WALNUT, CA, Dec. 20, 2024 (GLOBE NEWSWIRE) -- Armlogi Holding Corp. ("Armlogi" or the "Company") (NASDAQ:BTOC), a U.S.-based warehousing and logistics service provider that offers a comprehensive package of supply-chain solutions related to warehouse management and order fulfillment, today announced that it has closed on the $5 million second tranche of the Pre-Paid Advance (as defined below) pursuant to a Standby Equity Purchase Agreement (the "SEPA") the Company entered into with YA II PN, Ltd. ("YA"), a ...

WALNUT, Calif., Nov. 15, 2024 (GLOBE NEWSWIRE) -- Armlogi Holding Corp. (“Armlogi” or the “Company”) (Nasdaq: BTOC), a U.S.-based warehousing and logistics service provider that offers a comprehensive package of supply-chain solutions related to warehouse management and order fulfillment, today reported financial results for the first quarter ended September 30, 2024. Financial Highlights: Total revenue increased by $1.2 million, or 3.0%, to $42.5 million during the three months ended September 30, 2024, co ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Nevada 92-0483179 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Title of each Class Trading Symbol(s) Name of each exchange on which registered Common stock, par value $0.00001 per share BTOC The Nasdaq Stock Market LLC FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION ...

WALNUT, CA, Nov. 07, 2024 (GLOBE NEWSWIRE) --  Armlogi Holding Corp. (“Armlogi” or the “Company”) (Nasdaq: BTOC), a U.S.-based warehousing and logistics service provider that offers a comprehensive package of supply-chain solutions related to warehouse management and order fulfillment, today announced the lease of a new 480,000 square foot warehouse facility in Ontario, California. This facility is located in the I-15 Freeway corridor, nestled between the I-10 and 60 Freeways, providing accessibility and di ...

Exhibit 99.1 Armlogi Reports 24% Revenue Growth for Fiscal Year 2024 Conference Call and Webcast on September 26 at 1:30 PM Pacific Time WALNUT, Calif., Sept. 26, 2024 (GLOBE NEWSWIRE) -- Armlogi Holding Corp. ("Armlogi" or the "Company") (Nasdaq: BTOC), a U.S.-based warehousing and logistics service provider that offers a comprehensive package of supply-chain solutions related to warehouse management and order fulfillment, today provided a business update, and reported financial results for the fiscal year ...

PART I [Business](index=4&type=section&id=Item%201.%20Business) Armlogi provides warehousing and logistics for cross-border e-commerce, with FY2024 revenue of $167.0 million and 96% from PRC customers [Overview](index=4&type=section&id=Overview) Armlogi offers comprehensive logistics with nine U.S. warehouses, achieving $167.0 million revenue in FY2024, though net income declined - The company operates nine warehouses across the U.S. with an aggregate gross floor area of approximately **2,765,667 square feet**, providing comprehensive logistics services to **105 active customers** as of June 30, 2024[11](index=11&type=chunk) Key Financial Performance (Fiscal Years 2023-2024) | Metric | FY 2024 | FY 2023 | | :--- | :--- | :--- | | Total Revenue | **$167.0 million** | **$135.0 million** | | Net Income | **$7.4 million** | **$13.9 million** | | Revenue from PRC-based customers | **96%** | **96%** | [Our Competitive Strengths](index=4&type=section&id=Our%20Competitive%20Strengths) Competitive strengths include ISO 9001 certified services, high inventory accuracy, reasonable fees, proprietary OMS, and experienced management - The company's operations achieved an average of **99.72% inventory accuracy** during the fiscal year ended June 30, 2024, and its services meet **ISO 9001 quality management standards**[13](index=13&type=chunk)[14](index=14&type=chunk) - Leverages its proprietary Armlogi Order Management System (OMS) built on Amazon Web Services, which enhances efficiency, reduces operating costs, and minimizes human error[16](index=16&type=chunk)[18](index=18&type=chunk) - Offers reasonable service and delivery fees by leveraging large shipping volumes to secure discounts from third-party logistics providers like FedEx and UPS[15](index=15&type=chunk) [Our Growth Strategies](index=6&type=section&id=Our%20Growth%20Strategies) Growth strategies involve expanding customer base, enhancing service offerings, investing in supply chain technology, and pursuing strategic acquisitions - Plans to expand its customer base from China to Southeast Asia (Vietnam, Thailand, Indonesia, Philippines) and Mexico, and increase its U.S. warehouse footprint in states like California, Georgia, and Florida[20](index=20&type=chunk) - Aims to enhance supply chain efficiency by expanding services, including refining its international ocean freight services launched in January 2023, with an estimated cost of **$3 to $4 million** over the next two years[21](index=21&type=chunk) - Intends to invest further in supply chain technologies, focusing on AI, data analytics, and smart systems for automated forecasting and inventory management[22](index=22&type=chunk) - Will actively seek and pursue strategic and financially attractive acquisitions to expand its supply-chain-related business and achieve synergies[23](index=23&type=chunk) [Our Business Model](index=8&type=section&id=Our%20Business%20Model) The business model provides integrated warehousing and logistics, with revenue primarily from transportation, warehousing, and other services Revenue Sources and Service Fees | Service Category | Description | Typical Fee Range | | :--- | :--- | :--- | | Transportation Services | Reselling transportation services from third-party carriers | **$5 to $75 per service** | | Warehousing Services | Warehouse management, inventory, and storage | **$3 to $50 per service** | | Other Services | Primarily customs brokerage services | **$20 to $200 per service** | [Our Customers](index=9&type=section&id=Our%20Customers) Armlogi serves primarily PRC-based cross-border e-commerce merchants, with 96% revenue from overseas and significant customer concentration - The active customer base grew from **83 in FY2023 to 105 in FY2024**. Overseas customers, primarily from the PRC, accounted for **96% of revenue** in both fiscal years[30](index=30&type=chunk) Top Customer Revenue Concentration | Customer | FY 2024 Revenue % | FY 2023 Revenue % | | :--- | :--- | :--- | | Aukey International Ltd. | **11.7%** | **22.5%** | | Western Post (HK) Ltd. | **11.7%** | N/A | | Goldensee Ltd. | **10.9%** | N/A | | Union Grand Imp. & Exp. Co., Ltd. | **10.0%** | **14.5%** | [Our Suppliers](index=9&type=section&id=Our%20Suppliers) Key suppliers include warehouse landlords and third-party logistics providers, with FedEx representing a significant portion of total purchases - FedEx is a critical supplier, accounting for a majority of the company's total purchases[32](index=32&type=chunk) FedEx Purchase Concentration | Fiscal Year | Percentage of Total Purchases | | :--- | :--- | | 2024 | **50%** | | 2023 | **62%** | [Services and Operational Flow](index=10&type=section&id=Services%20and%20Operational%20Flow) The operational flow provides end-to-end logistics, from international freight and customs to warehouse management and final delivery via its OMS platform - The company launched international ocean freight services in January 2023 to offer a more comprehensive one-stop solution for its customers[36](index=36&type=chunk) - A wholly-owned subsidiary, Andtech Customs Broker, provides licensed U.S. customs brokerage services, assisting with documentation, duties, and compliance[38](index=38&type=chunk) - Order fulfillment is managed through the Armlogi OMS, which integrates with customer ERP systems to process orders, coordinate with warehouses, and provide tracking information from third-party carriers to end consumers[45](index=45&type=chunk)[46](index=46&type=chunk) [Employees](index=13&type=section&id=Employees) As of June 30, 2024, Armlogi employed 200 full-time staff, primarily in warehousing, and maintains good employee relations Full-Time Employees by Department (as of June 30, 2024) | Department | Number of Employees | | :--- | :--- | | Warehousing and Logistics | **155** | | Operations | **17** | | Customer Services | **21** | | Technology | **3** | | Accounting | **4** | | **Total** | **200** | [Governmental Regulations](index=14&type=section&id=Governmental%20Regulations) Operations are subject to various U.S. governmental regulations from agencies like FMC, CBP, OSHA, and DOT, with all required licenses obtained - The company is licensed by the FMC as an ocean transportation intermediary (OTI) and by the CBP as a customs broker[60](index=60&type=chunk) - Operations must comply with OSHA workplace safety standards and DOT regulations for transportation of goods[60](index=60&type=chunk) [Risk Factors](index=15&type=section&id=Item%201A.%20Risk%20Factors) The company faces economic, political, operational, legal, and trading risks, including U.S.-China trade dependence, customer concentration, and internal control weaknesses [Economic, Political, and Market Risks](index=15&type=section&id=Economic%2C%20Political%2C%20and%20Market%20Risks) Business is highly vulnerable to U.S.-China trade relations, intense competition, supply chain disruptions, and macroeconomic factors - The company's financial performance is heavily dependent on PRC-based customers, who generated approximately **96% of revenue** in both fiscal 2024 and 2023, making it vulnerable to U.S.-China trade conflicts and tariffs[69](index=69&type=chunk)[73](index=73&type=chunk)[76](index=76&type=chunk) - The business faces risks from global supply chain disruptions, such as port congestion and container shortages, which can reduce demand for its services and increase operating costs[79](index=79&type=chunk) - Potential PRC government controls on currency remittance could impact the ability of Chinese customers to pay for services, adversely affecting the company's revenue and financial condition[86](index=86&type=chunk)[87](index=87&type=chunk) [Operational Risks](index=19&type=section&id=Operational%20Risks) Operational risks include customer and supplier concentration, reliance on third-party carriers, cybersecurity threats, and challenges in managing rapid growth Customer and Supplier Concentration Risk | Concentration Type | Details (FY 2024) | | :--- | :--- | | Customer | Top 4 customers accounted for **44.3% of total revenue** | | Supplier | FedEx accounted for **50% of total purchases** | - The company relies on third-party carriers for all transportation and distribution, making it vulnerable to service disruptions, equipment shortages, or cost increases from these providers[100](index=100&type=chunk)[101](index=101&type=chunk) - Cybersecurity incidents could disrupt business operations and result in the loss of critical information, as the company relies heavily on its Armlogi OMS technology platform[112](index=112&type=chunk)[113](index=113&type=chunk) - The company's historical growth rates may not be sustainable, as net income decreased significantly in **FY2024** despite revenue growth, and operating expenses are expected to continue increasing[131](index=131&type=chunk)[132](index=132&type=chunk) [Legal, Regulatory, and Compliance Risks](index=26&type=section&id=Legal%2C%20Regulatory%2C%20and%20Compliance%20Risks) The company faces risks from complex U.S. regulatory compliance, potential third-party non-compliance, and intellectual property infringement claims - The business is subject to a complex regulatory environment in the U.S. warehousing and logistics industry, and failure to comply with laws from bodies like the FMC, CBP, and OSHA could adversely affect operations[133](index=133&type=chunk)[134](index=134&type=chunk) - The company faces risks related to protecting its intellectual property (trademark, domain names, software) and potential claims from third parties alleging infringement of their IP rights[140](index=140&type=chunk)[141](index=141&type=chunk) [Trading Risks](index=28&type=section&id=Trading%20Risks) Trading risks include stock volatility, material weaknesses in internal controls, and reduced disclosure requirements as an emerging growth and controlled company - Material weaknesses in internal controls over financial reporting have been identified, specifically a lack of formal policies and procedures for risk assessment and the internal control environment[154](index=154&type=chunk)[155](index=155&type=chunk) - The company is a "controlled company" as its largest stockholder, Mr. Aidy Chou, holds a majority of the voting power, allowing it to be exempt from certain Nasdaq corporate governance requirements[170](index=170&type=chunk)[171](index=171&type=chunk) - As an "emerging growth company," the company is subject to reduced public company reporting requirements, which may make its common stock less attractive to some investors[172](index=172&type=chunk)[173](index=173&type=chunk) [Unresolved Staff Comments](index=33&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - None[181](index=181&type=chunk) [Cybersecurity](index=34&type=section&id=Item%201C.%20Cybersecurity) The company maintains a comprehensive cybersecurity risk management program overseen by the Board, with no material incidents reported - The cybersecurity program involves risk identification, assessments, mitigation through layered security controls (firewalls, encryption, MFA), and continuous monitoring[184](index=184&type=chunk)[185](index=185&type=chunk)[186](index=186&type=chunk) - The Board of Directors provides oversight for cybersecurity risk, while management is responsible for the daily execution and supervision of the program[188](index=188&type=chunk)[189](index=189&type=chunk) [Properties](index=35&type=section&id=Item%202.%20Properties) The company leases all nine warehouses and executive offices across four states, totaling 2,765,667 square feet, deemed adequate for current needs - The company's principal executive offices and a large warehouse are leased in Walnut, CA, with a total area of approximately **350,000 square feet**[192](index=192&type=chunk) - The company leases a total of **nine warehouses** across four states: five in California, one in Georgia, one in Texas, and two in New Jersey[192](index=192&type=chunk)[193](index=193&type=chunk)[194](index=194&type=chunk) [Legal Proceedings](index=35&type=section&id=Item%203.%20Legal%20Proceedings) The company is not currently involved in any legal proceedings expected to have a material adverse effect - As of the report date, the company is not involved in any material legal proceedings[196](index=196&type=chunk) [Mine Safety Disclosures](index=36&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's business - Not applicable[197](index=197&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=37&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on Nasdaq under "BTOC", with 41.6 million shares outstanding, and completed its IPO in May 2024, raising $5.2 million - The company's common stock trades on the Nasdaq Global Market under the symbol **"BTOC"**[198](index=198&type=chunk) - As of September 26, 2024, there were **41,634,000 shares** of common stock outstanding[199](index=199&type=chunk) - The company completed its IPO in May 2024, selling **1,600,000 shares** at **$5.00 per share**, resulting in net proceeds of approximately **$5.2 million** after expenses[202](index=202&type=chunk)[205](index=205&type=chunk) [Reserved](index=38&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) FY2024 revenue grew 23.6% to $167.0 million, but net income decreased 46.7% to $7.4 million due to higher costs of sales and reduced gross margin [Results of Operations](index=40&type=section&id=Results%20of%20Operations) FY2024 revenue increased 23.6% to $167.0 million, but gross profit and net income declined significantly due to a 36.2% surge in costs of sales Financial Performance Summary (FY 2023 vs. FY 2024) | Metric | FY 2024 | FY 2023 | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | **$167.0M** | **$135.0M** | **+23.6%** | | Costs of Sales | **$148.9M** | **$109.3M** | **+36.2%** | | Gross Profit | **$18.1M** | **$25.7M** | **-29.6%** | | Gross Margin | **10.8%** | **19.1%** | **-8.3pp** | | Net Income | **$7.4M** | **$13.9M** | **-46.7%** | | Basic EPS | **$0.19** | **$0.35** | **-45.7%** | Revenue by Service (FY 2023 vs. FY 2024) | Service | FY 2024 Revenue | FY 2023 Revenue | Change (%) | | :--- | :--- | :--- | :--- | | Transportation services | **$115.3M** | **$97.1M** | **+18.8%** | | Warehousing services | **$51.5M** | **$37.3M** | **+38.1%** | | Other services | **$0.15M** | **$0.67M** | **-77.4%** | - The decrease in gross profit margin was primarily due to expansion into a new warehouse and temporary operational disruptions, which led to significant increases in rental expenses (**+106%**), salary and benefits (**+68%**), and temporary labor expenses (**+51%**) that outpaced the **38.1% growth** in warehousing revenue[223](index=223&type=chunk) [Liquidity and Capital Resources](index=44&type=section&id=Liquidity%20and%20Capital%20Resources) Cash increased to $10.0 million by June 2024, driven by IPO financing, despite a significant decrease in operating cash flow and increased investing activities Summary of Cash Flows (FY 2023 vs. FY 2024) | Cash Flow Activity | FY 2024 | FY 2023 | | :--- | :--- | :--- | | Net cash from operating activities | **$3.0 million** | **$11.8 million** | | Net cash used in investing activities | **($7.4 million)** | **($4.3 million)** | | Net cash from (used in) financing activities | **$7.8 million** | **($3.2 million)** | | **Net increase in cash** | **$3.4 million** | **$4.3 million** | - The sharp decrease in operating cash flow was mainly due to lower net income and negative changes in working capital, including increased accounts receivable and decreased accounts payable[232](index=232&type=chunk)[233](index=233&type=chunk)[234](index=234&type=chunk) - Financing activities provided a net inflow of **$7.8 million**, primarily from **$7.5 million** collected from the IPO[238](index=238&type=chunk) [Commitments and Contractual Obligations](index=46&type=section&id=Commitments%20and%20Contractual%20Obligations) Primary contractual obligations are operating and finance leases, totaling $162.5 million in future minimum payments as of June 30, 2024 Total Lease Liabilities as of June 30, 2024 | Lease Type | Total Lease Liabilities | | :--- | :--- | | Operating Leases | **$117,342,538** | | Finance Leases | **$325,308** | | **Total** | **$117,667,846** | [Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As a smaller reporting company, Armlogi is exempt from providing quantitative and qualitative disclosures about market risk - The company is not required to provide this information as it qualifies as a smaller reporting company[250](index=250&type=chunk) [Financial Statements and Supplementary Data](index=48&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the audited consolidated financial statements, including the auditor's report, balance sheets, statements of operations, equity, cash flows, and accompanying notes [Report of Independent Registered Public Accounting Firm](index=49&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) The independent auditor, ZH CPA, LLC, issued an unqualified opinion on the consolidated financial statements for the two-year period ended June 30, 2024 - The auditor expressed an **unqualified opinion** on the company's consolidated financial statements for the fiscal years ended June 30, 2024 and 2023[254](index=254&type=chunk) [Consolidated Financial Statements](index=49&type=section&id=Consolidated%20Financial%20Statements) Consolidated financial statements show total assets grew to $167.0 million, liabilities increased, and net income declined despite revenue growth Consolidated Balance Sheet Highlights (as of June 30) | Account | 2024 | 2023 | | :--- | :--- | :--- | | Total Assets | **$167.0M** | **$88.6M** | | Total Liabilities | **$127.8M** | **$63.2M** | | Total Stockholders' Equity | **$39.2M** | **$25.3M** | Consolidated Statement of Operations Highlights (Year Ended June 30) | Account | 2024 | 2023 | | :--- | :--- | :--- | | Revenue | **$167.0M** | **$135.0M** | | Gross Profit | **$18.1M** | **$25.7M** | | Net Income | **$7.4M** | **$13.9M** | [Notes to Consolidated Financial Statements](index=55&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail accounting policies, revenue disaggregation, lease obligations, significant customer and supplier concentrations, and IPO proceeds - The company's five largest customers accounted for **53.0% of total revenue** in FY2024, and its top five suppliers accounted for **60% of total purchases**[277](index=277&type=chunk) - The company closed its IPO on May 15, 2024, with net proceeds of approximately **$5.2 million** after underwriting discounts and expenses[349](index=349&type=chunk) - Significant related party transactions exist, primarily involving leases for five warehouses from DNA Motor Inc., a company owned by a former officer of a subsidiary[358](index=358&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=73&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants regarding accounting and financial disclosure - None[367](index=367&type=chunk) [Controls and Procedures](index=73&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of June 30, 2024, with no auditor attestation on internal controls due to new public company status - Management concluded that the company's disclosure controls and procedures were **not effective** as of the end of the fiscal year[369](index=369&type=chunk) - As a newly public company, this annual report does not include a report of management's assessment regarding internal control over financial reporting[370](index=370&type=chunk) [Other Information](index=73&type=section&id=Item%209B.%20Other%20Information) The company reports no other information - None[372](index=372&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=73&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This item is not applicable to the company - Not Applicable[373](index=373&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=74&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information for this item is incorporated by reference from the company's 2024 Proxy Statement [Executive Compensation](index=74&type=section&id=Item%2011.%20Executive%20Compensation) Information for this item is incorporated by reference from the company's 2024 Proxy Statement [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=74&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information for this item is incorporated by reference from the company's 2024 Proxy Statement [Certain Relationships and Related Transactions, and Director Independence](index=74&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information for this item is incorporated by reference from the company's 2024 Proxy Statement [Principal Accounting Fees and Services](index=74&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information for this item is incorporated by reference from the company's 2024 Proxy Statement PART IV [Exhibit and Financial Statement Schedules](index=75&type=section&id=Item%2015.%20Exhibit%20and%20Financial%20Statement%20Schedules) This section lists financial statements filed under Item 8 and all exhibits, including corporate governance documents and material contracts [Form 10-K Summary](index=77&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company reports no Form 10-K summary - None[385](index=385&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Nevada 92-0483179 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Title of each Class Trading Symbol(s) Name of each exchange on which registered Common stock, par value $0.00001 per share BTOC The Nasdaq Stock Market LLC FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPO ...