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PART I [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) The company reported a narrowed net loss for the nine months ended March 31, 2025, driven by reduced expenses, with **$162.9 million** in assets and **$70.9 million** in liabilities, while facing going concern doubts [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (as of March 31, 2025 vs. June 30, 2024) | Account | March 31, 2025 ($) | June 30, 2024 ($) | Change (%) | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Cash and cash equivalents | 48,792,729 | 58,772,587 | -17.0% | | Accounts receivable, net | 22,429,490 | 16,493,068 | +36.0% | | Inventories, net | 32,800,755 | 37,826,456 | -13.3% | | Total current assets | 124,770,422 | 127,685,890 | -2.3% | | Total assets | 162,867,992 | 163,246,683 | -0.2% | | **Liabilities & Equity** | | | | | Total current liabilities | 63,963,646 | 61,291,253 | +4.4% | | Long-term loans | 6,957,290 | 1,856,250 | +274.8% | | Total liabilities | 70,920,936 | 63,147,503 | +12.3% | | Total stockholders' equity | 91,947,056 | 100,099,180 | -8.1% | - As of March 31, 2025, the company held **no digital assets (Bitcoin)**, compared to **$53,693** as of June 30, 2024[17](index=17&type=chunk) [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Statement of Operations Highlights (Nine Months Ended March 31) | Metric | 2025 ($) | 2024 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Net sales | 56,498,794 | 73,136,293 | -22.7% | | Gross profit | 12,412,652 | 14,319,251 | -13.3% | | General and administrative expenses | 14,111,497 | 26,961,424 | -47.7% | | Loss from operations | (7,156,853) | (18,147,376) | +60.6% | | Net loss | (7,850,097) | (18,055,480) | +56.5% | | Basic net loss per share | (0.53) | (1.32) | +59.8% | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash Flow Summary (Nine Months Ended March 31) | Activity | 2025 ($) | 2024 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (7,339,968) | (7,316,276) | | Net cash used in investing activities | (5,743,345) | (4,101,010) | | Net cash provided by financing activities | 3,242,621 | 1,330,251 | | **Net decrease in cash and cash equivalents** | **(9,979,858)** | **(9,546,431)** | [Notes to Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Key disclosures detail the company's PRC VIE structure, going concern doubts, Bitcoin mining venture, share repurchases, related party loans, cryptocurrency litigation, and subsequent leadership changes for blockchain expansion - The company's business primarily involves fertilizer and agricultural products in the PRC, with recent expansion into **Bitcoin mining** in the U.S. via its Antaeus subsidiary[24](index=24&type=chunk)[29](index=29&type=chunk) - Recurring operating losses and negative cash flows raise **substantial doubt** about the company's ability to continue as a going concern[51](index=51&type=chunk) - As of March 31, 2025, the company held **no digital assets**, having mined **$181,377** and disposed of **$245,607** during the period, realizing a **$10,536** gain[63](index=63&type=chunk)[64](index=64&type=chunk) - A share repurchase program authorized in January 2025 allows for up to **2 million shares**, with **345,980 shares** repurchased for **$398,526** during the nine-month period[90](index=90&type=chunk)[91](index=91&type=chunk) - A lawsuit filed in May 2024 against the company and its former co-CEO alleges misuse of funds for cryptocurrency mining site purchases[97](index=97&type=chunk) - Subsequent to the period, Jian Huang was appointed Co-CEO in June 2025 to lead the company's expansion into the **blockchain and cryptocurrency sectors**[119](index=119&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the **22.7%** revenue decrease to lower fertilizer sales, with a narrowed net loss driven by reduced G&A expenses, while liquidity tightened and strategic expansion into Bitcoin mining continues amid PRC operational risks [Results of Operations](index=39&type=section&id=Results%20of%20Operations) Net sales for the nine months ended March 31, 2025, decreased **22.7%** to **$56.5 million** due to lower fertilizer sales, while the net loss narrowed **56.5%** to **$7.9 million**, primarily from a **47.7%** reduction in G&A expenses Results of Operations Comparison (Nine Months Ended March 31, 2025 vs 2024) | Metric | 2025 ($) | 2024 ($) | Change (%) | Commentary | | :--- | :--- | :--- | :--- | :--- | | Net Sales | 56,498,794 | 73,136,293 | -22.7% | Decrease driven by lower sales in Jinong and Gufeng fertilizer segments | | Gross Profit | 12,412,652 | 14,319,251 | -13.3% | Gross margin improved to 22.0% from 19.6% | | G&A Expenses | 14,111,497 | 26,961,424 | -47.7% | Main driver of improved bottom line | | Net Loss | (7,850,097) | (18,055,480) | +56.5% | Significantly narrowed loss due to lower operating expenses | Fertilizer Sales Volume (Nine Months Ended March 31) | Segment | 2025 (metric tons) | 2024 (metric tons) | Change (%) | | :--- | :--- | :--- | :--- | | Jinong | 28,271 | 21,087 | +34.1% | | Gufeng | 58,581 | 83,184 | -29.6% | | **Total** | **86,852** | **104,271** | **-16.7%** | - The Antaeus (Bitcoin) segment's net sales decreased by **82.9%** to **$181,746** for the nine-month period, attributed to a strategic adjustment[187](index=187&type=chunk) [Liquidity and Capital Resources](index=47&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2025, cash and cash equivalents decreased **17.0%** to **$48.8 million**, driven by cash used in operating and investing activities, partially offset by financing, with total loans payable increasing to **$12.6 million** - Cash and cash equivalents decreased by **$9,979,858**, or **17.0%**, to **$48,792,729** as of March 31, 2025[216](index=216&type=chunk) - Net cash used in operating activities totaled **$7.3 million**, primarily due to net loss, partially offset by non-cash charges including **$7.1 million** for accounts receivable losses and **$2.2 million** for inventory impairment[23](index=23&type=chunk)[219](index=219&type=chunk) - Net cash provided by financing activities increased to **$3.2 million**, primarily from **$7.1 million** in new loans, offset by **$3.8 million** in loan repayments and **$0.4 million** in share repurchases[23](index=23&type=chunk)[221](index=221&type=chunk) [Risks Related to Doing Business in the PRC](index=37&type=section&id=Risks%20Related%20to%20Doing%20Business%20in%20the%20PRC) The company faces significant risks in its PRC operations, including legal system uncertainties, potential government intervention, and the untested nature of its VIE structure, alongside recent regulatory actions impacting businesses in China - Operating through a VIE structure in China poses unique risks, as Chinese regulatory authorities could disallow it, potentially causing a **material adverse change** in operations and stock value[145](index=145&type=chunk) - The PRC government maintains significant oversight and intervention power, with recent regulatory actions creating uncertainty for all businesses operating in China[148](index=148&type=chunk)[149](index=149&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=51&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exposed to market risks including foreign currency fluctuations (RMB to USD), interest rate changes on short-term loans, heightened credit risk due to COVID-19 impacts, and general inflation affecting operating costs - Substantially all revenues and expenses are in RMB, creating foreign currency risk, with an accumulated other comprehensive loss from currency translation of **$26 million** as of March 31, 2025[239](index=239&type=chunk)[240](index=240&type=chunk) - Heightened credit risk stems from increased overdue accounts receivable due to the **COVID-19 pandemic's impact** on PRC customers[243](index=243&type=chunk) - Interest rate risk primarily relates to **$5.6 million** in short-term bank loans, with fixed rates subject to change upon renewal[241](index=241&type=chunk) [Controls and Procedures](index=52&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures were **effective** as of March 31, 2025[249](index=249&type=chunk) - No material changes in internal control over financial reporting occurred during the quarter ended March 31, 2025[250](index=250&type=chunk) PART II – OTHER INFORMATION [Legal Proceedings](index=53&type=section&id=Item%201.%20Legal%20Proceedings) The company faces a pending lawsuit filed in May 2024 in Texas state court, alleging misuse of funds for cryptocurrency mining site purchases, with a motion to dismiss currently pending - A lawsuit filed in Texas state court on May 28, 2024, against the Company and its former co-CEO alleges misuse of funds for cryptocurrency mining site purchases, with a motion to dismiss pending[252](index=252&type=chunk) [Other Information](index=53&type=section&id=Item%205.%20Other%20Information) This section incorporates by reference two June 2025 Form 8-K filings detailing the termination of the Lonestar acquisition and the appointment of a new Co-Chief Executive Officer - The company incorporates by reference its Form 8-K filings from June 13, 2025, regarding the **Lonestar acquisition termination**, and June 23, 2025, regarding the **Co-CEO appointment**[257](index=257&type=chunk)

[PART I - FINANCIAL INFORMATION](index=5&type=section&id=PART%20I%20FINANCIAL%20INFORMATION) This section covers the unaudited financial statements, management's analysis, market risk disclosures, and internal controls [Item 1. Financial Statements (unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents Enlightify, Inc.'s unaudited consolidated financial statements, highlighting going concern uncertainty and business segments Condensed Consolidated Balance Sheet Summary | Account | Dec 31, 2024 ($) | Jun 30, 2024 ($) | | :--- | :--- | :--- | | **Total Current Assets** | 120,484,340 | 127,685,890 | | Cash and cash equivalents | 49,141,355 | 58,772,587 | | **Total Assets** | **162,431,027** | **163,246,683** | | **Total Current Liabilities** | 62,736,919 | 61,291,253 | | **Total Liabilities** | **69,880,293** | **63,147,503** | | **Total Stockholders' Equity** | **92,550,734** | **100,099,180** | Condensed Consolidated Statements of Operations Summary (Six Months Ended Dec 31) | Metric | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Net Sales | 31,713,076 | 40,197,976 | | Gross Profit | 7,453,348 | 7,978,341 | | Loss from Operations | (6,557,630) | (7,176,090) | | **Net Loss** | **(6,974,874)** | **(7,154,196)** | | Basic & Diluted Net Loss Per Share | (0.47) | (0.53) | Condensed Consolidated Statements of Cash Flows Summary (Six Months Ended Dec 31) | Activity | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (3,778,264) | (2,066,674) | | Net cash used in investing activities | (8,740,910) | (1,607,163) | | Net cash provided by financing activities | 3,268,238 | 1,382,404 | | **Net decrease in cash and cash equivalents** | **(9,631,232)** | **(739,452)** | - The company's financial statements are prepared on a **going concern basis**, but management has identified substantial doubt about its ability to continue as a going concern due to **recurring operating losses and negative operating cash flows**[45](index=45&type=chunk) - The company is primarily engaged in the research, development, production, and sale of various **fertilizers and agricultural products** through its subsidiaries in the PRC, and recently started **mining Bitcoin** through its U.S. subsidiary, Antaeus[20](index=20&type=chunk)[25](index=25&type=chunk) - The company holds Bitcoin as digital assets, accounted for as indefinite-lived intangible assets, holding **no digital assets** as of December 31, 2024, down from **$53,693** at June 30, 2024[34](index=34&type=chunk)[36](index=36&type=chunk)[58](index=58&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes the 21.1% net sales decrease and weakened liquidity, driven by lower fertilizer sales and increased cash usage [Results of Operations](index=30&type=section&id=Results%20of%20Operations) Net sales decreased 21.1% due to lower fertilizer and Bitcoin mining sales, while net loss slightly narrowed Comparison of Operations (Six Months Ended December 31) | Metric | 2024 ($) | 2023 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Net Sales | 31,713,076 | 40,197,976 | -21.1% | | Gross Profit | 7,453,348 | 7,978,341 | -6.6% | | Loss from Operations | (6,557,630) | (7,176,090) | -8.6% | | Net Loss | (6,974,874) | (7,154,196) | -2.5% | - The decrease in total net sales was primarily due to: **Jinong** sales decreased **15.6% ($2.5M)** mainly due to a **38.1%** lower revenue per ton; **Gufeng** sales decreased **29.2% ($5.4M)** mainly due to a **29.2%** decrease in sales volume; and **Antaeus (Bitcoin)** sales decreased **73.0% ($0.5M)** due to a strategic adjustment[157](index=157&type=chunk)[158](index=158&type=chunk)[159](index=159&type=chunk) - Total general and administrative (G&A) expenses decreased by **10.7% ($1.2M)**, driven by lower G&A at Gufeng and Yuxing, but partially offset by a **214% ($3.3M)** increase in Jinong's G&A expenses, mainly due to higher bad debt expense[174](index=174&type=chunk)[175](index=175&type=chunk)[176](index=176&type=chunk) - By segment, for the six months ended Dec 31, 2024 vs 2023: Jinong's net loss increased by **674.3%** to **$3.3M**; Gufeng's net loss decreased by **13.9%** to **$2.7M**; Yuxing's net income increased by **128.5%** to **$0.3M**; and Antaeus's net loss increased by **201.3%** to **$0.2M**[186](index=186&type=chunk)[187](index=187&type=chunk)[188](index=188&type=chunk) [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and cash equivalents decreased by $9.6 million due to operating and investing activities, partially offset by financing Summary of Cash Flows (Six Months Ended December 31) | Cash Flow Activity | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (3,778,264) | (2,066,674) | | Net cash used in investing activities | (8,740,910) | (1,607,163) | | Net cash provided by financing activities | 3,268,238 | 1,382,404 | - Cash and cash equivalents decreased by **16.4%** from **$58.8 million** at June 30, 2024, to **$49.1 million** at December 31, 2024[189](index=189&type=chunk) - Net cash used in investing activities increased significantly, mainly due to a new long-term equity investment of **$8.5 million** during the period[194](index=194&type=chunk) - Accounts receivable increased by **18.9%** to **$19.6 million**, while advances to suppliers increased by **30.9%** to **$15.8 million** from June 30, 2024[197](index=197&type=chunk)[201](index=201&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks including foreign currency, interest rate, credit, and pandemic-related uncertainties, primarily from PRC operations - **Foreign Currency Risk:** Substantially all revenues and expenses are in RMB, but reporting is in USD, where a **depreciating RMB** would adversely affect the reported value of net assets and income, with no hedging transactions used[215](index=215&type=chunk)[216](index=216&type=chunk) - **Interest Rate Risk:** The company is exposed to interest rate risk on its short-term bank loans, which have fixed rates but are subject to change upon renewal, with short-term debt at **$5.4 million** as of Dec 31, 2024[217](index=217&type=chunk) - **Credit Risk:** The company has experienced **higher credit risk** since 2020 due to the impact of the COVID-19 pandemic on its customers in the PRC, leading to a significant increase in overdue accounts receivable[219](index=219&type=chunk) - **Pandemic Risk:** The company acknowledges that the COVID-19 outbreak has **adversely affected operations** and that future outbreaks could disrupt supply chains, reduce demand, and increase credit losses[221](index=221&type=chunk)[222](index=222&type=chunk) [Item 4. Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls - Based on an evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** as of the end of the period covered by the report[225](index=225&type=chunk) - There were **no changes** in internal control over financial reporting during the quarter ended December 31, 2024, that have materially affected, or are reasonably likely to materially affect, these controls[226](index=226&type=chunk) [PART II - OTHER INFORMATION](index=47&type=section&id=PART%20II%20OTHER%20INFORMATION) This section provides additional information, including legal proceedings and a list of exhibits filed with the report [Item 1. Legal Proceedings](index=47&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in a pending lawsuit alleging misuse of funds for cryptocurrency mining site purchases - On May 28, 2024, a **lawsuit was filed** against the Company and its former co-CEO, Mr. Zhibiao Pan, in Texas[228](index=228&type=chunk) - The plaintiff alleges the Company **used his funds**, stored in crypto wallets related to Mr. Pan, to buy cryptocurrency mining sites, and a **motion to dismiss** the lawsuit is currently pending[228](index=228&type=chunk) [Item 6. Exhibits](index=47&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the report, including CEO/CFO certifications and Inline XBRL data - The report includes **CEO and CFO certifications** pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act[241](index=241&type=chunk) - **Inline XBRL documents** are filed as exhibits, providing interactive data for the financial statements[241](index=241&type=chunk)

XI’AN, CHINA, Nov. 15, 2024 (GLOBE NEWSWIRE) -- China Green Agriculture, Inc. (NYSE: CGA) has changed its name to Enlightify Inc., effective November 25, 2024. Its ticker symbol will change to ENFY effective November 25, 2024, and it is expected to begin trading under that symbol on November 26, 2024. The Company mainly produces and distributes humic acid-based compound fertilizers, other varieties of compound fertilizers and agricultural products through its subsidiaries in China. About China Green Agricul ...

PART I FINANCIAL INFORMATION [Item 1. Financial Statements (unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents the unaudited condensed consolidated financial statements for the quarter ended September 30, 2024, including Balance Sheets, Statements of Operations, Stockholders' Equity, and Cash Flows, with notes on accounting policies and specific financial accounts [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to **$171.6 million** from **$163.2 million** as of September 30, 2024, with liabilities rising to **$68.6 million** and equity to **$103.0 million** Condensed Consolidated Balance Sheets (as of Sept 30, 2024 vs. June 30, 2024) | Account | September 30, 2024 ($) | June 30, 2024 ($) | | :--- | :--- | :--- | | **Total Current Assets** | 127,577,546 | 127,685,890 | | **Total Non-current Assets** | 44,046,506 | 35,560,793 | | **Total Assets** | **171,624,052** | **163,246,683** | | **Total Current Liabilities** | 62,444,640 | 61,291,253 | | **Total Liabilities** | **68,625,856** | **63,147,503** | | **Total Stockholders' Equity** | **102,998,196** | **100,099,180** | [Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income%20(Loss)) Net sales for the quarter ended September 30, 2024, were **$17.36 million**, resulting in a net loss of **$1.84 million** and basic net loss per share of **$(0.12)** Statement of Operations Highlights (Three Months Ended Sept 30) | Metric | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Net Sales | 17,364,939 | 22,397,862 | | Gross Profit | 3,986,570 | 4,649,854 | | Loss from Operations | (1,765,024) | (1,785,907) | | **Net Loss** | **(1,842,225)** | **(1,784,193)** | | **Basic Net Loss Per Share** | **(0.12)** | **(0.13)** | - A significant foreign currency translation gain of **$4.74 million** resulted in a comprehensive income of **$2.90 million** for the quarter, a sharp reversal from the comprehensive loss of **$2.62 million** in the prior year's quarter[12](index=12&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operations was **$2.55 million**, and in investing activities **$8.54 million**, leading to a **$7.30 million** decrease in cash and equivalents by September 30, 2024 Cash Flow Summary (Three Months Ended Sept 30) | Activity | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (2,553,911) | (626,510) | | Net cash used in investing activities | (8,544,101) | (1,507,026) | | Net cash provided by (used in) financing activities | 1,983,456 | (1,383,960) | | **Net decrease in cash and cash equivalents** | **(7,295,015)** | **(3,856,365)** | | **Cash and cash equivalents, ending balance** | **51,477,572** | **67,285,823** | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Key notes include the company's Bitcoin mining expansion, digital asset accounting, going concern uncertainty, segment performance, related party transactions, and a pending lawsuit - The company is engaged in fertilizer and agricultural product businesses in the PRC, and recently expanded into Bitcoin mining in the U.S. through its subsidiary Antaeus Tech Inc., established in March 2023[17](index=17&type=chunk)[22](index=22&type=chunk) - The company's financial statements are prepared on a going concern basis, but management notes that recurring operating losses and negative cash flows raise substantial doubt about its ability to continue as a going concern[41](index=41&type=chunk) - As of September 30, 2024, the company held Bitcoin valued at **$11,225**, a significant decrease from **$53,693** at the end of the previous quarter. The company accounts for digital assets as indefinite-lived intangible assets and adopted ASU 2023-08, measuring them at fair value[33](index=33&type=chunk)[51](index=51&type=chunk)[52](index=52&type=chunk) - A lawsuit was filed on May 28, 2024, against the Company and its former co-CEO, alleging misuse of funds stored in cryptocurrency wallets to purchase mining sites. The Company intends to move to dismiss the lawsuit[84](index=84&type=chunk) Segment Revenues (Three Months Ended Sept 30) | Segment | 2024 Revenue ($) | 2023 Revenue ($) | | :--- | :--- | :--- | | Jinong (Fertilizer) | 7,421,658 | 9,288,758 | | Gufeng (Fertilizer) | 7,439,542 | 10,421,274 | | Yuxing (Agriculture) | 2,340,443 | 2,342,716 | | Antaeus (Bitcoin) | 163,295 | 345,114 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=30&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the quarter ended September 30, 2024, highlighting a **22.5%** decrease in net sales, stable net loss, segment performance, liquidity, cash flow, and critical accounting policies [Results of Operations](index=33&type=section&id=Results%20of%20Operations) Net sales for Q1 FY2025 decreased **22.5%** to **$17.4 million**, resulting in a net loss of **$1.84 million**, primarily due to lower sales in fertilizer segments Quarterly Performance vs. Prior Year | Metric | Q1 FY2025 ($) | Q1 FY2024 ($) | Change % | | :--- | :--- | :--- | :--- | | Net Sales | 17,364,939 | 22,397,862 | -22.5% | | Gross Profit | 3,986,570 | 4,649,854 | -14.3% | | Net Loss | (1,842,225) | (1,784,193) | 3.3% | - The decrease in net sales was mainly attributed to lower unit sales prices for the Jinong segment and lower sales volume for the Gufeng segment[121](index=121&type=chunk)[122](index=122&type=chunk) - The Antaeus (Bitcoin) segment saw a **52.7%** decrease in net sales and generated a gross loss of **$(38,416)** compared to a gross profit of **$76,568** in the prior year, mainly due to higher costs[123](index=123&type=chunk)[130](index=130&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and cash equivalents decreased by **$7.3 million** to **$51.5 million** as of September 30, 2024, primarily due to cash used in operations and a new long-term equity investment Key Balance Sheet Changes (QoQ) | Account | Sept 30, 2024 ($) | June 30, 2024 ($) | Change % | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | 51,477,572 | 58,772,587 | -12.4% | | Accounts Receivable, net | 22,322,256 | 16,493,068 | +35.3% | | Inventories | 35,368,718 | 37,826,456 | -6.5% | | Total Loans Payable | 11,684,180 | 9,322,500 | +25.3% | - Net cash used in investing activities increased significantly to **$8.5 million** from **$1.5 million** YoY, mainly due to a new long-term equity investment of **$8.5 million**[147](index=147&type=chunk) - Net cash from financing activities was **$2.0 million**, a reversal from **$1.4 million** used in the prior year, primarily due to new loan proceeds of **$5.7 million**[148](index=148&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=41&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks including foreign currency fluctuations, interest rate changes on loans, heightened credit risk from customers, inflation, and ongoing economic uncertainty from the pandemic - **Currency Risk:** Substantially all revenues and expenses are in RMB, creating exposure to fluctuations against the reporting currency, the U.S. dollar. A **3.6%** appreciation of the RMB against the USD occurred between July 1 and September 30, 2024[168](index=168&type=chunk)[169](index=169&type=chunk) - **Credit Risk:** The company has experienced higher credit risk since 2020 due to the COVID-19 pandemic's impact on its customers, many of whom are small and medium-sized enterprises in the PRC[172](index=172&type=chunk) - **Interest Rate Risk:** The company is exposed to interest rate risk on its short-term bank loans, which totaled **$5.5 million** as of September 30, 2024. These loans have fixed rates but are subject to change upon renewal[170](index=170&type=chunk) - **Pandemic Risk:** The COVID-19 outbreak continues to pose a risk by creating economic uncertainty that could adversely affect demand, supply chains, and overall financial condition[174](index=174&type=chunk)[175](index=175&type=chunk) [Item 4. Controls and Procedures](index=42&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of September 30, 2024, with no material changes to internal control over financial reporting - Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and found them to be effective as of the end of the reporting period, September 30, 2024[178](index=178&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that have materially affected, or are reasonably likely to materially affect, these controls[179](index=179&type=chunk) PART II OTHER INFORMATION [Item 1. Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) The company discloses a lawsuit filed May 28, 2024, against it and its former co-CEO, alleging misuse of funds for cryptocurrency mining site purchases, which the company intends to dismiss - A lawsuit was filed against the Company and its former co-CEO, Mr. Zhibiao Pan, on May 28, 2024[181](index=181&type=chunk) - The plaintiff alleges the Company used his funds from cryptocurrency wallets to purchase mining sites. The Company plans to respond to the lawsuit in December 2024 and intends to move for dismissal[181](index=181&type=chunk) [Item 6. Exhibits](index=43&type=section&id=Item%206.%20Exhibits) This section provides an index of exhibits filed with the 10-Q report, including CEO/CFO certifications and Inline XBRL data files - The report includes a list of exhibits, such as CEO/CFO certifications (Sections 302 and 906) and XBRL interactive data files[186](index=186&type=chunk)[190](index=190&type=chunk)

Financial Performance - For the fiscal year ended June 30, 2024, total net sales were $95,845,788, a decrease of $28,294,567 or 22.8% from $124,140,355 in the previous year[311]. - Jinong's net sales decreased by $7,292,813, or 18.1%, to $32,954,490, while Gufeng's net sales decreased by $21,838,876, or 29.5%, to $52,189,666[310]. - Gufeng's net sales for the fiscal year ended June 30, 2024, were $52,189,666, a decrease of 29.5% from $74,028,542 in the previous year, with a sales volume of 105,597 tons, down 26.6% from 143,882 tons[313]. - The company reported a net loss of $28,405,315 for the fiscal year ended June 30, 2024, compared to a net loss of $13,281,985 in the previous year, representing an increase of 113.9%[310]. - Net loss for the fiscal year ended June 30, 2024, was $(28,405,315), an increase of 113.9% from $(13,281,985) in the previous year, with net loss as a percentage of total net sales at approximately -29.6%[323]. Sales and Revenue - Jinong sold 33,474 metric tons of fertilizer products, an increase of 1,837 metric tons or 5.8% compared to 31,637 metric tons in the previous fiscal year[311]. - Gufeng sold 105,597 metric tons of fertilizer products, a decrease of 38,285 metric tons or 26.6% from 143,882 metric tons in the previous year[302]. - The revenue per ton for Jinong was $983, a decrease of $297 or 23.2% from $1,279 in the previous fiscal year[311]. - The revenue per ton for Gufeng was $491, a decrease of $25 or 4.8% from $516 in the previous year[302]. - Yuxing generated 9.8% of total revenues for the fiscal year ended June 30, 2024, compared to 7.8% in the previous year[300]. Costs and Expenses - Total cost of goods sold for the fiscal year ended June 30, 2024, was $76,123,808, a decrease of 25.5% from $102,222,062 in the previous year, primarily due to lower net sales[314]. - Total gross profit for the fiscal year ended June 30, 2024, decreased by $2,196,313 to $19,721,980, with a gross profit margin of 20.6% compared to 17.7% in the previous year[316]. - General and administrative expenses increased by 49.9% to $40,779,553, representing 42.5% of net sales for the fiscal year ended June 30, 2024, primarily due to higher bad debts expense[320]. Cash Flow and Liquidity - Cash and cash equivalents decreased by 17.4% to $58,772,587 as of June 30, 2024, down from $71,142,188 in the previous year[331]. - Net cash used in operating activities was $9,872,781 for the fiscal year ended June 30, 2024, an increase of 897.1% from $990,122 in the previous year[329]. - Net cash used in investing activities increased by 1191.0% to $6,102,903 for the fiscal year ended June 30, 2024, attributed to long-term equity investments[330]. - Net cash provided by financing activities decreased by 83.4% to $3,274,064 for the fiscal year ended June 30, 2024, compared to $19,771,581 in the previous year[333]. Accounts and Inventory Management - Accounts receivable increased to $16,493,068 as of June 30, 2024, up by $37,334 or 0.2% from the previous year, primarily due to Jinong's accounts receivable rising by 10.1% to $11,774,294[335]. - Allowance for doubtful accounts decreased by $31,966,790 or 58.4% to $22,741,696, with the allowance as a percentage of accounts receivable dropping from 76.9% to 58.0%[335]. - Inventories decreased by $8,628,675 or 18.6% to $37,826,456, largely due to Gufeng's inventory reduction of 48.3% to $11,225,115[339]. - Advances to suppliers fell by $2,222,681 or 15.5% to $12,110,034, reflecting fluctuations in raw material consumption and replenishment[341]. - Accounts payable decreased by $414,724 or 19.7% to $1,685,725, with Antaeus's accounts payable dropping by 72.0% to $184,429[342]. - Unearned revenue declined by $552,574 or 10.1% to $4,937,207, primarily due to Jinong's unearned revenue decreasing by 54.4% to $525,929[343]. Other Financial Metrics - The company had a total of 935 distributors covering 22 provinces in China as of June 30, 2024[304]. - Antaeus, the digital asset mining subsidiary, generated $1,285,181 in revenue, a significant increase of 511.0% from $210,342 in the previous year[310]. - Jinong's net loss decreased by 29.4% to $(2,983,399) for the fiscal year ended June 30, 2024, primarily due to lower product costs[326]. - The accumulated other comprehensive loss was $26.6 million as of June 30, 2024, due to foreign exchange fluctuations[354]. - Short-term debt increased from $5.3 million in 2023 to $7.5 million in 2024, with fixed interest rates on outstanding debt instruments[355]. - The company has not entered any hedging transactions to mitigate exposure to interest rate or foreign exchange risks[356].

[PART I – FINANCIAL INFORMATION](index=5&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements (unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents the unaudited condensed consolidated financial statements, including the balance sheets, statements of operations and comprehensive loss, and statements of cash flows, along with detailed notes explaining the company's organization, accounting policies, and specific financial line items [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheets (March 31, 2024 vs. June 30, 2023) | Item | March 31, 2024 | June 30, 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Current Assets | $137,069,016 | $151,227,159 | $(14,158,143) | -9.4% | | Total Non-Current Assets | $36,540,106 | $35,454,205 | $1,085,901 | 3.1% | | **Total Assets** | **$173,609,122** | **$186,681,364** | **$(13,072,242)** | **-7.0%** | | Total Current Liabilities | $61,854,526 | $60,376,467 | $1,478,059 | 2.4% | | Total Non-Current Liabilities | $- | $937,040 | $(937,040) | -100.0% | | **Total Liabilities** | **$61,854,526** | **$61,313,507** | **$541,019** | **0.9%** | | Total Shareholders' Equity | $111,754,596 | $125,367,857 | $(13,613,261) | -10.9% | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Condensed Consolidated Statements of Operations and Comprehensive Loss | Item | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $32,938,317 | $45,261,960 | $(12,323,643) | -27.2% | | Cost of Goods Sold | $26,597,407 | $37,886,004 | $(11,288,597) | -29.8% | | Gross Profit | $6,340,910 | $7,375,956 | $(1,035,046) | -14.0% | | Operating Expenses | $17,312,196 | $7,192,578 | $10,119,618 | 140.7% | | Loss (income) from operations | $(10,971,286) | $183,378 | $(11,154,664) | -6082.9% | | Net Loss (income) | $(10,901,284) | $189,605 | $(11,090,889) | -5849.5% | | Basic Net Loss (income) per share | $(0.79) | $0.02 | $(0.81) | -4050.0% | | Item | Nine Months Ended March 31, 2024 | Nine Months Ended March 31, 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $73,136,293 | $97,398,492 | $(24,262,199) | -24.9% | | Cost of Goods Sold | $58,817,042 | $80,323,310 | $(21,506,268) | -26.8% | | Gross Profit | $14,319,251 | $17,075,182 | $(2,755,931) | -16.1% | | Operating Expenses | $32,466,627 | $21,109,103 | $11,357,524 | 53.8% | | Loss from operations | $(18,147,376) | $(4,033,921) | $(14,113,455) | 349.9% | | Net Loss | $(18,055,480) | $(3,935,055) | $(14,120,425) | 358.8% | | Basic Net Loss per share | $(1.32) | $(0.30) | $(1.02) | 340.0% | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows (Nine Months Ended March 31, 2024 vs. 2023) | Cash Flow Activity | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net cash used in operating activities | $(7,316,276) | $(5,471,529) | $(1,844,747) | 33.7% | | Net cash (used in) provided by investing activities | $(4,101,010) | $591,595 | $(4,692,605) | -793.2% | | Net cash provided by financing activities | $1,330,251 | $19,903,006 | $(18,572,755) | -93.3% | | Net (decrease) increase in cash and cash equivalents | $(9,546,431) | $13,990,301 | $(23,536,732) | -168.2% | | Cash and cash equivalents, ending balance | $61,595,756 | $71,760,603 | $(10,164,847) | -14.2% | [Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) - The Company operates through subsidiaries in the PRC (Jinong, Gufeng, Tianjuyuan, Yuxing) focusing on fertilizer and agricultural products, and a U.S. subsidiary (Antaeus) for Bitcoin mining, with Yuxing being a Variable Interest Entity (VIE) controlled by Jinong[18](index=18&type=chunk)[19](index=19&type=chunk)[20](index=20&type=chunk)[24](index=24&type=chunk) - The Company's financial statements are prepared assuming it will continue as a going concern, despite incurring operating losses and negative operating cash flows, with management planning to raise additional funds through equity issuance or bank loans to meet working capital needs and fund growth[39](index=39&type=chunk) Inventories (March 31, 2024 vs. June 30, 2023) | Category | March 31, 2024 | June 30, 2023 | | :--- | :--- | :--- | | Raw materials | $5,939,882 | $11,617,989 | | Supplies and packing materials | $863,791 | $410,904 | | Work in progress | $173,796 | $172,248 | | Finished goods | $29,727,073 | $34,253,990 | | **Total Inventories** | **$36,704,542** | **$46,455,131** | * Inventory impairment loss for the nine months ended March 31, 2024, was **$4.0 million**, compared to **$1.7 million** in 2023[33](index=33&type=chunk)[41](index=41&type=chunk) Property, Plant and Equipment, Net (March 31, 2024 vs. June 30, 2023) | Category | March 31, 2024 | June 30, 2023 | | :--- | :--- | :--- | | Building and improvements | $37,538,033 | $37,065,465 | | Auto | $2,750,682 | $2,716,931 | | Machinery and equipment | $18,958,963 | $18,608,254 | | Others | $1,502,600 | $- | | Total PP&E | $60,750,278 | $58,390,650 | | Less: accumulated depreciation | $(44,087,143) | $(41,700,404) | | **Total PP&E, net** | **$16,663,135** | **$16,690,246** | * Total depreciation expense for the nine months ended March 31, 2024, was **$1,872,498**, a **14.2% increase** from **$1,639,134** in 2023[43](index=43&type=chunk) Intangible Assets, Net (March 31, 2024 vs. June 30, 2023) | Category | March 31, 2024 | June 30, 2023 | | :--- | :--- | :--- | | Land use rights, net | $7,791,501 | $7,862,624 | | Trademarks | $5,771,342 | $5,701,011 | | **Total Intangible Assets, net** | **$13,562,843** | **$13,563,635** | * The Company held **$34,757** in Bitcoin as digital assets as of March 31, 2024, with no impairments recorded[31](index=31&type=chunk)[45](index=45&type=chunk)[53](index=53&type=chunk) Amount Due to Related Parties (March 31, 2024 vs. June 30, 2023) | Related Party | March 31, 2024 | June 30, 2023 | | :--- | :--- | :--- | | Xi'an Techteam Science& Technology Industry (Group) Co. Ltd. (controlled by CEO) | $976,500 | $964,600 | | Mr. Zhuoyu Li (Chairman and CEO) | $2,336,693 | $2,261,693 | | Mr. Zhibiao Pan (Co-CEO) | $116,000 | $0 | | **Total Amount Due to Related Parties** | **$5,641,462** | **$5,439,209** | * These loans and advances are unsecured and non-interest-bearing[61](index=61&type=chunk) Loan Payables (March 31, 2024) | Payee | Interest Rate | March 31, 2024 | | :--- | :--- | :--- | | Beijing Bank - Pinggu Branch | 4.15% | $1,395,000 | | Huaxia Bank - HuaiRou Branch | 3.65% | $1,395,000 | | Pinggu New Village Bank | 5.00% | $976,500 | | Industrial Bank Co. Ltd (Loan 1) | 3.98% | $948,600 | | Industrial Bank Co. Ltd (Loan 2) | 3.70% | $2,790,000 | | **Total Short-term Loans** | | **$7,505,100** | * Long-term loans decreased from **$937,040** as of June 30, 2023, to **$0** as of March 31, 2024[11](index=11&type=chunk)[64](index=64&type=chunk) * Interest expense from loans for the nine months ended March 31, 2024, was **$216,828**, similar to **$216,391** in 2023[64](index=64&type=chunk) Taxes Payable (March 31, 2024 vs. June 30, 2023) | Category | March 31, 2024 | June 30, 2023 | | :--- | :--- | :--- | | VAT provision | $(571,042) | $(398,499) | | Income tax payable | $(2,158,708) | $(2,132,400) | | Other levies | $611,741 | $591,325 | | Repatriation tax | $29,010,535 | $29,010,535 | | **Total Taxes Payable** | **$26,892,526** | **$27,070,961** | * The effective tax rate was approximately **0.1%** for the nine months ended March 31, 2024, and **0%** for 2023[70](index=70&type=chunk)[74](index=74&type=chunk) - The Company's operations are organized into four segments: Jinong (fertilizer), Gufeng (fertilizer), Yuxing (agricultural products), and Antaeus (Bitcoin), with net income by segment being the primary measure of profitability[84](index=84&type=chunk)[147](index=147&type=chunk)[148](index=148&type=chunk) Segment Net (Loss) Income (Nine Months Ended March 31, 2024 vs. 2023) | Segment | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Jinong | $(3,509,256) | $(2,209,588) | $(1,299,668) | 58.8% | | Gufeng | $(10,586,404) | $113,257 | $(10,699,661) | -9447.2% | | Yuxing | $(913,113) | $621,448 | $(1,534,561) | -246.9% | | Antaeus | $(40,732) | $- | $(40,732) | - | | **Consolidated Net Loss** | **$(18,055,480)** | **$(3,935,055)** | **$(14,120,425)** | **358.8%** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance, including detailed analysis of net sales, cost of goods sold, gross profit, operating expenses, and net loss for both the three and nine months ended March 31, 2024, compared to the prior year, also discussing liquidity, capital resources, and critical accounting policies [Overview](index=25&type=section&id=Overview) - The company operates in fertilizer production (Jinong, Gufeng), agricultural products (Yuxing), and Bitcoin mining (Antaeus), with fertilizer businesses generating **88.6%** of total revenues for the nine months ended March 31, 2024, down from **91.9%** in 2023, and Antaeus's Bitcoin mining contributing **1.5%** of revenues in 2024[100](index=100&type=chunk)[101](index=101&type=chunk) [Fertilizer Products](index=25&type=section&id=Fertilizer%20Products) - The company offers **414** fertilizer products (**78** by Jinong, **336** by Gufeng), with sales volume decreasing by **27.1%** for the three months and **23.0%** for the nine months ended March 31, 2024, compared to the prior year[102](index=102&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk) Fertilizer Sales Volume (Metric Tons) | Segment | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change (Tons) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Jinong | 6,339 | 6,899 | (560) | -8.1% | | Gufeng | 45,506 | 64,218 | (18,713) | -29.1% | | **Total** | **51,845** | **71,117** | **(19,273)** | **-27.1%** | | Segment | Nine Months Ended March 31, 2024 | Nine Months Ended March 31, 2023 | Change (Tons) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Jinong | 21,087 | 23,684 | (2,597) | -11.0% | | Gufeng | 83,184 | 111,783 | (28,600) | -25.6% | | **Total** | **104,271** | **135,467** | **(31,196)** | **-23.0%** | - Sales of fertilizer products are concentrated in five Chinese provinces, accounting for **80.5%** of fertilizer revenue for the three months ended March 31, 2024: Hebei (**37.2%**), Heilongjiang (**13.9%**), Inner Mongolia (**13.1%**), Liaoning (**12.8%**), and Shaanxi (**3.5%**), with the company having **1,085** distributors across **22** provinces[111](index=111&type=chunk) [Agricultural Products](index=27&type=section&id=Agricultural%20Products) - Yuxing develops, produces, and sells high-quality flowers, green vegetables, and fruits, also using its greenhouse facilities for fertilizer product R&D, with **90.0%** of agricultural product revenue for the three months ended March 31, 2024, coming from Shaanxi (**78.2%**), Beijing (**8.2%**), and Shanghai (**3.6%**)[112](index=112&type=chunk) [Digital Assets Bitcoin](index=27&type=section&id=Digital%20Assets%20Bitcoin) - Antaeus Tech Inc., established in March 2023, began purchasing mining machines and mining Bitcoin in West Texas in April 2023[113](index=113&type=chunk) [Recent Developments](index=27&type=section&id=Recent%20Developments) - During the three months ended March 31, 2024, Jinong launched **four** new fertilizer products and eliminated **66** unqualified distributors, while Gufeng did not launch new products or add new distributors[114](index=114&type=chunk) [Results of Operations (Three Months Ended March 31, 2024 Compared to the Three Months Ended March 31, 2023)](index=28&type=section&id=Results%20of%20Operations%20(Three%20Months%20Ended%20March%2031%2C%202024%20Compared%20to%20the%20Three%20Months%20Ended%20March%2031%2C%202023)) Net Sales (Three Months Ended March 31, 2024 vs. 2023) | Segment | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Jinong | $7,534,076 | $9,606,177 | $(2,072,101) | -21.6% | | Gufeng | $22,544,062 | $33,457,644 | $(10,913,582) | -32.6% | | Yuxing | $2,467,916 | $2,198,139 | $269,777 | 12.3% | | Antaeus | $392,263 | $- | $392,263 | - | | **Total Net Sales** | **$32,938,317** | **$45,261,960** | **$(12,323,643)** | **-27.2%** | * Jinong's decrease was due to lower sales volume and product structure adjustment (discontinuing powdered products)[117](index=117&type=chunk) * Gufeng's decrease was due to lower sales volume[118](index=118&type=chunk) * Yuxing's increase was due to increased market demand[119](index=119&type=chunk) Gross Profit (Three Months Ended March 31, 2024 vs. 2023) | Segment | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Jinong | $3,023,276 | $2,754,689 | $268,587 | 9.8% | | Gufeng | $2,784,396 | $4,188,982 | $(1,404,586) | -33.5% | | Yuxing | $371,891 | $432,285 | $(60,394) | -14.0% | | Antaeus | $161,347 | $- | $161,347 | - | | **Total Gross Profit** | **$6,340,910** | **$7,375,956** | **$(1,035,046)** | **-14.0%** | * Consolidated gross profit margin increased from **16.3%** to **19.3%**[121](index=121&type=chunk) * Jinong's gross profit margin increased from **28.7%** to **40.1%** due to promoting higher-margin liquid fertilizer[122](index=122&type=chunk) * Yuxing's gross profit margin decreased from **19.7%** to **15.1%** due to increased product costs[123](index=123&type=chunk) Operating Expenses (Three Months Ended March 31, 2024 vs. 2023) | Expense Type | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Selling Expenses | $1,855,189 | $1,958,455 | $(103,266) | -5.3% | | General and Administrative Expenses | $15,457,007 | $5,234,123 | $10,222,884 | 195.3% | | **Total Operating Expenses** | **$17,312,196** | **$7,192,578** | **$10,119,618** | **140.7%** | * Selling expenses decreased due to reduced marketing activities[117](index=117&type=chunk) * General and administrative expenses increased significantly, mainly due to higher expenses for Gufeng (**517.3%** increase) and Jinong (**69.5%** increase), with Gufeng's rise attributed to bad debt expenses from product quality issues[125](index=125&type=chunk)[126](index=126&type=chunk)[127](index=127&type=chunk) - Net loss for the three months ended March 31, 2024, was **$(10,901,284)**, a significant increase in loss compared to a net income of **$189,605** in the prior year, primarily driven by lower net sales and substantially higher general and administrative expenses[130](index=130&type=chunk) [Results of Operations (Nine Months Ended March 31, 2024 Compared to the Nine Months Ended March 31, 2023)](index=32&type=section&id=Results%20of%20Operations%20(Nine%20Months%20Ended%20March%2031%2C%202024%20Compared%20to%20the%20Nine%20Months%20Ended%20March%2031%2C%202023)) Net Sales (Nine Months Ended March 31, 2024 vs. 2023) | Segment | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Jinong | $23,634,474 | $31,596,928 | $(7,962,454) | -25.2% | | Gufeng | $41,174,493 | $57,886,185 | $(16,711,692) | -28.9% | | Yuxing | $7,262,819 | $7,915,379 | $(652,560) | -8.2% | | Antaeus | $1,064,507 | $- | $1,064,507 | - | | **Total Net Sales** | **$73,136,293** | **$97,398,492** | **$(24,262,199)** | **-24.9%** | * Decreases in Jinong and Gufeng's net sales were primarily due to lower sales volumes and Jinong's product structure adjustment[132](index=132&type=chunk)[134](index=134&type=chunk)[135](index=135&type=chunk) Gross Profit (Nine Months Ended March 31, 2024 vs. 2023) | Segment | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Jinong | $7,534,777 | $8,833,148 | $(1,298,371) | -14.7% | | Gufeng | $5,221,216 | $6,885,034 | $(1,663,818) | -24.2% | | Yuxing | $1,247,026 | $1,357,000 | $(109,974) | -8.1% | | Antaeus | $316,232 | $- | $316,232 | - | | **Total Gross Profit** | **$14,319,251** | **$17,075,182** | **$(2,755,931)** | **-16.1%** | * Consolidated gross profit margin increased from **17.5%** to **19.6%**[138](index=138&type=chunk) * Jinong's gross profit margin increased from **28.0%** to **31.9%** due to promoting higher-margin liquid fertilizer[139](index=139&type=chunk) * Gufeng's gross profit margin increased from **11.9%** to **12.7%** due to lower product costs[140](index=140&type=chunk) Operating Expenses (Nine Months Ended March 31, 2024 vs. 2023) | Expense Type | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Selling Expenses | $5,505,203 | $6,054,463 | $(549,260) | -9.1% | | General and Administrative Expenses | $26,961,424 | $15,054,640 | $11,906,784 | 79.1% | | **Total Operating Expenses** | **$32,466,627** | **$21,109,103** | **$11,357,524** | **53.8%** | * General and administrative expenses increased significantly, particularly for Gufeng (**141.4%** increase due to bad debts from product quality issues) and Yuxing (**175.6%** increase due to inventory impairment from bad weather)[132](index=132&type=chunk)[141](index=141&type=chunk)[143](index=143&type=chunk) - Net loss for the nine months ended March 31, 2024, was **$(18,055,480)**, an increase in loss of **$14,120,425** or **358.8%**, compared to **$(3,935,055)** in the prior year, mainly due to lower net sales and higher general and administrative expenses[145](index=145&type=chunk) [Discussion of Segment Profitability Measures](index=36&type=section&id=Discussion%20of%20Segment%20Profitability%20Measures) - Jinong's net loss increased by **58.8%** to **$(3,509,256)** due to lower net sales and higher general and administrative expenses[148](index=148&type=chunk) - Gufeng's net income decreased by **9447.2%** to a loss of **$(10,586,404)** due to lower net sales and increased general and administrative expenses[149](index=149&type=chunk) - Yuxing's net income decreased by **246.9%** to a loss of **$(913,113)** due to lower net sales and higher general and administrative expenses[149](index=149&type=chunk) - Antaeus reported a net loss of **$(40,732)**[149](index=149&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) - Cash and cash equivalents decreased by **13.4%** to **$61,595,756** as of March 31, 2024, from **$71,142,188** as of June 30, 2023, with the company's principal sources of liquidity being cash from operations, bank borrowings, and securities offerings[150](index=150&type=chunk) Cash Flow Summary (Nine Months Ended March 31, 2024 vs. 2023) | Activity | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net cash used in operating activities | $(7,316,276) | $(5,471,529) | $(1,844,747) | 33.7% | | Net cash used in investing activities | $(4,101,010) | $591,595 | $(4,692,605) | -793.2% | | Net cash provided by financing activities | $1,330,251 | $19,903,006 | $(18,572,755) | -93.3% | * Increase in cash used in operating activities was mainly due to an increase in advances to suppliers[154](index=154&type=chunk) * Shift to cash used in investing activities was primarily due to a **$2,450,000** long-term investment in 2024[155](index=155&type=chunk) * Decrease in cash from financing activities was mainly due to loan repayments and no proceeds from common stock sales in 2024[156](index=156&type=chunk)[157](index=157&type=chunk) Key Balance Sheet Items (March 31, 2024 vs. June 30, 2023) | Item | March 31, 2024 | June 30, 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Accounts Receivable, net | $14,940,226 | $16,455,734 | $(1,515,508) | -9.2% | | Inventories | $36,704,542 | $46,455,131 | $(9,750,589) | -21.0% | | Advances to Suppliers | $21,360,797 | $14,332,715 | $7,028,082 | 49.0% | | Accounts Payable | $1,916,245 | $2,100,449 | $(184,204) | -8.8% | | Customer Deposits | $5,220,526 | $5,489,781 | $(269,255) | -4.9% | * Allowance for doubtful accounts was **78.3%** of accounts receivable as of March 31, 2024[159](index=159&type=chunk) * Inventory decrease was primarily due to Gufeng's inventory reduction of **$11.4 million**[161](index=161&type=chunk)[162](index=162&type=chunk)[163](index=163&type=chunk) [Critical Accounting Policies and Estimates](index=38&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - Key accounting policies include the use of estimates, revenue recognition (at shipment, net of VAT, no product returns), cash and cash equivalents (highly-liquid investments with maturities of three months or less), accounts receivable (reserves based on creditworthiness and historical bad debts), and segment reporting (management approach based on business units)[166](index=166&type=chunk)[168](index=168&type=chunk)[169](index=169&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section discusses the company's exposure to various market risks, including currency fluctuations (RMB vs. USD), interest rate risk on short-term loans, credit risk from accounts receivable, inflation risk, and the ongoing impact of epidemics like COVID-19 on operations and financial performance - The company is exposed to foreign currency risk due to substantially all revenues and expenses being denominated in RMB, while reporting in USD, where RMB depreciation against the USD would adversely affect reported net assets and income, with accumulated other comprehensive loss being **$25 million** as of March 31, 2024, and no hedging transactions in place[174](index=174&type=chunk)[175](index=175&type=chunk) - The company is exposed to interest rate risk primarily from short-term bank loans, which carry fixed rates but are subject to change upon renewal (terms typically three to twelve months), with no hedging transactions used[176](index=176&type=chunk)[177](index=177&type=chunk) - Credit risk has increased significantly since 2020 due to the COVID-19 pandemic, impacting customers (individuals and SMEs) and leading to higher bad debt expenses, with accounts receivables typically unsecured[178](index=178&type=chunk) - Inflationary factors in China may adversely affect operating results if selling prices do not keep pace with increased costs, and the COVID-19 pandemic has adversely affected operations, supply chains, demand, and credit losses, continuing to pose significant economic and demand uncertainty[180](index=180&type=chunk)[181](index=181&type=chunk)[182](index=182&type=chunk) [Item 4. Controls and Procedures](index=41&type=section&id=Item%204.%20Controls%20and%20Procedures) Management's evaluation of the effectiveness of disclosure controls and procedures concluded they were effective as of March 31, 2023, with no material changes in internal control over financial reporting identified during the quarter ended March 31, 2024 - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of March 31, 2023[183](index=183&type=chunk) - No changes in internal control over financial reporting materially affected, or are reasonably likely to materially affect, internal control over financial reporting during the quarter ended March 31, 2024[184](index=184&type=chunk) [PART II – OTHER INFORMATION](index=42&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=42&type=section&id=Item%201.%20Legal%20Proceedings) This section details an ongoing pro se lawsuit alleging Securities Exchange Act violations, which has been dismissed by lower courts but is currently under appeal to the Supreme Court, with the company believing the action is without merit - An individual's pro se lawsuit alleging Securities Exchange Act violations, filed in June 2020, was dismissed by the Southern District of New York federal court and affirmed by the U.S. Court of Appeals, Second Circuit, with the plaintiff filing an appeal to the Supreme Court of the United States on or about April 19, 2024, and the Company believing the action is without merit[186](index=186&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=42&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities occurred during the three months ended March 31, 2024, that were not previously disclosed in a Current Report on Form 8-K - There were no unregistered sales of the Company's equity securities during the three months ended March 31, 2024, that were not otherwise disclosed in a Current Report on Form 8-K[188](index=188&type=chunk) [Item 3. Defaults Upon Senior Securities](index=42&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There has been no default in the payment of principal, interest, sinking or purchase fund installment, or any other material default, with respect to any indebtedness of the Company - No default in the payment of principal, interest, or any other material default has occurred with respect to any indebtedness of the Company[189](index=189&type=chunk) [Item 4. Mine Safety Disclosures](index=42&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the Company [Item 5. Other Information](index=42&type=section&id=Item%205.%20Other%20Information) There is no other information required to be disclosed under this item which was not previously disclosed [Item 6. Exhibits](index=42&type=section&id=Item%206.%20Exhibits) This section lists all exhibits required by the item, including certifications from executive officers and XBRL documents, which are filed or furnished with the report - The exhibits include certifications from the Chief Executive Officer, Co-Chief Executive Officer, and Chief Financial Officer (pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002), a list of subsidiaries, and Inline XBRL Instance, Schema, Calculation, Definition, Label, and Presentation Linkbase Documents[190](index=190&type=chunk)[194](index=194&type=chunk) [Signatures](index=43&type=section&id=Signatures) The report is duly signed on May 16, 2024, by the company's Chief Executive Officer, Co-Chief Executive Officer, and Chief Financial Officer, affirming compliance with Securities Exchange Act requirements - The report was signed on May 16, 2024, by Zhuoyu Li (Chief Executive Officer), Zhibiao Pan (Co-Chief Executive Officer), and Yongcheng Yang (Chief Financial Officer)[192](index=192&type=chunk)[193](index=193&type=chunk)

Core Viewpoint - China Green Agriculture, Inc. is expanding into the cryptocurrency sector through the acquisition of Lonestar Dream Inc. for $49 million, marking a strategic shift in its business model [1][2][6]. Group 1: Acquisition Details - The acquisition of Lonestar Dream is structured as a stock purchase agreement with a total purchase price of $49 million, funded in three installments [2]. - The shares of Lonestar Dream have been transferred and registered under the name of China Green Agriculture [2]. Group 2: Lonestar Dream's Operations - Lonestar Dream, founded in September 2021, has secured a power lock-in contract for 600 Megawatts (MW) across two sites, with the first phase of 100 MW energized in August 2022 [3]. - The company plans to deliver an additional 500 MW by 2026 and has diversified into self-mining and hosting services, utilizing advanced mining technologies [3][4]. Group 3: Future Expansion Plans - Lonestar Dream aims to establish its first Energy Industrial Park by the end of 2024, focusing on energy infrastructure to support emerging technologies like artificial intelligence [4]. - The company is integrating renewable energy into its expansion plans, including ventures into battery energy storage and solar energy [5]. Group 4: Strategic Significance - The acquisition is viewed as a strategic milestone for China Green Agriculture, enabling it to leverage Lonestar Dream's expertise and infrastructure in the cryptocurrency and energy sectors [6]. - The management team of Lonestar Dream, along with its extensive product pipeline and customer base, are considered key assets for China Green Agriculture's growth in the cryptocurrency industry [6][7].

Revenue and Sales Performance - For the six months ended December 31, 2023, total fertilizer sales decreased to approximately 52,426 metric tons, down 18.5% from 64,350 metric tons in the same period of 2022[124]. - Jinong's revenue for the three months ended December 31, 2023, was $6,811,640, a decrease of 30.8% compared to $9,842,749 in the same period of 2022[131]. - Gufeng's revenue for the three months ended December 31, 2023, was $8,209,157, down 30.7% from $11,849,719 in the same period of 2022[131]. - Total net sales for the three months ended December 31, 2023 were $17,800,114, a decrease of $6,739,093 or 27.5% from $24,539,207 for the same period in 2022[133]. - Jinong's net sales decreased by $3,031,109 or 30.8% to $6,811,640, with a sales volume of approximately 6,694 metric tons, down 9.5% from 7,400 metric tons in the previous year[133]. - Gufeng's net sales were $8,209,157, a decrease of $3,640,562 or 30.7%, with sales volume dropping to approximately 16,869 metric tons, down 27.9% from 23,394 metric tons[134]. - Total net sales for the six months ended December 31, 2023 were $40,197,976, a decrease of $11,938,556 or 22.9% from $52,136,532 for the same period in 2022[150]. - Jinong's net sales decreased by $5,890,353 or 26.8% to $16,100,398, with a sales volume of 14,748 tons compared to 16,785 tons in the previous year[150]. - Gufeng's net sales were $18,630,431, a decrease of $5,798,110 or 23.7%, with a sales volume of 37,678 tons compared to 47,565 tons in the previous year[151]. Profitability and Loss - The gross profit for the three months ended December 31, 2023, was $3,328,487, a decrease of 26.3% from $4,514,417 in the same period of 2022[131]. - The net loss for the three months ended December 31, 2023, was $5,370,003, an increase of 49.3% compared to a net loss of $3,596,545 in the same period of 2022[131]. - Total gross profit for the six months ended December 31, 2023 decreased by $1,720,885 or 17.7% to $7,978,341, with a gross profit margin of 19.8%[153]. - Net loss for the six months ended December 31, 2023 was $(7,154,196), an increase of loss by $3,029,536 or 73.4% compared to $(4,124,660) in the previous year[161]. - Comprehensive loss for the three months ended December 31, 2023 was $(3,285,173), a decrease of $5,672,756 or 63.3% from $(8,957,929) in the same period of 2022[148]. Expenses - Selling expenses were $1,770,860, or 9.9% of net sales, an increase from $1,658,654 or 6.8% of net sales in the previous year[140]. - General and administrative expenses were $6,947,810, or 39% of net sales, an increase of $412,409 or 6.3% from $6,535,402 or 26.6% of net sales in the same period of 2022[141]. - General and administrative expenses increased to $11,504,417 or 28.6% of net sales, up from $9,820,517 or 18.8% in the previous year[156]. - Jinong's general and administrative expenses decreased by $1,286,878 or 45.6% to $1,533,184 compared to $2,820,062 in the previous year[158]. Cash Flow and Financial Position - Cash and cash equivalents as of December 31, 2023 were $70,402,736, a decrease of $739,452 or 1.0% from $71,142,188 as of June 30, 2023[166]. - Net cash used in operating activities was $(2,066,674), a decrease of $737,173 or 26.3% from $(2,803,847) in the previous year[171]. - Net cash used in investing activities for the six months ended December 31, 2023 was $(1,607,163), a decrease of $2,196,885 compared to cash provided by investing activities of $589,722 for the same period in 2022[172]. - Net cash used in financing activities for the six months ended December 31, 2023 was $1,382,404, a decrease of 93.0% compared to $19,872,445 net cash provided by financing activities for the same period in 2022[173]. Accounts and Inventory Management - Accounts receivable increased by $4,533,103, or 27.5%, reaching $20,988,837 as of December 31, 2023, compared to $16,455,734 as of June 30, 2023[175]. - Allowance for doubtful accounts decreased by $4,601,409, or 8.4%, to $50,107,077 as of December 31, 2023, with the allowance as a percentage of accounts receivable at 70.5%[175]. - Inventories decreased by $6,900,644, or 14.9%, to $39,554,487 as of December 31, 2023, primarily due to a decrease in Gufeng's inventory[177]. - Advances to suppliers increased by $2,633,644, or 18.4%, to $16,966,359 as of December 31, 2023, compared to $14,332,715 as of June 30, 2023[178]. - Accounts payable decreased by $516,794, or 24.6%, to $1,583,655 as of December 31, 2023, compared to $2,100,449 as of June 30, 2023[179]. - Customer deposits decreased by $82,301, or 1.5%, to $5,407,480 as of December 31, 2023, with Jinong's unearned revenue increasing by $91,085, or 7.9%[179]. Other Financial Information - The company launched one new fertilizer product during the three months ended December 31, 2023, while eliminating 72 unqualified distributors[129]. - The company incurred no income tax expenses for Jinong and Gufeng for the three months ended December 31, 2023[146]. - As of December 31, 2023, total short-term loans payable was $7,653,040, an increase from $5,346,640 as of June 30, 2023[174]. - The accumulated other comprehensive loss was $23 million as of December 31, 2023, reflecting exposure to foreign exchange risk due to fluctuations in the RMB against the U.S. dollar[191].

Sales Performance - For the three months ended September 30, 2023, total net sales were $22,397,862, a decrease of $5,199,463 or 18.8% from $27,597,325 for the same period in 2022[135]. - Jinong's net sales decreased by $2,859,244 or 23.5% to $9,288,758, with sales volume dropping to approximately 8,036 metric tons, a decrease of 1,349 tons or 14.4% compared to the previous year[135]. - Gufeng's net sales were $10,421,274, a decrease of $2,157,548 or 17.2%, with sales volume at approximately 20,809 metric tons, down 3,362 tons or 13.9% from the prior year[136]. - Yuxing's net sales were $2,342,716, a decrease of $527,785 or 18.4%, attributed to reduced market demand[136]. Revenue Composition - The fertilizer business generated approximately 88.0% and 89.6% of total revenues for the three months ended September 30, 2023 and 2022, respectively[122]. - Approximately 61.9% of fertilizer revenue for the three months ended September 30, 2023, came from five provinces in China, with Hebei contributing 26.2%[128]. Product Development - As of September 30, 2023, the company had developed a total of 409 different fertilizer products, with 73 produced by Jinong and 336 by Gufeng[123]. - The company launched 3 new fertilizer products during the three months ended September 30, 2023, while eliminating 105 unqualified distributors[131]. Cost and Profitability - The total cost of goods sold for the three months ended September 30, 2023, was $17,748,008, a decrease of $4,664,508 or 20.8% from the previous year[134]. - Total gross profit for Q3 2023 decreased by $534,955, or 10.3%, to $4,649,854, compared to $5,184,809 in Q3 2022, with a gross profit margin of 20.8%[140]. - Jinong's gross profit decreased by $705,688, or 20.8%, to $2,682,144 in Q3 2023, with a gross profit margin of approximately 28.9%[140]. - Gufeng's gross profit increased by $102,008, or 7.7%, to $1,425,953 in Q3 2023, with a gross profit margin of approximately 13.7%[141]. Expenses and Losses - General and administrative expenses for Q3 2023 were $4,556,606, an increase of $1,271,491, or 38.7%, from $3,285,115 in Q3 2022[144]. - The net loss for the three months ended September 30, 2023, was $1,784,193, compared to a net loss of $528,114 for the same period in 2022, representing an increase of 237.8%[134]. - Net loss for Q3 2023 was $(1,784,193), an increase in loss of $1,256,078, or 237.8%, compared to $(528,114) in Q3 2022[146]. Cash Flow and Financial Position - Cash and cash equivalents as of September 30, 2023, were $67,285,823, a decrease of $3,856,365, or 5.4%, from $71,142,188 as of June 30, 2023[150]. - Net cash used in operating activities was $626,510 for Q3 2023, a decrease of $2,369,000, or 79.1%, from $2,995,510 in Q3 2022[153]. - Accounts receivable increased by $3,452,398, or 21.0%, to $19,908,132 as of September 30, 2023, compared to $16,455,734 as of June 30, 2023[156]. - The allowance for doubtful accounts decreased by $3,794,917, or 6.9%, to $50,913,569 as of September 30, 2023[156]. - As of September 30, 2023, total short-term loans payable decreased to $3,756,540 from $5,346,640 as of June 30, 2023, a reduction of 29.6%[158]. - Inventories decreased by $3,859,578, or 8.3%, to $42,595,553 as of September 30, 2023, primarily due to a significant reduction in Gufeng's inventory, which fell by 18.3%[159]. - Advances to suppliers increased by $352,370, or 2.5%, to $14,685,085 as of September 30, 2023, indicating a potential increase in production activity[160]. - Accounts payable decreased by $120,955, or 5.8%, to $1,979,494 as of September 30, 2023, reflecting improved cash flow management[161]. - Customer deposits (unearned revenue) increased by $179,290, or 3.3%, to $5,669,071 as of September 30, 2023, driven by seasonal fluctuations in demand[161]. Other Financial Metrics - The company reported an accumulated other comprehensive loss of $28 million as of September 30, 2023, due to foreign exchange fluctuations[174]. - Short-term debt outstanding decreased from $5.3 million to $3.8 million between June 30, 2023, and September 30, 2023, indicating a reduction in leverage[175]. - The company has not entered any hedging transactions to mitigate foreign exchange or interest rate risks, exposing it to potential volatility[174][176]. - The impact of COVID-19 has led to increased credit risk, with higher overdue accounts receivable compared to pre-pandemic levels[177]. - Inflationary pressures have adversely affected operating results, with increased costs impacting gross margins and administrative expenses[178].