024
Unaudited
Raw materials$1,091,152$1,067,015
Work in progress1,316,9801,292,674
Finished goods715,940425,822
Allowance for inventory reserve(1,970,404)(1,933,772)
Total$1,153,668$851,739

6. Plant and Equipment, Net

Plant and equipment consisted of the following as of June 30, 2025 and December 31, 2024:

As of
June 30, 2025December 31, 2024
Unaudited
At Cost:
Buildings$11,867,845$11,647,212
Machinery and equipment3,536,2113,470,470
Office equipment474,577462,846
Motor vehicles178,119174,808
16,056,75215,755,336
Less: Accumulated depreciation(5,248,008)(4,719,055)
10,808,74411,036,281
Construction in progress23,34022,906
$10,832,084$11,059,187

Depreciation expense for the six months ended June 30, 2025 and 2024 was $433,880 and $454,864, respectively.

7. Intangible Assets

As of
June 30, 2025December 31, 2024
Unaudited
At Cost:
Land use rights$730,599$717,017
Software licenses53,26050,464
Trademark883,654867,226
$1,667,513$1,634,707
Less: Accumulated amortization(900,100)(815,635)
$767,413$819,072

Amortization expense for the six months ended June 30, 2025 and 2024 was $66,350 and $66,875, respectively.

8. Long-term Investment

In 2020, the Company made an initial investment of $2.87 million in exchange for a 19% limited partner interest in Shandong Ningwei New Energy Technology Co., Ltd. The investment was accounted for using the cost method due to the lack of readily determinable fair value in 2025.

During the six months ended June 30, 2025 and 2024, the Company recognized Nil impairment loss for long term investment. As of June 30, 2025 and December 31, 2024, the balance of long-term investment was $1,653,392 and $1,622,654, respectively.

9. Other payables and accrued liabilities

As of June 30, 2025 and December 31, 2024, the balance of other payable and accrued liabilities was $2,923,452 and $2,535,695. Other payables – third parties are those non-trade payables arising from transactions between the Company and certain third parties.

10. Advance From Customer

For our operation, the proceeds received from sales are initially recorded as advance from customers, which was usually related to unsatisfied performance obligations at the end of an applicable reporting period. As of June 30, 2025 and December 31, 2024, the outstanding balance of the advance from customers was $271,173 and $368,232 respectively. Due to the generally short-term duration of the relevant contracts, most of the performance obligations are satisfied in the following reporting period.

11. Related Parties Transaction

As of June 30, 2025 and December 31, 2024, the outstanding balance due from related parties was $3,167,373 and $1,916,298, respectively. Significant related parties comprised much of the total outstanding balance as of June 30, 2025 are stated below:

As of
June 30, · December 31,
Amounts due from related parties: · 2025 · 2024
Unaudited
Ms. Haiyan Xiongthe management of the Jingshan Sanhe3,112,1231,866,790
Mr. Jun Luthe management of the Jingshan Sanhe22,66720,875
Mr. Bin Zhangthe management of the Jingshan Sanhe18,61918,273
Mr. Yong Yangthe management of the Fast13,96410,360
Total$3,167,373$1,916,298

These above nontrade receivables arising from transactions between the Company and certain related parties, such as loans to these related parties. These loans are unsecured, non-interest bearing and due on demand. Receivables from Ms. Haiyan Xiong mainly include advances to Ms. Haiyan Xiong for procurement of raw material and carriage.

As of June 30, 2025 and December 31, 2024, the outstanding balance due to related parties was $5,231,982 and $4,340,742, respectively. The balance was advanced for the working capital of the Company, non-interest bearing, and unsecured unless further disclosed.

Significant parties comprised much of the total outstanding balance as of June 30, 2025 and December 31, 2024 are stated below:

As of
June 30, · December 31,
Amounts due to related parties: · 2025 · 2024
Unaudited
Mr. Bin ZhouChief Executive Officer and Chairman of the Company$1,467,000$1,237,800
Ms. Luojie PuIndependent director of the Company852,030$836,190
Hubei Shuang New Energy Technology Co., Ltd.significant impact937,119438,894
Shandong Ningwei New Energy Technology Co., Ltd.significant impact1,479,1441,451,646
Xianning Xiangtian Energy Co., Ltd.significant impact69,79768,500
Ms. Huiying Jinthe management of the Xianning Bozhuang297,330291,803
Ms. Zhenni Xiongthe management of the Jingshan Sanhe113,072-
Ms. Ye Zhangthe management of the Shanghai Shuning16,49015,909
Total$5,231,982$4,340,742

The balance was advanced for the working capital of the Company, non-interest bearing, and unsecured unless further disclosed.

12. Goodwill

The changes in the carrying amount of goodwill by reportable segment are as follows**:**

Shandong Yunchu
Unaudited
Balance as of December 31, 2024$4,724,699
Goodwill acquired-
Goodwill impairment-
Balance as of June 30, 2025$4,724,699

As of June 30, 2025, the Company performed its annual impairment tests as prescribed by ASC 350 on the carrying value of its goodwill and no instances of impairment were identified in our June 30, 2025 test.

As of June 30, 2025, the carrying amount of the Company’s goodwill was $4,724,699.

13. Bank Loans

The outstanding balances on short-term and long-term bank loans consisted of the following:

As of
Lender · Maturities · Interest rate · June 30, 2025 · December 31, 2024
Unaudited
Jingshan City branch of Postal Saving Bank of ChinaDue in January 20253.85%$-$1,367,283
Jingshan City branch of Postal Saving Bank of ChinaDue in December 20254.5%501,145-
Jingshan City branch of Postal Saving Bank of ChinaDue in January 20263.63%892,987-
Jingshan City branch of Agricultural Bank of ChinaDue in March 20263.3%1,109,777-
Hubei Jingshan Rural Commercial Bank Co. Ltd.Due in March 20263.2%684,014-
Jingmen Branch of Bank of ChinaDue in June 20261%1,116,757-
Hubei Jingshan Rural Commercial Bank Co. Ltd.Due in June 20264.0%418,784410,998
Hubei Jingshan Rural Commercial Bank Co. Ltd.Due in August 20274.58%279,189273,999
Bank overdraft586221
Total$5,003,239$2,052,501

The loan from the Jingshan City branch of Postal Savings Bank of China was obtained to support general working capital, with a comprehensive guarantee provided by Mr. Zhou Bin, the Company’s CEO, and Hubei Bryce Technology Co., Ltd., which is under the company’s control.

The loan from the Jingshan City branch of Agricultural Bank of China was obtained to support general working capital, with a comprehensive guarantee provided by an unrelated third party, Jingshan Chengxin Financing Guarantee Co., Ltd.

The loan from the Hubei Jingshan Rural Commercial Bank Co. Ltd. was obtained to support general working capital, with certain buildings and land use rights of Hubei Ruishengchang Industrial Co., Ltd. in the amount of $496,093 pledged as collateral, as well as comprehensive guarantee provided by Mr. Bin Zhou, Mr. Bin Zhang, senior management of the Company, Mr. Ge Wei, a third-party individual, Hubei Bryce Technology Co., Ltd. and Hubei Ruishengchang Industrial Co., Ltd., which is under control of Ms. Ge Wei.

The loan from Jingmen Branch of Bank of China was obtained to support general working capital, with no guarantee requirement for this loan.

Interest expense for the six months ended June 30, 2025 and 2024 was $59,676 and $26,432, respectively.

14. Equity

On May 31, 2024, everyten shares of the Common Stock issued and outstanding or held as treasury stock will be automatically converted intoone new share of Common Stock. The total number of shares of Common Stock authorized for issuance will then be reduced by a corresponding proportion The par value per share of the Common Stock will remain unchanged at $0.001 per share.

As of June 30, 2025, the number of common stock remained unchanged at 7,282,714 with no new issuances recorded during the year, consistent with the figure reported as of December 31, 2024.

15. Loss Per Share

For the Six Months Ended June 30,
20252024
Unaudited
Loss from operations attributable to common stockholders$(1,570,483)$(2,801,498)
Loss per share from continuing operations - Basic and diluted$(0.20)$(0.21)
Income (loss) per share from discontinuing operations-Basic and diluted$(0.01)$(0.18)
Basic and diluted weighted average shares outstanding7,282,7147,282,714

16. Concentrations

Customers Concentrations:

The following table sets forth information about each customer that accounted for 10% or more of the Company’s revenues for the six months ended June 30, 2025 and 2024.

For the Six Months Ended June 30,
2025 · 2024
Customers · Amount · % · Amount · %
Unaudited
A$--$1,054,84731
B$--$656,69920
C$--$376,99711
D$274,56116$--
E$261,66215$--
F$220,92813$--

Suppliers Concentrations

The following table sets forth information about each supplier that accounted for 10% or more of the Company’s purchase for the six months ended June 30, 2025 and 2024.

For the Six Months Ended June 30,
2025 · 2024
Suppliers · Amount · % · Amount · %
Unaudited
A$--$912,11627
B$--$825,92524
C$--$572,16917
D$--$366,35711
E$590,23230$--
F$351,77218$--
G$341,46917$--
H$231,11012$--

17. Risks

A. Credit risk

The Company’s deposits are made with banks located in the PRC. Cash maintained in banks within the People’s Republic of China of less than RMB 0.5 million (equivalent to $69,797) per bank are covered by “deposit insurance regulation” promulgated by the State Council of the People’s Republic of China.

Since the Company’s inception, the age of account receivables has been less than one year, indicating that the Company is subject to the minimal risk borne from credit extended to customers.

B. Interest risk

The Company is subject to interest rate risk when short-term and long-term loans become due and require refinancing.

C. Economic and political risks

The Company’s operations are conducted in the PRC. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by changes in the political, economic, and legal environments in the PRC.

18. Contingencies

The Company records accruals for certain of its outstanding legal proceedings or claims when it is probable that liability will be incurred and the amount of loss can be reasonably estimated. The Company evaluates, on a quarterly basis, developments in legal proceedings or claims that could affect the amount of any accrual, as well as any developments that would make a loss contingency both probable and reasonably estimable. The Company discloses the amount of the accrual if it is material.

When a loss contingency is not both probable and estimable, the Company does not record an accrued liability but discloses the nature and the amount of the claim, if material. However, if the loss (or an additional loss in excess of the accrual) is at least reasonably possible, then the Company discloses an estimate of the loss or range of loss, unless it is immaterial or an estimate cannot be made. The assessment of whether a loss is probable or reasonably possible, and whether the loss or a range of loss is estimable, often involves complex judgments about future events. Management is often unable to estimate the loss or a range of loss, particularly where (i) the damages sought are indeterminate, (ii) the proceedings are in the early stages, or (iii) there is a lack of clear or consistent interpretation of laws specific to the industry-specific complaints among different jurisdictions. In such cases, there is considerable uncertainty regarding the timing or ultimate resolution of such matters, including eventual loss, fine, penalty or business impact, if any. The Company has analyzed its operations subsequent to June 30, 2025 to the date these unaudited condensed consolidated financial statements were issued and has determined that it does not have any material contingency events to disclose.

19. Subsequent Events

The Company has assessed all subsequent events through the date that these consolidated financial statements are issued and there are no material subsequent events that require disclosure in these consolidated financial statements.

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