Financial Performance - Revenue for the three months ended September 30, 2025, was $7,905,065, representing a 84.5% increase from $4,291,966 in the same period of 2024[16] - Gross profit for the nine months ended September 30, 2025, was $12,563,704, up 262.5% from $3,467,319 in the prior year[16] - Net income for the three months ended September 30, 2025, was $3,344,966, compared to $1,567,037 for the same period in 2024, marking a 113.0% increase[16] - Operating income for the nine months ended September 30, 2025, was $9,257,712, compared to $2,672,469 in the same period of 2024, reflecting a 246.5% increase[16] - For the nine months ended September 30, 2025, net income increased to $7,040,691 compared to $1,924,250 for the same period in 2024, representing a growth of approximately 266%[24] - For the three months ended September 30, 2025, total revenue was $7,905,065, a significant increase from $4,291,966 for the same period in 2024, representing an 84.5% year-over-year growth[113] - For the nine months ended September 30, 2025, total revenue reached $19,884,127, up from $5,254,161 in the same period of 2024, representing a 278.5% increase[114] - The company reported a net income of $7,040,691 for the nine months ended September 30, 2025, compared to $1,924,250 for the same period in 2024, indicating a year-over-year increase of 265.5%[114] Assets and Liabilities - Total current assets increased to $46,180,067 as of September 30, 2025, from $44,017,708 as of December 31, 2024[15] - Total liabilities decreased to $38,485,803 as of September 30, 2025, from $39,942,149 as of December 31, 2024[15] - Retained earnings rose significantly to $11,036,694 as of September 30, 2025, compared to $3,996,003 at the end of 2024[18] - Cash and cash equivalents decreased to $37,207,274 as of September 30, 2025, from $41,432,852 as of December 31, 2024[15] - Cash and cash equivalents as of September 30, 2025 totaled $37.2 million, with a net working capital surplus of $8.0 million[133] Shareholder Information - The company reported a basic and diluted earnings per share of $0.07 for the three months ended September 30, 2025, up from $0.04 in the same period of 2024[16] - As of September 30, 2025, the Company had outstanding warrants totaling 6,900,000 public warrants and 9,357,000 private warrants[66] - The Business Combination resulted in the issuance of 52,235,000 shares of common stock as of September 30, 2025, following the cancellation of Legacy CFI shares and the redemption of Iron Horse shares[78] - The company issued 1,000,000 shares of restricted common stock valued at $4,090,000 for management advisory services, to be amortized over a six-month term starting October 1, 2025[95] - As of September 30, 2025, the company has 52,235,000 shares of common stock issued and outstanding, an increase from 47,689,349 shares as of December 31, 2024, representing an increase of approximately 9.5%[93] Cash Flow and Investments - Cash flows from operating activities showed a net cash used of $5,707,674 for the nine months ended September 30, 2025, compared to a net cash provided of $21,852,126 in 2024[24] - The company has made significant investments in research and development, with costs amounting to $96,188 for the nine months ended September 30, 2025, compared to none in the prior year[16] - The Company invested substantially all assets held in the Trust Account in U.S. Treasury Bills, amounting to $2,414,229 as of September 30, 2025[37] - The company has marketable securities held in a trust account valued at $2,414,229 as of September 30, 2025[101] Operational Highlights - The company is focused on distributing natural, grain-based health foods, catering to the rising demand for high-quality nutritional options[25] - The company operates in two segments: wholesale distribution and live-stream sales, with performance assessed based on operating income[112] - The wholesale distribution segment generated $7,791,395 in revenue, while live-stream sales contributed $113,670, indicating that wholesale distribution accounted for approximately 98.6% of total revenue[113] - Key products include Cordyceps Peptide Selenium powder and Baofei Granule Extract plant-based drink, catering to the rising demand for health foods[121] Tax and Regulatory Matters - The effective tax rate for the three months ended September 30, 2025, was 29.1%, compared to 32.1% for the same period in 2024[111] - The PRC withholding tax rate on dividends payable by PRC companies to non-PRC-resident enterprises is 10%, which may be reduced to 5% under certain conditions[149] - If classified as a PRC resident enterprise, the company would face a uniform 25% enterprise income tax rate on worldwide income, significantly reducing net income[150] - PRC subsidiaries can only pay dividends from accumulated profits, and must set aside at least 10% of after-tax profits for statutory reserves until they reach 50% of registered capital[154] - The company has received a legal opinion confirming compliance with the China Securities Regulatory Commission (CSRC) regarding its U.S. listing[116] Business Combination and Corporate Actions - The company completed a business combination on September 29, 2025, changing its name to CN Healthy Food Tech Group Corp and began trading under the ticker symbol UCFI[27] - Transaction costs related to the Business Combination totaled approximately $5,907,000, with $4,376,000 of these costs still outstanding as of September 30, 2025[79] - The company completed an initial public offering on December 29, 2023, with 6,900,000 public warrants outstanding, each exercisable at $11.50 per share[96][97] Risks and Challenges - The company's securities have been suspended from trading on Nasdaq since October 1, 2025, which could materially affect the value or liquidity of its securities[188] - If the trading halt continues or if the securities are delisted, it may lead to significant adverse consequences for investors, including reduced liquidity and increased regulatory scrutiny[189]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41898 IRON HORSE ACQUISITIONS CORP. (Exact name of registrant as specified in its charter) | Delaware | 87-4105289 | | --- | --- | | (State or other jurisdiction of | (I.R.S. E ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41898 IRON HORSE ACQUISITIONS CORP. (Exact name of registrant as specified in its charter) | Delaware | 87-4105289 | | --- | --- | ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ______________ Iron Horse Acquisitions Corp. (Exact name of registrant as specified in its charter) Delaware 001-41898 87-4105289 (State or other jurisdiction of i ...

Part I. Financial Information [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The blank check company reported net income for Q3 and the first nine months of 2024, primarily from Trust Account interest, with **$71.8 million** in total assets, a signed business combination agreement, and ongoing going concern uncertainties [Balance Sheet Analysis](index=4&type=section&id=Balance%20Sheet%20Analysis) Key Balance Sheet Items (Unaudited) | Financial Metric | Sep 30, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Cash | $3,084 | $656,977 | | Marketable securities held in Trust Account | $71,697,384 | $69,000,000 | | **Total Assets** | **$71,768,683** | **$69,690,134** | | Total Current Liabilities | $1,519,314 | $861,640 | | **Total Liabilities** | **$4,037,814** | **$3,380,140** | | Common stock subject to possible redemption | $70,970,693 | $69,000,000 | | **Total Stockholders' Deficit** | **($3,239,824)** | **($2,690,006)** | - The increase in assets is primarily due to interest earned on marketable securities held in the Trust Account. The company has a working capital deficit of **$1,448,015** as of September 30, 2024[8](index=8&type=chunk)[33](index=33&type=chunk) [Statement of Operations Analysis](index=4&type=section&id=Statement%20of%20Operations%20Analysis) Results of Operations (Unaudited) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | :--- | :--- | | Interest earned on Trust Account | $915,956 | $0 | $2,705,637 | $0 | | Formation and operational costs | ($290,801) | ($137,134) | ($1,009,065) | ($301,986) | | Provision for income taxes | ($187,760) | $0 | ($576,917) | $0 | | **Net Income (Loss)** | **$465,533** | **($137,134)** | **$1,420,875** | **($301,986)** | - For the nine months ended September 30, 2024, the company also recognized a gain on lawsuit settlements of **$295,000** and a gain from the change in fair value of the over-allotment option liability of **$11,135**[12](index=12&type=chunk) [Business Combination Agreement](index=13&type=section&id=Business%20Combination%20Agreement) - On September 27, 2024, the Company entered into a business combination agreement to acquire 100% of Zhong Guo Liang Tou Group Limited (the "Target") from its owner, Rosey Sea Holdings Limited[38](index=38&type=chunk) - The Target will become a wholly owned subsidiary of the Company. The consideration will be between **40,988,000** and **47,888,000 shares** of the Company's common stock, depending on the number of shares redeemed by public stockholders[39](index=39&type=chunk)[124](index=124&type=chunk) - The transaction is subject to customary closing conditions, including stockholder approval, regulatory approvals, and the effectiveness of an SEC registration statement[43](index=43&type=chunk) - The agreement can be terminated by either party if the closing has not occurred on or before September 1, 2025[46](index=46&type=chunk) [Going Concern and Liquidity](index=11&type=section&id=Going%20Concern%20and%20Liquidity) - Management has determined that there is substantial doubt about the Company's ability to continue as a going concern due to its current lack of liquidity and the requirement to consummate a Business Combination by **December 29, 2024** (or **June 29, 2025**, if extended)[33](index=33&type=chunk) - As of September 30, 2024, the Company had only **$3,084** in cash outside of the Trust Account and a working capital deficit of **$1,448,015**[33](index=33&type=chunk) [Management's Discussion and Analysis (MD&A)](index=30&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes 2024 net income to Trust Account interest, with a primary focus on completing the business combination, while reiterating going concern risks due to limited liquidity and impending merger deadlines MD&A Summary of Financial Results (Unaudited) | Period | Net Income / (Loss) | Key Drivers | | :--- | :--- | :--- | | **Q3 2024** | $465,533 | $915,956 interest income offset by $290,801 in operating costs and taxes | | **Nine Months 2024** | $1,420,875 | $2.7M interest income and $295k lawsuit gain, offset by $1.0M in operating costs and taxes | | **Q3 2023** | ($137,134) | Formation and operating costs | | **Nine Months 2023** | ($301,986) | Formation and operating costs | - The company had **$71,697,384** held in the Trust Account as of September 30, 2024, which is intended to be used for the business combination[133](index=133&type=chunk) - A deferred underwriting fee of **$2,518,500** is payable from the Trust Account upon the closing of an initial business combination[141](index=141&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=33&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) As a smaller reporting company, the company is not required to provide disclosures regarding market risk - Disclosure regarding market risk is not required for smaller reporting companies[143](index=143&type=chunk) [Controls and Procedures](index=33&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of September 30, 2024, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation as of September 30, 2024, the principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were not effective[144](index=144&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[145](index=145&type=chunk) Part II. Other Information [Summary of Other Information](index=34&type=section&id=Summary%20of%20Other%20Information) The company reported no legal proceedings or defaults, no material changes to risk factors, and filed the Business Combination Agreement as a primary exhibit - The company reports no legal proceedings[147](index=147&type=chunk) - There have been no material changes to the risk factors disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2023[148](index=148&type=chunk) - The Business Combination Agreement with Rosey Sea Holdings Limited was filed as an exhibit to a Form 8-K and is incorporated by reference[152](index=152&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41898 IRON HORSE ACQUISITIONS CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |---------------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-275076 IRON HORSE ACQUISITIONS CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |-------------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ______________ Iron Horse Acquisitions Corp. (Exact name of registrant as specified in its charter) | --- | --- | --- | |---------------------------------------|-- ...