周三美股盘后，全球存储芯片巨头美光科技交出超预期财报，盘后股价飙升7%。在AI数据中心需求爆 发与存储芯片供应持续趋紧的背景下，公司2026财年Q1（截至11月27日）营收达136.4亿美元，同比增 长57%，远超分析师预期的129.5亿美元；经调整净利润54.82亿美元，同比大增58%；调整后每股收益 4.78美元，亦大幅领先预期的3.95美元。 | | 225.708 -6.802 -2.93% | | | 立即 ** MI 父勿 | | --- | --- | --- | --- | --- | | | NASDAQ USD 16:00:02 延时15分钟 | | | 1 0 + | | | 盘后价 242.850 涨幅幅 7.60% | | 总量 | 4182.42万 换手 2.67% | | 涨跌幅 | 17.142 盘后量 756.27万 | | 现手 | 100 量比 1.28 | | 卖五 | | | 外留 | 1238.59万 内盘 1758.89万 | | 卖四 | | | 总额 | 70.10亿 振幅 6.76% | | 卖三 | | | 均价 | 230.401 开盘 236.555 ...

December 17, 2025 – TheNewswire - Vancouver, B.C., Canada – Golden Cariboo Resources Ltd. (the “Company”) (CSE:GCC) (OTC:GCCFF) (WKN:A402CQ) (FSE:3TZ) announces it has intersected 0.56 g/t gold over 99.84m (327.56 ft) in QGQ25-23 from 182.20m. Additionally, drill holes QGQ24-21 and QGQ25-23 to -24 each intersected intermittent anomalous gold mineralization but were terminated early due to mechanical issues while drilling. Intercepts are summarized in Table 1 with drill hole specifications in Table 2. All o ...

I have been looking at increasing my exposure to Canadian (residential) real estate, and in a recent article I discussed Boardwalk REIT . I have also been interested in Minto Apartment REIT ( MI.UN:CA ), as the REIT’s share priceThe Investment Doctor is a financial writer, highlighting European small-caps with a 5-7 year investment horizon. He strongly believes a portfolio should consist of a mixture of dividend and growth stocks. He is the leader of the investment group European Small Cap Ideas which offer ...

PresentationPeter GrabeHead of Investor Relations It's 3:00. Good afternoon, everyone, and welcome to this call ahead of our silent period that starts on January 8. This is Peter Grabe, Head of Investor Relations speaking. And with me today, I have the Investor Relations team consisting of Lars Kenneth Dahlqvist, Andreas Skogelid and Per Aronsson. We would like to remind you that this call will be recorded. And this call is intended for sell-side analysts and will not include any communication of new infor ...

Company Overview - NFT Limited, formerly known as Takung Art Co Ltd., operates an online electronic platform for offering and trading digital artwork, allowing artists, art dealers, and owners to access a larger art trading market [3] - The company generates revenue through services related to the offering and trading of artwork, primarily consisting of listing fees, trading commissions, and management fees [3] Financial Reporting - On April 30, 2025, the company filed its annual report on Form 20-F for the year ended December 31, 2024, with the U.S. Securities and Exchange Commission [1] - The Form 20-F is available on the company's website, and shareholders can request a hard copy of the complete audited financial statements free of charge [2]

Group 1 - The Conservative Income Portfolio targets high-value stocks with significant margins of safety and aims to reduce volatility through well-priced options [1][3] - The Enhanced Equity Income Solutions Portfolio is designed to generate yields of 7-9% while minimizing volatility [1] - Trapping Value offers Covered Calls and Preferred Stock Trader focuses on Fixed Income, emphasizing capital preservation and high income potential [2][3] Group 2 - Trapping Value consists of a team of analysts with over 40 years of combined experience in generating options income and capital preservation [3] - The investing group features two income-generating portfolios and a bond ladder, catering to different investment strategies [3]

Professional Background - Eric works at RBC Insurance on their investment team and holds a Master's degree in Financial Economics from the University of Western Ontario [1] - Eric has completed all three levels of the CFA program and is accumulating the work experience required to obtain the CFA charter [1] - His professional interests include real assets, financials, and insurance [1] Analyst's Position - The analyst holds a beneficial long position in the shares of MI UN CA through stock ownership, options, or other derivatives [2] - The article expresses the analyst's own opinions and is not influenced by compensation or business relationships with the mentioned companies [2]

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section details the company's financial performance and position, management's analysis, market risk, and internal controls [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The financial statements reflect a significant strategic shift and a turnaround to net profit, primarily driven by the disposal of legacy art trading subsidiaries [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet reflects an increase in total assets and shareholders' equity, alongside a significant reduction in liabilities, primarily due to discontinued operations Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Total Assets** | **$69,099,466** | **$67,751,063** | | Cash and cash equivalents | $63,642,594 | $63,655,877 | | Assets – discontinued operations | $0 | $1,383,879 | | **Total Liabilities** | **$9,935,569** | **$15,344,281** | | Liabilities - discontinued operations | $0 | $8,700,835 | | **Total Shareholders' Equity** | **$59,163,897** | **$52,406,782** | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) The statements show a significant turnaround from a net loss to a net profit, primarily driven by a substantial gain from the disposal of subsidiaries and increased revenue from continuing operations Six Months Ended June 30, Performance Summary (Unaudited) | Metric | 2023 | 2022 | | :--- | :--- | :--- | | Revenue - Continuing Operations | $1,274,518 | $694,175 | | Net Loss - Continuing Operations | $(80,890) | $(7,326,278) | | Net Profit/(Loss) - Discontinued Operations | $6,847,863 | $(622,831) | | Gain on disposal of subsidiaries | $6,869,809 | $0 | | **Total Net Profit/(Loss)** | **$6,766,973** | **$(7,949,109)** | | Basic EPS (Continuing) | $(0.002) | $(0.391) | | Basic EPS (Discontinued) | $0.196 | $(0.033) | [Condensed Consolidated Statements of Changes in Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Equity) Shareholders' equity increased significantly, primarily driven by the period's net profit, which included a substantial gain from the disposal of subsidiaries - The increase in total equity to **$59,163,897** was mainly due to a net profit of **$6,766,973**, which was significantly impacted by a **$6,869,809** gain from the disposal of subsidiaries, offsetting operational losses[15](index=15&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities reversed to a net use, while financing activities provided cash, resulting in a strong ending cash and restricted cash balance Six Months Ended June 30, Cash Flow Summary (Unaudited) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $(926,378) | $5,360,203 | | Net Cash from Investing Activities | $61,376 | $(1,656) | | Net Cash from Financing Activities | $500,000 | $30,300,007 | | **Ending Cash, Cash Equivalents & Restricted Cash** | **$67,202,504** | **$37,306,462** | [Notes to the Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the strategic shift through subsidiary disposal, a significant investment impairment, and key financial and management changes post-quarter end - On May 23, 2023, stockholders approved the sale of subsidiaries Hong Kong Takung and Hong Kong MQ for **$1.5 million**, shifting the company's focus to its NFT business. The disposal resulted in a gain of **$6,869,809**[22](index=22&type=chunk)[108](index=108&type=chunk)[110](index=110&type=chunk) - The company's investment in Cultural Objects Provenance Holdings Limited, with an initial value of **$10,630,120**, was fully impaired as of June 30, 2023[31](index=31&type=chunk)[85](index=85&type=chunk) - The company has outstanding short-term borrowings of **$2,050,000** from a third party, Guohui Li, with a weighted average interest rate of **0%**[91](index=91&type=chunk)[92](index=92&type=chunk) - Subsequent to the quarter end, on July 10, 2023, CFO Jianguang Qian resigned and was replaced by Yaobin Wang[114](index=114&type=chunk)[115](index=115&type=chunk) [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 strategic pivot to the NFT market, highlighting significant revenue growth, a major profitability turnaround, and a strong liquidity position - The company has shifted its business model to focus on the NFT market, operating an online platform for artists and investors at https://www.nftoeo.com/, which was launched in May 2022[120](index=120&type=chunk) - The new strategic direction is to create a digital ecological platform for various assets including games, art, and collectibles, with revenue streams from consulting, transaction services, and advertising[127](index=127&type=chunk) [Results of Operations](index=33&type=section&id=Results%20of%20Operations) Revenue from continuing operations significantly increased, leading to a net profit turnaround primarily driven by the gain on subsidiary disposal and the absence of prior-year impairment losses Comparison of Six Months Ended June 30 (2023 vs 2022) | Metric | 2023 | 2022 | | :--- | :--- | :--- | | Revenue (Continuing Operations) | $1,274,518 | $694,175 | | Gross Profit (Continuing Operations) | $973,258 | $543,245 | | G&A Expenses (Continuing Operations) | $1,386,055 | $7,811,719 | | Gain on disposal of subsidiaries | $6,869,809 | $0 | | **Net Profit/(Loss)** | **$6,766,973** | **$(7,949,109)** | - The significant decrease in General & Administrative expenses for continuing operations was mainly because the 2022 period included a **$6,265,686** impairment loss, which did not recur in 2023[168](index=168&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with substantial cash and working capital, which management deems adequate to fund future operations and growth Liquidity Position as of June 30, 2023 | Metric | Amount | | :--- | :--- | | Cash, restricted cash and cash equivalents | $67,202,504 | | Working capital | $59,163,897 | | Total current liabilities | $9,935,569 | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is marked as not applicable, indicating the company has no material market risk disclosures to report for the period - The company has indicated that this item is not applicable[182](index=182&type=chunk)[183](index=183&type=chunk) [Item 4. Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) Company management, including the CEO and CFO, evaluated the effectiveness of disclosure controls and procedures and concluded they were effective as of June 30, 2023. No material changes to internal controls over financial reporting were identified during the quarter - Management concluded that the Company's disclosure controls and procedures were effective as of June 30, 2023[182](index=182&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, the company's internal controls[183](index=183&type=chunk) [PART II. OTHER INFORMATION](index=44&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section provides updates on legal proceedings, risk factors, and other miscellaneous information not covered in the financial statements [Item 1. Legal Proceedings](index=44&type=section&id=Item%201.%20Legal%20Proceedings) The company reports an ongoing issue where its PRC subsidiary, Tianjin Takung, had its trading platform suspended by local authorities in November 2021 for an investigation. The company is cooperating, but there have been no new developments as of the filing date - The artwork unit trading platform of the PRC subsidiary, Tianjin Takung, was suspended by local authorities on or around November 8, 2021, to facilitate an investigation. There has been no development regarding this investigation as of the report date[184](index=184&type=chunk) [Item 1A. Risk Factors](index=44&type=section&id=Item%201A.%20Risk%20Factors) The company states that there have been no material changes to the risk factors previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2022 - There have been no material changes to the risk factors disclosed in the company's annual report on Form 10-K filed on April 17, 2023[185](index=185&type=chunk) [Other Part II Items](index=44&type=section&id=Other%20Part%20II%20Items) The company reports no unregistered sales of equity securities (Item 2) and no defaults upon senior securities (Item 3). Mine safety disclosures (Item 4) are not applicable. No other information was reported under Item 5. Item 6 lists the exhibits filed with the report - The company reported no information for Item 2 (Unregistered Sales of Equity Securities), Item 3 (Defaults Upon Senior Securities), Item 4 (Mine Safety Disclosures), and Item 5 (Other Information)[185](index=185&type=chunk)

PART I. FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) The company's Q1 2023 financial statements reflect a strategic pivot to NFT and blockchain businesses, showing initial revenue generation and a reduced net loss Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | March 31, 2023 ($) | December 31, 2022 ($) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | 65,439,927 | 64,794,688 | | Restricted Cash | 3,395,595 | 2,705,750 | | Total current assets | 69,024,396 | 67,689,687 | | Total assets | 69,076,162 | 67,751,063 | | **Liabilities & Equity** | | | | Total current liabilities | 16,722,235 | 15,344,281 | | Total stockholders' equity | 52,353,927 | 52,406,782 | Condensed Consolidated Statements of Operations (Unaudited) | Account | Three Months Ended March 31, 2023 ($) | Three Months Ended March 31, 2022 ($) | | :--- | :--- | :--- | | Revenue | 699,741 | 0 | | Gross profit | 548,811 | 0 | | Loss from continuing operations | (108,532) | (611,475) | | Net loss | (50,602) | (791,339) | | Loss per share – basic (continuing) | 0.001 | (0.043) | Condensed Consolidated Statements of Cash Flows (Unaudited) | Activity | Three Months Ended March 31, 2023 ($) | Three Months Ended March 31, 2022 ($) | | :--- | :--- | :--- | | Net cash provided by operating activities | 1,135,168 | 1,560,096 | | Net cash used in investing activities | 0 | (1,153) | | Net cash provided by financing activities | 200,000 | 300,000 | | Net change in cash and restricted cash | 1,334,400 | 1,845,274 | [Notes to the Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's strategic pivot to blockchain and NFT ventures, classifying its legacy art business as discontinued, recording a significant impairment, and securing substantial funding for new operations - The company is shifting its business focus to **blockchain** and **non-fungible tokens (NFTs)** through subsidiaries like Hong Kong MQ Group Limited, NFT Digital Technology Limited, and NFT Exchange Limited[21](index=21&type=chunk)[22](index=22&type=chunk) - Hong Kong Takung's operations are classified as discontinued, with plans for disposal to focus on blockchain and NFT business, following the suspension of its PRC subsidiary, Tianjin Takung, by local authorities[33](index=33&type=chunk) - Management concluded substantial doubt exists about the company's ability to continue as a going concern due to PRC operations suspension, with mitigation plans including financing and new NFT business focus[83](index=83&type=chunk) - The company raised approximately **$60 million** in gross proceeds from two securities purchase agreements in April and June 2022 to fund new business model operations[87](index=87&type=chunk) - The company's non-marketable investment in Cultural Objects Provenance Holdings Limited, with an initial cost of **$10,630,120**, has been fully impaired to a carrying value of **$0** as of March 31, 2023[27](index=27&type=chunk)[93](index=93&type=chunk)[94](index=94&type=chunk) - Subsequent to the quarter, on November 1, 2022, the company agreed to sell its legacy subsidiaries, Hong Kong Takung and Hong Kong MQ, for a cash consideration of **$1,500,000**[139](index=139&type=chunk) - The company entered a Merger Agreement on November 1, 2022, to redomicile from Delaware to the Cayman Islands by merging with its wholly-owned subsidiary, NFT Limited[146](index=146&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=34&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's strategic shift to an NFT trading platform, which launched in May 2022, resulting in initial revenue generation and improved financial performance for Q1 2023 - The company launched its **blockchain NFT online platform** at www.nftoeo.com in May 2022, shifting its focus to the NFT market[154](index=154&type=chunk) - The new business model focuses on providing **NFT consulting services**, **NFT trading services** (art, music, collectibles, etc.), and future advertising services[158](index=158&type=chunk)[159](index=159&type=chunk)[160](index=160&type=chunk) Results of Operations Comparison (Q1 2023 vs Q1 2022) | Metric | Q1 2023 (Unaudited) ($) | Q1 2022 (Unaudited) ($) | Change ($) | | :--- | :--- | :--- | :--- | | Revenue | 699,741 | 0 | +699,741 | | Gross Profit | 548,811 | 0 | +548,811 | | General & administrative expenses | (657,343) | (611,475) | +45,868 | | Net loss from continuing operations | (41,619) | (611,574) | +569,955 | | Total Net Loss | (50,602) | (791,339) | +740,737 | - Revenue of **$699,741** in Q1 2023 was entirely from commission fees, as the legacy business generated no revenue and is classified as discontinued[174](index=174&type=chunk)[180](index=180&type=chunk) - As of March 31, 2023, the company's continuing operations had cash and restricted cash of **$68.8 million** and a working capital of **$60.9 million**[198](index=198&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=46&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is not required to provide quantitative and qualitative disclosures about market risk as it qualifies as a smaller reporting company - As a smaller reporting company, Takung Art Co., Ltd is not required to provide quantitative and qualitative disclosures about market risk[206](index=206&type=chunk) [Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded the company's disclosure controls and procedures were effective as of March 31, 2023, with no material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of March 31, 2023[207](index=207&type=chunk) - No material changes occurred in the company's internal control over financial reporting during the fiscal quarter ended March 31, 2023[208](index=208&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=47&type=section&id=Item%201.%20Legal%20Proceedings) The company's PRC subsidiary, Tianjin Takung, had its artwork unit trading platform suspended by local authorities for investigation, with no new developments reported as of the filing date - The artwork unit trading platform of the PRC subsidiary, Tianjin Takung, was suspended by local authorities on or around November 8, 2021, for an investigation, with no new developments as of the filing date[210](index=210&type=chunk) [Risk Factors](index=47&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, Takung Art Co., Ltd is not required to provide risk factor disclosures - The company is not required to provide risk factor disclosures as it is a smaller reporting company[211](index=211&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=47&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not sell any unregistered securities during the reporting period, other than those previously disclosed in Form 8-K filings - No unregistered securities were sold during the reporting period, aside from any previously reported on Form 8-K[211](index=211&type=chunk) [Defaults Upon Senior Securities](index=47&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[211](index=211&type=chunk) [Mine Safety Disclosure](index=47&type=section&id=Item%204.%20Mine%20Safety%20Disclosure) This item is not applicable to the company - Not applicable[211](index=211&type=chunk) [Other Information](index=47&type=section&id=Item%205.%20Other%20Information) The company reports no other information for this item - None[211](index=211&type=chunk) [Exhibits](index=48&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the report, including corporate documents, agreements, and certifications

Part I [Business](index=5&type=section&id=Item%201.%20Business) Takung Art Co., Ltd. is a holding company that has transitioned its business to operate an online platform for trading artwork ownership as Non-Fungible Tokens (NFTs). The company generates revenue primarily from listing fees, trading commissions, and NFT consulting services. It is undergoing a significant strategic shift, including the disposition of its legacy art trading subsidiaries (Hong Kong Takung and Hong Kong MQ) to focus on the NFT market, NFT gaming, and digital payment services through its newer US and Hong Kong-based subsidiaries. The company's operations are primarily in Hong Kong and the United States, and it asserts that PRC laws do not currently have a material impact on its business, though it acknowledges potential future risks - The company operates an electronic online platform (https://www.nftoeo.com/) for trading artwork ownership in the form of **NFTs** and provides **NFT consulting services**. It is also exploring the **NFT gaming business**[12](index=12&type=chunk) - On November 1, 2022, the company entered into a Share Purchase Agreement to sell its subsidiaries Hong Kong Takung and Hong Kong MQ for a cash consideration of **$1,500,000**, signaling a strategic disposition of its legacy business[19](index=19&type=chunk) - The company has established new subsidiaries to support its NFT business: **NFT Digital (New York)** for administrative and technical support, **NFT Exchange (Wyoming)** to operate the NFT exchange market, and **Metaverse HK (Hong Kong)** for digital payment services[17](index=17&type=chunk)[18](index=18&type=chunk) - The company states that as its operations are in Hong Kong and the U.S., it is not currently subject to PRC regulations requiring approval from authorities like the CSRC or CAC for its business operations or U.S. listing. However, it acknowledges the **risk of future PRC government intervention in Hong Kong**[32](index=32&type=chunk)[33](index=33&type=chunk)[84](index=84&type=chunk) - As of December 31, 2022, the company had **22 full-time employees** across management, administration, finance, technical, operations, and marketing departments[54](index=54&type=chunk) [Risk Factors](index=22&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks related to its business transition to the nascent and volatile NFT market, which is subject to legal, regulatory, and cybersecurity uncertainties. Financially, the deconsolidation of its PRC subsidiary (Tianjin Takung) materially impacts its statements, and it has insufficient insurance coverage. Operational risks include dependence on its new NFT platform's success, system failures, and the need for effective marketing. The company also highlights substantial risks associated with its Hong Kong operations, including potential PRC government intervention, the impact of the Hong Kong National Security Law, and uncertainties regarding the application of PRC regulations to Hong Kong entities. Investment risks include potential delisting under the HFCA Act, although its current auditor is inspectable by the PCAOB - The company is in the early stages of transitioning its business to focus on NFT-related technologies, and there is a risk that this new business strategy may not achieve **profitability**[92](index=92&type=chunk)[93](index=93&type=chunk) - The deconsolidation of the Tianjin Takung subsidiary means that restricted cash balances of **$58.2 million** (as of Dec 31, 2022) are not included in the company's consolidated financial statements, materially affecting their presentation[94](index=94&type=chunk) - The recently launched NFT platform is exposed to significant risks, including evolving regulations (anti-money laundering, securities law), intellectual property disputes, cybersecurity attacks, and **uncertain market acceptance**[104](index=104&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk) - Although the company's operations are in Hong Kong and the U.S., it acknowledges risks from potential **PRC government intervention in Hong Kong**, which could hinder operations and cause the stock value to decline[150](index=150&type=chunk)[152](index=152&type=chunk) - The company's auditor, Assentsure PAC, is based in Singapore and currently subject to PCAOB inspection. However, the report notes the risk that if the PCAOB is unable to inspect auditors in the future (e.g., due to work papers in China/HK), the company's securities could be **delisted under the HFCA Act**[162](index=162&type=chunk)[168](index=168&type=chunk)[171](index=171&type=chunk) [Properties](index=40&type=section&id=Item%202.%20Properties) The company leases a small office in Sha Tin, New Territories, Hong Kong. The one-year lease commenced on October 10, 2022, with an annual rent of $10,000 and does not include a renewal option - The Company leases an office at **Office Q, 11th Floor, Kings Wing Plaza 2, No. 1 Kwan Street, Sha Tin, New Territories, Hong Kong**[189](index=189&type=chunk) - The lease term is for **one year** starting from October 10, 2022, with an annual rent of **US$10,000**[189](index=189&type=chunk) [Legal Proceedings](index=40&type=section&id=Item%203.%20Legal%20Proceedings) The company reports that the artwork unit trading platform operated by its PRC subsidiary, Tianjin Takung, was suspended by local authorities on November 8, 2021, to facilitate an investigation. As of the report date, there have been no further developments regarding this matter - The artwork unit trading platform of the PRC subsidiary, Tianjin Takung, was **suspended by local authorities** on or around **November 8, 2021**, to facilitate an investigation[190](index=190&type=chunk) - As of the date of the report, there has been **no development** regarding the investigation[190](index=190&type=chunk) Part II [Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities](index=41&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Shareholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities.) The company's common stock trades on the NYSE American under the symbol 'TKAT'. As of April 2023, there were 120 registered shareholders. The company has never paid dividends and does not plan to in the foreseeable future. The section also details several sales of unregistered securities in 2021 and 2022, through which the company raised significant capital by issuing units consisting of common stock and warrants - The company's common stock began trading on the **NYSE American** on **March 22, 2017**, under the symbol '**TKAT**'[193](index=193&type=chunk) - No dividends have ever been paid on common stock, and none are anticipated in the **foreseeable future**[195](index=195&type=chunk) - In March 2022, the company agreed to issue **10,238,910 units** at **$2.93 per unit**, with each unit comprising one share and a warrant to purchase three shares. The transaction closed in April 2022[199](index=199&type=chunk) - In June 2022, the company agreed to sell **10,380,623 units** at **$2.89 per unit**, with each unit comprising one share and a warrant to purchase two shares, raising gross proceeds of approximately **$30 million**. The transaction closed in September 2022[200](index=200&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=42&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses the company's strategic shift to an NFT-focused business model, which began generating significant commission revenue in 2022. For FY2022, continuing operations revenue was $3.4 million, a substantial increase from $120,000 in 2021. Despite this, the company recorded a net loss from continuing operations of $10.6 million, largely due to a $9.3 million impairment on a non-marketable investment. The company's liquidity position improved dramatically, with cash from continuing operations increasing to $67.5 million, primarily due to raising approximately $60 million from private placements. Management believes these funds are sufficient to meet liquidity needs for the next twelve months Consolidated Statements of Operations Highlights (Continuing Operations) | Metric | For the year ended Dec 31, 2022 | For the year ended Dec 31, 2021 | | :--- | :--- | :--- | | **Revenue** | **$3,403,536** | **$120,000** | | Gross Profit | $2,620,746 | $120,000 | | Non-marketable investment impairment | ($9,296,754) | ($1,333,506) | | General and administrative expenses | ($3,677,967) | ($13,565,548) | | **Net loss from continuing operations** | **($10,608,594)** | **($13,447,956)** | - Revenue from continuing operations surged to **$3.4 million** in 2022, almost entirely from commission fees generated by the new NFT trading platform, which began operations in June 2022[223](index=223&type=chunk)[211](index=211&type=chunk) - General and administrative expenses for continuing operations decreased to **$3.7 million** in 2022 from **$13.6 million** in 2021, primarily because the 2021 figure included **$10.9 million** in share-based compensation[236](index=236&type=chunk)[237](index=237&type=chunk) - The company's cash and cash equivalents from continuing operations increased from **$1.5 million** at the end of 2021 to **$67.5 million** at the end of 2022, mainly due to approximately **$60 million** raised from private placements[248](index=248&type=chunk)[249](index=249&type=chunk)[250](index=250&type=chunk) - As of December 31, 2022, the company's continuing operations had a working capital of **$60.9 million**, a significant improvement from **$1.6 million** in the prior year[255](index=255&type=chunk)[256](index=256&type=chunk) [Financial Statements and Supplementary Data](index=55&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data.) This section presents the company's audited consolidated financial statements for the years ended December 31, 2022, and 2021. The auditor's report for 2022 from Assentsure PAC highlights the litigation involving the deconsolidated entity Tianjin Takung. The 2021 report from the prior auditor, WWC, P.C., included a going concern paragraph. Key notes to the financial statements detail the company's shift to an NFT business, the deconsolidation of Tianjin Takung, a full impairment of a $10.6 million investment, and subsequent events including agreements for a major disposition and a corporate redomiciling Consolidated Balance Sheet Highlights | Metric | As of Dec 31, 2022 | As of Dec 31, 2021 | | :--- | :--- | :--- | | Cash and cash equivalents | $64,794,688 | $1,503,153 | | Total current assets | $67,689,687 | $2,166,540 | | Non-marketable investment, net | $0 | $9,296,614 | | Total assets | $67,751,063 | $11,653,736 | | Total current liabilities | $15,344,281 | $8,877,053 | | Total shareholders' equity | $52,406,782 | $2,776,683 | - The company's auditor for FY2022, **Assentsure PAC**, issued an opinion with an emphasis of matter regarding litigation involving the deconsolidated entity, Tianjin Takung. The prior auditor's FY2021 report included a **going concern paragraph** related to the suspension of the PRC subsidiary's operations[269](index=269&type=chunk)[279](index=279&type=chunk) - Note 3 (Going Concern): Management's plan to mitigate going concern risk includes raising capital through PIPE transactions, which yielded approximately **$60 million** in 2022, and developing its new blockchain and NFT business model[362](index=362&type=chunk)[363](index=363&type=chunk)[364](index=364&type=chunk) - Note 4 (Investments): The company recorded a **$9,296,614 impairment charge** in 2022, writing down its non-marketable investment in Cultural Objects Provenance Holdings Limited to **$0**[369](index=369&type=chunk)[372](index=372&type=chunk) - Note 17 (Subsequent Event): On November 1, 2022, the company entered into an agreement to dispose of its legacy subsidiaries, **Hong Kong Takung** and **Hong Kong MQ**. It also entered into a merger agreement to **redomicile the parent company from Delaware to the Cayman Islands**[430](index=430&type=chunk)[433](index=433&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=91&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure.) On May 4, 2022, Takung Art Co., Ltd. dismissed its independent registered public accounting firm, WWC, P.C., and appointed Assentsure PAC as its new auditor. The company reported that there were no disagreements with WWC on any matter of accounting principles or practices. WWC's audit report for the fiscal year 2021 had included an emphasis of matter for going concern - On **May 4, 2022**, the company dismissed **WWC, P.C.** and appointed **Assentsure PAC** as its new independent registered public accounting firm[439](index=439&type=chunk)[441](index=441&type=chunk) - There were **no disagreements** with the former auditor, WWC, on accounting principles, financial statement disclosure, or auditing scope[440](index=440&type=chunk) - WWC's audit report for the fiscal year ended December 31, 2021, contained an emphasis of a matter for **going concern**[439](index=439&type=chunk) [Controls and Procedures](index=91&type=section&id=Item%209A.%20Controls%20and%20Procedures.) As of December 31, 2022, the company's management, including the CEO and CFO, concluded that its disclosure controls and procedures were effective. However, an assessment of internal control over financial reporting identified a weakness in the Information Technology environment, specifically a lack of clear segregation of duties where one employee is responsible for both operating system and database maintenance - Management concluded that the company's disclosure controls and procedures were **effective** as of **December 31, 2022**[444](index=444&type=chunk) - A weakness in internal control over financial reporting was identified related to IT: a **lack of segregation of duties**, as one employee manages both the operating system and database maintenance[445](index=445&type=chunk) - The annual report does not include an attestation report from the independent public accounting firm regarding internal control over financial reporting, as the company is **not required to provide one**[446](index=446&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=93&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance.) This section provides biographical information for the company's executive officers, Kuangtao Wang (CEO and Chairman) and Jianguang Qian (CFO), and its three independent directors: Doug Buerger, Guisuo Lu, and Ronggang (Jonathan) Zhang. It outlines the structure and composition of the Board's three committees (Audit, Compensation, and Governance and Nominating), all of which consist of the independent directors. The Board's role in risk oversight is also described, and a Code of Business Conduct and Ethics has been adopted - The company's executive officers are **Kuangtao Wang** (age 45, CEO and Chairman) and **Jianguang Qian** (age 39, CFO)[452](index=452&type=chunk) - The Board of Directors has three committees: **Audit, Compensation, and Governance and Nominating**. All three committees are composed of the independent directors: **Guisuo Lu, Ronggang (Jonathan) Zhang, and Doug Buerger**[472](index=472&type=chunk) - The Board has determined that **Guisuo Lu** qualifies as an **audit committee financial expert**[473](index=473&type=chunk) - The company has adopted a **Code of Business Conduct and Ethics** applicable to its officers and employees[480](index=480&type=chunk) [Executive Compensation](index=98&type=section&id=Item%2011.%20Executive%20Compensation.) This section details the compensation for the company's named executive officers and directors for fiscal years 2022 and 2021. Compensation primarily consists of base salaries. In 2022, CEO Kuangtao Wang received a salary of $180,000, and CFO Jianguang Qian received $60,000. No new share options were granted in 2022 or 2021, and there were no outstanding equity awards at the end of fiscal year 2022 2022 Executive Compensation Summary | Name & Principal Position | Fiscal Year | Base Compensation | Total Annual | | :--- | :--- | :--- | :--- | | Kuangtao Wang, CEO | 2022 | $180,000 | $180,000 | | Jianguang Qian, CFO | 2022 | $60,000 | $60,000 | - The company did not grant any new **share options** in fiscal years 2022 and 2021[497](index=497&type=chunk) - There were **no outstanding equity awards** for employees, directors, or officers at the end of fiscal year 2022[498](index=498&type=chunk) - The company does not offer **pension or retirement plans**, other than legally mandated contributions for certain employees[501](index=501&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters](index=102&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Shareholder%20Matters.) This section outlines the company's 2015 Incentive Stock Plan and provides a snapshot of its beneficial ownership as of April 12, 2023. Under the equity plan, 41,832 shares remained available for future issuance. The ownership table indicates two major shareholders: CEDE & CO with 31.2% and Jian Xiao with 8.6%. All executive officers and directors as a group beneficially own less than 1% of the outstanding common stock - As of the report date, **41,832 shares** of common stock remained available for future issuance under the company's **2015 Incentive Stock Plan**[511](index=511&type=chunk)[512](index=512&type=chunk) Security Ownership of Certain Beneficial Owners (as of April 12, 2023) | Owner Name | Number of Shares Beneficially Owned | Percentage of Ownership | | :--- | :--- | :--- | | CEDE & CO | 10,930,162 | 31.2% | | Jian Xiao | 3,000,000 | 8.6% | | All Officers and Directors (as a group) | - | < 1% | - The total number of common stock shares outstanding as of March 31, 2023, was **34,991,886**[5](index=5&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=106&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence.) The company confirms that three of its directors—Doug Buerger, Guisuo Lu, and Ronggang (Jonathan) Zhang—are independent according to NYSE listing standards. The section discloses historical related party transactions, including working capital loans from 2019 with a former legal representative of a subsidiary, which were later transferred to a former CFO. It also notes consulting agreements with former executives that expired in 2022 and were not renewed - The Board of Directors has determined that **Doug Buerger, Guisuo Lu, and Ronggang (Jonathan) Zhang** are '**independent directors**' under NYSE and SEC rules[523](index=523&type=chunk) - In 2019, Hong Kong Takung and Tianjin Takung entered into **working capital loan agreements** with Mr. Shuhai Li, a former legal representative of Tianjin Takung. These loans were subsequently transferred to Ms. Jing Wang, a former CFO, in May 2020[524](index=524&type=chunk)[525](index=525&type=chunk) - Consulting agreements with former CEOs Chun Hin Leslie Chow and Fang Mu **expired in 2022 and were not renewed**[528](index=528&type=chunk) [Principal Accounting Fees and Services](index=107&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services.) This section details the fees paid to the company's auditors. For the fiscal year 2022, the company incurred approximately $251,750 in audit fees to its current auditor, Assentsure PAC. For fiscal year 2021, it incurred approximately $230,000 in audit fees to its former auditor, WWC, P.C. No audit-related, tax, or other fees were incurred in either year. All services were pre-approved by the Board of Directors Audit Fees | Fiscal Year | Auditor | Fees Incurred | | :--- | :--- | :--- | | 2022 | Assentsure PAC | ~$251,750 | | 2021 | WWC, P.C. | ~$230,000 | - The company did not incur any **audit-related fees, tax fees, or other fees** from its independent public accounting firm in fiscal years 2022 and 2021[531](index=531&type=chunk)[532](index=532&type=chunk) - On **May 4, 2022**, **Assentsure PAC** was appointed as the new auditor, replacing the dismissed **WWC, P.C.**[529](index=529&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=108&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules.) This section provides a comprehensive list of all exhibits filed with the Form 10-K. Notable exhibits include the company's articles of incorporation and bylaws, the 2015 Incentive Share Plan, various securities purchase agreements from recent capital raises, the Share Purchase Agreement for the disposition of its legacy subsidiaries, and the Agreement and Plan of Merger for its planned redomiciling - Exhibit **10.28** details the **Share Purchase Agreement** dated November 1, 2022, for the sale of Hong Kong Takung Art Company Limited and Hong Kong MQ Group Limited[535](index=535&type=chunk) - Exhibit **10.30** contains the **Agreement and Plan of Merger** dated November 1, 2022, between Takung Art Co., Ltd. and NFT Limited for the company's redomicile to the Cayman Islands[535](index=535&type=chunk) - Exhibits include **certifications** from the Principal Executive Officer and Principal Financial Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002[536](index=536&type=chunk)