PART I [Key Information](index=7&type=section&id=Item%203.%20Key%20Information) Ostin Technology Group, a Cayman Islands holding company, faces significant risks from PRC regulations, potential U.S. delisting, and restricted cash transfers from its Chinese subsidiaries - The company is a Cayman Islands holding company, not an operating company, with all operations in China, making it subject to complex and evolving PRC laws and operational risks[32](index=32&type=chunk) - The company's auditor, Audit Alliance LLP, is headquartered in Singapore and is subject to PCAOB inspection, but future PRC regulatory changes could impede PCAOB inspection of audit work in China, posing a delisting risk under the HFCA Act[38](index=38&type=chunk)[40](index=40&type=chunk)[124](index=124&type=chunk) - Cash transfers from PRC subsidiaries to the parent company are restricted, with dividends payable only from retained earnings after appropriations to statutory reserve funds, totaling **$25,958,620** in restricted net assets as of September 30, 2024[42](index=42&type=chunk) - For fiscal years 2022, 2023, and 2024, the parent company, Ostin, provided no funding to its PRC subsidiaries, following a **$4,078,600** provision in fiscal year 2022[44](index=44&type=chunk) [Risk Factors](index=10&type=section&id=3.D.%20Risk%20Factors) The company faces substantial risks from PRC government policies, customer/supplier concentration, significant debt, and shareholder concerns including delisting and CEO control - The company is subject to risks from PRC government intervention, uncertain legal interpretations, and new regulations regarding overseas listings (CSRC) and data security (CAC), which could adversely affect operations and share value[52](index=52&type=chunk)[59](index=59&type=chunk)[73](index=73&type=chunk) - Dependence on a few major customers is a key risk, with two customers accounting for **35.3%** and **11.3%** of total revenue in FY2024, and the company operates on purchase orders rather than long-term contracts[130](index=130&type=chunk) - The company faces a going concern risk, having incurred a net loss of **$10.2 million** and an accumulated deficit of **$18.5 million** as of FY2024, which may impede its ability to secure necessary funding[135](index=135&type=chunk) - The company's Class A Ordinary Shares faced delisting risk from Nasdaq for failing to meet the minimum bid price requirement, with compliance regained on January 16, 2025, after a **1-for-10 reverse share split**[185](index=185&type=chunk) - The Chairman and CEO, Tao Ling, holds substantial influence, controlling **71.25%** of the company's aggregate voting power through his ownership of Class A and Class B shares[199](index=199&type=chunk) [Information on the Company](index=42&type=section&id=Item%204.%20Information%20on%20the%20Company) Ostin Technology, a China-based supplier of display modules and polarizers, diversified into IoT products after terminating its VIE structure, facing sales concentration in China and with key customers [History and Development of the Company](index=42&type=section&id=4A.%20History%20and%20Development%20of%20the%20Company) The company's history includes its 2010 founding, termination of its VIE structure in 2022, Nasdaq IPO, and a 2024 reverse stock split to regain compliance - The company fully terminated its VIE arrangements in February 2022, and by June 2022, its primary operating entity, Jiangsu Austin, became a wholly-owned subsidiary[219](index=219&type=chunk)[221](index=221&type=chunk) - The company consummated its initial public offering (IPO) on April 29, 2022, raising gross proceeds of **$15.5 million**[220](index=220&type=chunk) - A **1-for-10 reverse share split** was effected on December 31, 2024, to regain compliance with Nasdaq's minimum bid price requirement[232](index=232&type=chunk) [Business Overview](index=46&type=section&id=4B.%20Business%20Overview) Ostin Technology, a China-based supplier of display modules and polarizers, is diversifying into higher-margin end-user IoT products due to declining traditional sales, facing high customer and supplier concentration - The company's primary products are display modules and polarizers, used in consumer electronics, automotive displays, and commercial displays[241](index=241&type=chunk)[246](index=246&type=chunk) - In response to declining sales, the company is diversifying into end-user products with higher profit margins, such as the all-in-one intelligent conference system and the Pintura wireless photo transmission system[243](index=243&type=chunk)[261](index=261&type=chunk) Revenue by Geography (FY2022-FY2024) | Regions | FY 2024 Sales | FY 2024 % | FY 2023 Sales | FY 2023 % | FY 2022 Sales | FY 2022 % | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Mainland China | $29,956,914 | 92% | $54,466,044 | 95% | $96,449,118 | 91% | | Hong Kong and Taiwan | $2,395,542 | 7% | $3,059,656 | 5% | $8,948,112 | 9% | | Others | $110,757 | 1% | $- | -% | $19,516 | -% | | **Total** | **$32,463,213** | **100%** | **$57,525,700** | **100%** | **$105,416,746** | **100%** | - The company has a high concentration of customers, with top customers accounting for **42.44%** of total sales in FY2024, and for polarizers, one major customer contributed **95.52%** of sales in FY2024[265](index=265&type=chunk)[267](index=267&type=chunk) - Supplier concentration is also high, with two suppliers accounting for **43.2%** and **10.9%** of total raw material purchases in FY2024[281](index=281&type=chunk) [Operating and Financial Review and Prospects](index=69&type=section&id=Item%205.%20Operating%20and%20Financial%20Review%20and%20Prospects) The company's financial performance deteriorated significantly with declining revenue and net losses in FY2023-2024, facing liquidity challenges and a going concern warning, prompting reliance on financing and new product development [Operating Results](index=69&type=section&id=Item%205.A.%20Operating%20Results) The company's operating results show severe revenue decline and significant net losses in FY2023-2024, driven by weak demand for display modules and polarizers, despite a slight gross margin improvement Financial Performance Summary (FY2024 vs. FY2023) | Metric | FY 2024 | FY 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Sales | $32,463,213 | $57,525,700 | $(25,062,487) | -44% | | Gross Profit | $1,686,294 | $2,053,603 | $(367,309) | -18% | | Operating Loss | $(9,529,304) | $(10,255,904) | $726,600 | -7% | | Net Loss | $(10,189,391) | $(11,013,966) | $824,575 | -7% | Financial Performance Summary (FY2023 vs. FY2022) | Metric | FY 2023 | FY 2022 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Sales | $57,525,700 | $105,416,746 | $(47,891,046) | -45% | | Gross Profit | $2,053,603 | $12,612,315 | $(10,558,712) | -84% | | Operating (Loss)/Income | $(10,255,904) | $450,421 | $(10,706,325) | -2377% | | Net (Loss)/Income | $(11,013,966) | $112,227 | $(11,126,193) | -9914% | Revenue Breakdown by Product (FY2024 vs. FY2023) | Revenue Category | FY 2024 Sales | FY 2023 Sales | Change (%) | | :--- | :--- | :--- | :--- | | Sales of display modules | $18,146,699 | $27,793,530 | -35% | | Sales of polarizers | $12,137,669 | $27,526,662 | -56% | | Others | $2,178,845 | $2,205,508 | -1% | | **Total** | **$32,463,213** | **$57,525,700** | **-44%** | [Liquidity and Capital Resources](index=79&type=section&id=Item%205.B.%20Liquidity%20and%20Capital%20Resources) The company faces significant liquidity pressure with negative operating cash flow and low cash reserves, relying heavily on external financing and recent capital raises to sustain operations despite a going concern warning Consolidated Cash Flow Summary (FY2022-FY2024) | Cash Flow | FY 2024 | FY 2023 | FY 2022 | | :--- | :--- | :--- | :--- | | Net cash (used in)/provided by operating activities | $(4,942,567) | $(2,591,320) | $9,698,283 | | Net cash used in investing activities | $(1,391,395) | $(6,990,948) | $(6,878,518) | | Net cash provided by financing activities | $6,745,697 | $7,720,910 | $11,789 | | **Net (decrease)/increase in cash** | **$182,067** | **$(2,649,496)** | **$3,122,585** | - As of September 30, 2024, the company had **$1.34 million** in cash and cash equivalents and approximately **$18.0 million** in outstanding bank loans[451](index=451&type=chunk)[452](index=452&type=chunk) - In 2024, the company raised capital by issuing a convertible note for **$1.36 million** and completing a private placement for **$980,000** to support liquidity[455](index=455&type=chunk) [Research and Development, Patents and Licenses](index=84&type=section&id=Item%205.C.%20Research%20and%20Development,%20Patents%20and%20Licenses,%20etc.) The company invests in R&D to diversify into new industries and develop proprietary end-user products, holding **104 PRC patents** and actively pursuing new applications - The company holds **104 PRC patents** and **5 trademarks**, with **13 patent applications** pending in China and two in the United States[485](index=485&type=chunk)[486](index=486&type=chunk) - R&D efforts are focused on diversifying product applications and developing proprietary technologies for new end products like the all-in-one intelligent conference system and Pintura wireless photo transmission system[481](index=481&type=chunk)[483](index=483&type=chunk) [Directors, Senior Management and Employees](index=86&type=section&id=Item%206.%20Directors,%20Senior%20Management%20and%20Employees) The company is led by controlling shareholder CEO Tao Ling, with a five-member board and **243 employees**, **52%** of whom are outsourced, and has adopted a clawback policy - The board consists of five directors, including three independent directors: Heung Ming Wong, John Carl Mein, and Qiang He, with standard committees (Audit, Compensation, Nominating)[492](index=492&type=chunk)[515](index=515&type=chunk) Executive and Director Compensation | Year Ended | Aggregate Compensation | Social & Other Benefits | | :--- | :--- | :--- | | Sep 30, 2024 | $407,861 | $23,248 | | Sep 30, 2023 | $333,383 | $18,977 | - As of September 30, 2024, the company had **243 full-time employees**, including **126 outsourced workers**, who constitute **52% of the total workforce**[526](index=526&type=chunk) - Chairman and Co-CEO Tao Ling beneficially owns **10.14% of Class A Ordinary Shares** and **100% of Class B Ordinary Shares**, giving him significant control over the company[199](index=199&type=chunk)[533](index=533&type=chunk) [Major Shareholders and Related Party Transactions](index=94&type=section&id=Item%207.%20Major%20Shareholders%20and%20Related%20Party%20Transactions) The company's controlling shareholder is CEO Tao Ling, with significant related party transactions including unsecured loans and personal guarantees for bank loans from Mr. Ling and his family - The company received significant working capital advances from related parties, borrowing an aggregate of **$4.15 million** from CEO Tao Ling and **$3.08 million** from director Xiaohong Yin in FY2024[540](index=540&type=chunk) - As of September 30, 2024, bank loans totaling **$3.28 million** were pledged by personal assets owned by CEO Tao Ling and his family members, who charged no guarantee fees[542](index=542&type=chunk) [Additional Information](index=95&type=section&id=Item%2010.%20Additional%20Information) As a Cayman Islands company with a dual-class share structure, the company faces different shareholder protections and significant PRC and U.S. tax risks, including potential PFIC classification - The company has a dual-class share structure, where Class A shares have one vote per share, while Class B shares have **20 votes per share**, with no dividends payable on Class B shares[558](index=558&type=chunk) - As a Cayman Islands company, shareholder rights, particularly regarding derivative suits and access to corporate records, are less developed and established than in U.S. jurisdictions like Delaware[200](index=200&type=chunk)[201](index=201&type=chunk)[586](index=586&type=chunk) - The company could be considered a PRC resident enterprise for tax purposes if its "de facto management body" is in China, which would subject it to a **25% tax** on its worldwide income and potential withholding taxes on dividends paid to foreign shareholders[630](index=630&type=chunk)[631](index=631&type=chunk) - There is a risk that the company could be classified as a Passive Foreign Investment Company (PFIC) for U.S. federal income tax purposes, which would result in adverse tax consequences for U.S. Holders of its shares[645](index=645&type=chunk)[647](index=647&type=chunk) [Market Risk Disclosures](index=112&type=section&id=Item%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company is exposed to market risks including foreign exchange fluctuations due to RMB operations and USD reporting, credit risk from uninsured PRC bank deposits and unsecured receivables, and potential inflation impact - The company's functional currency is the RMB, but it reports in USD, creating foreign exchange risk where a change in the RMB/USD exchange rate can materially affect reported financial results[665](index=665&type=chunk)[666](index=666&type=chunk) - Credit risk arises from cash held in PRC financial institutions, which are not insured, and from unsecured accounts receivable from customers[667](index=667&type=chunk)[668](index=668&type=chunk) [Controls and Procedures](index=114&type=section&id=Item%2015.%20Controls%20and%20Procedures) As of September 30, 2024, management concluded disclosure controls were ineffective, while internal control over financial reporting was effective, with no auditor attestation required as an emerging growth company - Management concluded that disclosure controls and procedures were not effective as of September 30, 2024[686](index=686&type=chunk) - Management concluded that internal control over financial reporting was effective as of September 30, 2024, based on the COSO 2013 framework[687](index=687&type=chunk)[688](index=688&type=chunk) - The company is exempt from providing an auditor's attestation report on internal control over financial reporting because it qualifies as a non-accelerated filer and an emerging growth company[690](index=690&type=chunk) PART III [Financial Statements](index=118&type=section&id=Item%2018.%20Financial%20Statements) The FY2024 financial statements, audited by Audit Alliance LLP, include a going concern qualification due to negative working capital, net loss, accumulated deficit, and negative operating cash flow, with retroactive adjustments for a reverse stock split - The independent auditor's report for FY2024 includes a going concern qualification due to the company's negative working capital (**$20.1M**), net loss (**$10.2M**), accumulated deficit (**$18.5M**), and negative operating cash flow (**$4.9M**)[734](index=734&type=chunk) Consolidated Balance Sheet Summary (As of Sep 30) | Metric | 2024 | 2023 | | :--- | :--- | :--- | | Total Current Assets | $20,844,359 | $24,437,682 | | Total Assets | $51,074,949 | $56,548,761 | | Total Current Liabilities | $40,961,435 | $40,531,407 | | Total Liabilities | $43,188,361 | $42,460,629 | | Total Shareholders' Equity | $7,886,588 | $14,088,132 | Consolidated Statement of (Loss) Income Summary (Year Ended Sep 30) | Metric | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Sales | $32,463,213 | $57,525,700 | $105,416,746 | | Gross Profit | $1,686,294 | $2,053,603 | $12,612,315 | | Operating (Loss) Income | $(9,529,304) | $(10,255,904) | $450,421 | | Net (Loss) Income | $(10,189,391) | $(11,013,966) | $112,227 |

Core Insights - OS Therapies, Inc. announced positive results from a Phase 2b trial of its HER2-targeted immunotherapy candidate, OST-HER2, aimed at preventing recurrent lung metastatic osteosarcoma in pediatric patients [1][2] Clinical Trial Results - The primary endpoint of the study, 12-month event-free survival (EFS), showed a statistically significant improvement for OST-HER2-treated patients at 33% compared to 20% for historical controls (p=0.0158) [4] - Interim analysis of overall survival (OS) indicated a strong trend favoring OST-HER2-treated patients, with 1-year survival at 91% versus 80% for historical controls (p=0.07) and 2-year survival at 61% versus 40% (p=0.0576) [3][4] - All patients who met the primary 12-month EFS endpoint remain alive as of the latest follow-up [3] Financial Developments - OS Therapies recently completed a private placement financing, raising approximately $6 million in gross proceeds, which will be allocated for working capital and to support clinical and regulatory milestones for OST-HER2 [4][5] - Following the announcement, OSTX stock experienced a price increase of 7.96%, reaching $4.49 [5]

Core Insights - Ostin Technology Group Co., Ltd. has reported significant sales success for its digital photo frame product, Pintura, during the Singles' Day and December 12 shopping festivals, ranking second on Tmall and Taobao, and third on JD.com and Douyin [1] - The company is expanding its international market presence, launching Pintura products on Amazon in the United States and through its exclusive e-commerce website for overseas markets [2] - The Chairman and CEO of the company emphasized the commitment to product innovation and market expansion to meet consumer needs [3] Sales Performance - Pintura achieved remarkable sales during the Singles' Day shopping festival, ranking second in digital photo frame sales on Tmall and Taobao, and third on JD.com and Douyin [1] - During the December 12 shopping festival, Pintura's online store ranked among the top two digital frame sellers on Taobao and Tmall [1] International Expansion - The company officially launched its overseas operations during the Black Friday season, making Pintura products available on Amazon in the United States [2] - This strategic move is expected to broaden market reach and significantly boost overall sales [2] Company Overview - Ostin Technology Group Co., Ltd. was founded in 2010 and specializes in the design, development, and manufacturing of TFT-LCD display modules and polarizers [3] - The company's products are primarily used in consumer electronics, outdoor LCD displays, and automotive displays [3]

Nanjing, China, Jan. 08, 2025 (GLOBE NEWSWIRE) -- Ostin Technology Group Co., Ltd. (the "Company") (NASDAQ:OST), a supplier of display modules and polarizers in China, today announced that its digital photo frame and display product, Pintura, has achieved remarkable sales during the recently concluded "Singles' Day" and "December 12" shopping festivals. Pintura excelled on various domestic e-commerce platforms, ranking second in the category of digital photo frame sales on Tmall and Taobao, and third on JD. ...

Core Viewpoint - Ostin Technology Group Co., Ltd. will participate in CES 2025, showcasing its latest innovations and products, aiming to connect with industry leaders and potential customers [1][2][7]. Group 1: Company Overview - Ostin Technology Group, founded in 2010, specializes in the design, development, and manufacturing of TFT-LCD display modules and polarizers, primarily for consumer electronics, outdoor displays, and automotive applications [8]. Group 2: CES 2025 Participation - The company will exhibit at CES 2025 from January 7 to 10, 2025, at booth 22015 in the Central Hall of the Las Vegas Convention Center [1]. - The participation aims to engage with industry experts, share development strategies, and gather insights from global participants [2]. Group 3: Product Highlights - The company will launch Pingo, a portable TV stand with a built-in battery and wireless design, featuring a rollable smart screen with Full HD display [3]. - The Pintura X's Pinpin series will be showcased, which includes an Android app that allows users to crop images for display on multiple screens, creating a video wall effect [4]. - Hands-on product demonstrations will be available for visitors to experience the unique design and advanced technology of the products [5]. - A preview of Pintura's upcoming AI photo editing capabilities will be presented, aimed at enhancing user creativity and accessibility for all age groups [6]. Group 4: Leadership Statement - Mr. Tao Ling, Chairman and CEO, expressed excitement about showcasing innovations at CES 2025, emphasizing the importance of connecting with industry leaders and sharing the company's vision for the future [7].

Nanjing, China, Dec. 24, 2024 (GLOBE NEWSWIRE) -- Ostin Technology Group Co., Ltd. ("the Company") (NASDAQ:OST), a leading supplier of display modules and polarizers based in China, today announced an update to the effective date of its previously approved reverse share split of the Company's Class A ordinary shares, with the split ratio set at 1-for-10 (the "Reverse Share Split"). The Reverse Share Split was approved by the Company's shareholders at an extraordinary general meeting held on November 25, 202 ...

Core Viewpoint - Ostin Technology Group Co., Ltd. has announced a reverse share split of its ordinary shares at a ratio of 1-for-10, aimed at regaining compliance with Nasdaq's minimum bid price requirement [1][3]. Group 1: Reverse Share Split Details - The reverse share split will reduce the total number of outstanding Class A ordinary shares from approximately 18.1 million to approximately 1.81 million [2]. - The effective date for the reverse share split is set for December 26, 2024, with trading to commence on an adjusted basis under the existing ticker symbol "OST" [1][2]. - No fractional shares will be issued; shareholders entitled to a fractional share will have their entitlement rounded up to the nearest whole share [4]. Group 2: Compliance and Corporate Actions - The reverse share split is part of the company's strategy to comply with Nasdaq Marketplace Rule 5550(a)(2), which requires a minimum bid price of at least $1.00 per share [3]. - The company has also amended its Memorandum of Association to proportionately reduce the number of authorized shares for issuance and adjust the par value of the post-reverse share split ordinary shares to $0.001 per share [3]. Group 3: Company Overview - Ostin Technology Group Co., Ltd. was founded in 2010 and specializes in the design, development, and manufacturing of TFT-LCD display modules and polarizers, primarily for consumer electronics, outdoor LCD displays, and automotive displays [5].

Exhibit 99.2 OSTIN TECHNOLOGY GROUP CO., LTD. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED MARCH 31, 2024 AND 2023 (UNAUDITED) F-1 OSTIN TECHNOLOGY GROUP CO., LTD. INDEX TO UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Condensed Consolidated Financial Statements | --- | --- | |---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------- ...

Nanjing, China, July 24, 2024 (GLOBE NEWSWIRE) -- Ostin Technology Group Co., Ltd. ("the Company") (NASDAQ:OST), a leading supplier of display modules and polarizers based in China, announced that on July 18, 2024, it received a notification letter (the "Extension Notice") from The Nasdaq Stock Market LLC ("Nasdaq") that the Company has been granted an additional 180-day compliance period, or until January 13, 2025 to regain compliance with the Nasdaq's minimum $1.00 bid price requirement (the "Bid Price Re ...

Nanjing, China, July 10, 2024 (GLOBE NEWSWIRE) -- Ostin Technology Group Co., Ltd. ("the Company") (NASDAQ:OST), a leading supplier of display modules and polarizers based in China, announces that the crowdfunding campaign launched by its subsidiary Pintura.Life LLC ("Pintura") has achieved remarkable success on the Indiegogo platform. Pintura managed to raise nearly $100,000 in just two months since the campaign launch in March, an impressive achievement showing the high level of consumer enthusiasm for Pi ...