Group 1 - Nasdaq Golden Dragon China Index increased by 1.6%, outperforming the three major US stock indices, which are down by up to 0.6% [1] - Notable gains in popular Chinese concept stocks include Bilibili up over 7.8%, Baidu and Yum China up to 5.3%, and Li Auto up over 4.3% [1] - Significant stock movements include Yunmi Technology up 36.14%, XinYong up 30.77%, and Bit Origin up 24.94% [1] Group 2 - Yunmi Technology's current price is $2.26, with a rise of 36.14% and a year-to-date increase of 54.79% [2] - XinYong's current price is $4.25, with a rise of 30.77% and a year-to-date increase of 429.28% [2] - Bit Digital's current price is $3.56, with a rise of 21.12% and a year-to-date increase of 21.53% [2]

Part I [Key Information](index=3&type=section&id=ITEM%203.%20KEY%20INFORMATION) This section outlines the company's BVI holding structure, PRC regulatory risks, cash flow and dividend policies, and presents key historical financial data and comprehensive risk factors [Corporate Structure and Regulatory Disclosures](index=3&type=section&id=Corporate%20Structure%20and%20Regulatory%20Disclosures) Tantech Holdings Ltd operates as a BVI holding company with PRC subsidiaries, facing regulatory risks from evolving PRC laws and future filing requirements, while its US-based auditor mitigates immediate HFCAA delisting risk - **Tantech Holdings Ltd** operates as a BVI holding company through PRC subsidiaries, without a Variable Interest Entity (VIE) structure[15](index=15&type=chunk) - The company holds all necessary PRC government permits for current operations and believes it is not subject to CAC cybersecurity review due to processing personal information for **fewer than one million users**[23](index=23&type=chunk)[30](index=30&type=chunk) - As an "Existing Issuer" listed before March 31, 2023, the company is not required to undertake an immediate initial filing with the CSRC under new Listing Records Rules, but must file for subsequent offerings[27](index=27&type=chunk) - The company's auditor, YCM CPA INC., is a US-based PCAOB-registered firm subject to regular inspections, mitigating immediate delisting risk under the HFCAA[37](index=37&type=chunk) [Cash Flows and Dividend Policy](index=6&type=section&id=Cash%20Flows%20and%20Dividend%20Policy) Tantech, as a holding company, relies on PRC subsidiary dividends for funding, which are restricted by statutory reserve requirements and currency controls, leading to no dividends paid to date and a policy of retaining future earnings - The company relies on dividends from PRC subsidiaries, but PRC law restricts distribution by requiring allocation of net income to a statutory surplus reserve until it reaches **50% of registered capital**[40](index=40&type=chunk) - The company has not declared or paid any cash dividends, intending to retain earnings for business operations and expansion[48](index=48&type=chunk) Working Capital Loans to Subsidiaries | Year | Amount (USD) | Recipient(s) | | :--- | :--- | :--- | | 2024 | $7.3 million | EPakia Inc. | | 2023 | $6.82 million | Tantech Bamboo Charcoal Co., Ltd., EPakia Inc., EPakia Canada Inc. | | 2022 | $9.27 million | USCNHK Group Limited, EPakia Inc., EPakia Canada Inc., EAG International Vantage Capitals Limited. | [Selected Financial Data](index=7&type=section&id=A.%20Selected%20financial%20data.) The company's revenue declined from **$53.0 million in 2022 to $42.9 million in 2024**, resulting in a **net loss of $3.6 million in 2024**, while total assets and equity steadily increased Selected Statement of Operations Data (in thousands of U.S. dollars) | | 2024 | 2023 | 2022 | |:---|---:|---:|---:| | Revenues | $42,940 | $44,631 | $52,970 | | Gross profit | $8,943 | $9,717 | $10,110 | | Income from operations | $3,984 | $3,659 | $5,934 | | Net income (loss) | $(3,566) | $5,018 | $2,586 | | Net income (loss) attributable to common stockholders | $(3,242) | $5,583 | $3,021 | | Earnings (loss) per share - Basic | $(7.66) | $80.69 | $121.21 | Selected Balance Sheet Data (as of Dec 31, in thousands of U.S. dollars) | | 2024 | 2023 | 2022 | |:---|---:|---:|---:| | Total assets | $142,952 | $141,687 | $134,132 | | Total liabilities | $14,676 | $18,682 | $18,197 | | Total equity | $128,276 | $123,005 | $115,935 | Selected Consolidated Financial Schedule (in thousands of U.S. dollars) | For the year ended Dec 31, | Tantech Holding | Non-PRC Subsidiaries | PRC Subsidiaries | Eliminations | Consolidated Total | |:---|---:|---:|---:|---:|---:| | **2024 Revenues** | $- | $707 | $42,233 | $- | $42,940 | | **2024 Net Loss** | $(3,242) | $(946) | $5,994 | $(5,372) | $(3,566) | | **2023 Revenues** | $- | $1,583 | $43,485 | $(437) | $44,631 | | **2023 Net Income** | $5,583 | $(834) | $6,931 | $(6,662) | $5,018 | | **2022 Revenues** | $- | $14 | $53,093 | $(137) | $52,970 | | **2022 Net Income** | $3,021 | $(288) | $4,118 | $(4,265) | $2,586 | [Risk Factors](index=8&type=section&id=D.%20Risk%20factors.) The company faces significant business and industry risks, including economic dependence on China, intense competition, and supply chain vulnerabilities, alongside substantial regulatory and market risks specific to operating in China and being a foreign private issuer - **Business Risks**: The company faces risks from a weakening Chinese economy, competition from larger brands, supply chain disruptions for bamboo charcoal, and high customer concentration in its charcoal product segments[61](index=61&type=chunk)[63](index=63&type=chunk)[71](index=71&type=chunk)[92](index=92&type=chunk) - **New Business Risks**: Expansion into biodegradable packaging and commercial factoring faces competition, while mining investments are subject to operating hazards, regulatory changes, and substantial capital requirements[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk) - **China-Specific Regulatory Risks**: The company is subject to PRC government intervention, evolving laws on overseas listings and data security (CSRC, CAC), and currency conversion controls, with non-compliance potentially hindering capital market access[119](index=119&type=chunk)[126](index=126&type=chunk)[130](index=130&type=chunk) - **Market & Ownership Risks**: The company's shares face potential Nasdaq delisting for failing to meet listing requirements and the risk of classification as a Passive Foreign Investment Company (PFIC), leading to adverse U.S. tax consequences for shareholders[189](index=189&type=chunk)[200](index=200&type=chunk) [Information on the Company](index=21&type=section&id=ITEM%204.%20INFORMATION%20ON%20THE%20COMPANY) Tantech manufactures bamboo-based charcoal products under the "Charcoal Doctor" brand, has expanded into biodegradable packaging and construction materials, discontinued its EV business, and holds minority mining interests, operating under a BVI holding structure [History and Development](index=21&type=section&id=A.%20History%20and%20Development%20of%20the%20Company) Founded in 2002, Tantech diversified from bamboo charcoal, undergoing a Nasdaq IPO, acquiring and divesting its EV business, expanding into biodegradable packaging and construction materials, and executing multiple share consolidations - The company acquired a **70% equity interest** in Shangchi Automobile in July 2017 but subsequently sold all equity and discontinued the EV business segment as of May 15, 2025[213](index=213&type=chunk)[221](index=221&type=chunk) - The company has undergone multiple share consolidations, including a **one-for-ten split in February 2022**, a **one-for-twenty-four split in November 2022**, and a **one-for-forty split in February 2025**[217](index=217&type=chunk)[221](index=221&type=chunk) - Recent strategic moves include expanding into the U.S. with a biodegradable packaging business (EPakia Inc.) in 2022 and a sustainable construction materials business (GOHOMEWAY INC) in December 2024[217](index=217&type=chunk)[221](index=221&type=chunk) [Business Overview](index=24&type=section&id=B.%20Business%20Overview) Tantech's core business is bamboo-based charcoal products under the "Charcoal Doctor" brand, with recent expansions into biodegradable packaging, commercial factoring, and minority mining interests, while discontinuing its EV business and facing competition in the growing Chinese bamboo industry - The company's primary business is bamboo-based charcoal products sold under the **"Charcoal Doctor"** brand for purification and cleaning, and the **"Algold"** brand for BBQ charcoal[220](index=220&type=chunk)[251](index=251&type=chunk)[253](index=253&type=chunk) - The Electric Vehicle (EV) business, operated through Shangchi Automobile, was officially discontinued and sold in May 2025, having previously produced specialty vehicles, fuel buses, and autonomous street sweepers[270](index=270&type=chunk)[285](index=285&type=chunk) - The company has expanded into new business lines, including biodegradable packaging and commercial factoring services, which generated revenue and financing interest income in fiscal **2022, 2023, and 2024**[287](index=287&type=chunk)[288](index=288&type=chunk) - The company holds **six patents for charcoal products** and **two for vehicles**, relying on its **"Charcoal Doctor"** trademark for product recognition[324](index=324&type=chunk)[325](index=325&type=chunk)[326](index=326&type=chunk) - The company faces significant competition from larger household hygiene brands like Blue Moon and Mr. Muscle, and other bamboo charcoal product companies like Zhejiang Maitanweng[63](index=63&type=chunk)[308](index=308&type=chunk) [Organizational Structure](index=37&type=section&id=C.%20Organizational%20structure) Tantech Holdings Ltd operates as a BVI holding company through a network of subsidiaries in the PRC, US, and Hong Kong, having dismantled its previous VIE arrangement in August 2021 for direct equity ownership - **Tantech Holdings Ltd** is a BVI-incorporated holding company[357](index=357&type=chunk) - Key subsidiaries include Euroasia International Vantage Capitals Limited (Hong Kong), EPakia Inc. (USA), GOHOMEWAY INC (USA), and several PRC-based operating entities like Zhejiang Shangnilai Technology Co., LTD[353](index=353&type=chunk)[383](index=383&type=chunk)[385](index=385&type=chunk)[398](index=398&type=chunk)[399](index=399&type=chunk) - The company dismantled its VIE structure in August 2021, now controlling operating subsidiaries through direct equity ownership[370](index=370&type=chunk) [Property, Plants and Equipment](index=40&type=section&id=D.%20Property,%20Plants%20and%20Equipment) The company primarily operates from leased facilities in Lishui, Zhejiang, for charcoal product production and R&D, with its solid deodorant line operating at **121% capacity** in 2024, while BBQ charcoal production ceased due to environmental requirements - The company's main production facility is the rented Shuige Industrial Zone facility in Lishui, used for charcoal product production, R&D, and administration[402](index=402&type=chunk)[406](index=406&type=chunk)[407](index=407&type=chunk) Production Capacity Utilization (FY 2024) | Production Line | Space Utilization | Capacity Utilization | | :--- | :--- | :--- | | Solid Deodorant & Purification | 84.3% | 121% | | Liquid Household Hygiene | 80.0% | 45.0% | | Barbecue Charcoal | 0% | 0% | | Street Sweeper Assembly | 100% | 0% | - The company voluntarily stopped producing BBQ charcoal products due to stricter local environmental requirements[404](index=404&type=chunk) [Operating and Financial Review and Prospects (MD&A)](index=42&type=section&id=ITEM%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) The company's FY2024 revenue from continuing operations decreased by **3.8% to $42.9 million**, resulting in a **net loss of $2.5 million** due to warrant liability losses, while maintaining strong liquidity with **$35.2 million in cash** and a **10.0:1 current ratio** [Operating Results](index=42&type=section&id=A.%20Operating%20Results) FY2024 revenues from continuing operations decreased **3.8% to $42.9 million**, leading to a **net loss of $2.5 million** from continuing operations, primarily due to a **$3.8 million loss on warrant liabilities** and a **$1.1 million loss from discontinued EV operations** Financial Performance Comparison (FY2024 vs FY2023, in millions USD) | Metric | FY 2024 | FY 2023 | Change (%) | | :--- | :--- | :--- | :--- | | Revenues | $42.9 | $44.6 | (3.8)% | | Gross Profit | $8.9 | $9.7 | (8.0)% | | Income from Operations | $4.0 | $3.7 | 8.9% | | Net (Loss) Income from Continuing Ops | $(2.5) | $6.9 | (136.0)% | | Net (Loss) Income | $(3.6) | $5.0 | (171.1)% | - The **3.8% decrease in 2024 revenue** was primarily due to reduced demand for carbon products in household cleaning, linked to a sluggish real estate market[430](index=430&type=chunk) - The company recognized a **$3.8 million loss** from the change in fair value of warrant liabilities and a **$0.5 million loss** from the change in fair value of its convertible note in fiscal 2024[443](index=443&type=chunk)[444](index=444&type=chunk) - The Electric Vehicle (EV) business, classified as a discontinued operation, contributed a net loss of **$1.1 million in 2024**, **$1.9 million in 2023**, and **$1.5 million in 2022**[417](index=417&type=chunk)[454](index=454&type=chunk) [Liquidity and Capital Resources](index=45&type=section&id=B.%20Liquidity%20and%20Capital%20Resources) As of December 31, 2024, the company maintained strong liquidity with **$35.2 million in cash** and a **10.0:1 current ratio**, supported by **$4.0 million in operating cash flow** and **$3.5 million from financing activities**, deemed sufficient for future needs Key Liquidity Metrics (as of Dec 31, 2024, in millions USD) | Metric | Amount | | :--- | :--- | | Cash and cash equivalents | $35.2 | | Current Assets | $117.8 | | Current Liabilities | $11.8 | | Working Capital | $106.0 | | Current Ratio | 10.0:1 | Summary of Cash Flows (FY 2024, in millions USD) | Cash Flow Activity | Amount | | :--- | :--- | | Net cash provided by operating activities | $4.0 | | Net cash used in investing activities | $(1.9) | | Net cash provided by financing activities | $3.5 | | Net increase in cash | $6.1 | - Accounts receivable turnover days remained high at **346 days in 2024**, with approximately **$9.1 million (26%)** of year-end accounts receivable collected by April 30, 2025[458](index=458&type=chunk)[459](index=459&type=chunk) [Directors, Senior Management, and Employees](index=47&type=section&id=ITEM%206.%20DIRECTORS,%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) The company's leadership includes CEO Wangfeng Yan and CFO Weilin Zhang, with a five-member board comprising three independent directors, overseeing 46 full-time employees in continuing operations as of December 31, 2024 [Directors and Senior Management](index=47&type=section&id=A.%20Directors%20and%20Senior%20Management) The company's leadership team includes CEO Wangfeng Yan, CFO Weilin Zhang, and COO Mingqin Dong, with a Board of Directors chaired by Yefang Zhang and comprising three independent directors - Key executive officers are **Wangfeng Yan (CEO)**, **Weilin Zhang (CFO & Director)**, and **Mingqin Dong (COO)**[484](index=484&type=chunk) - The Board is chaired by **Yefang Zhang** and includes three independent directors: Mengqi Liao, Hongdao Qian, and Shudong Wang[484](index=484&type=chunk) [Compensation](index=48&type=section&id=B.%20Compensation) In FY2024, executive compensation primarily consisted of salaries, with CEO Wangfeng Yan receiving **$28,288** and CFO Weilin Zhang **$30,813**, while Chairwoman Yefang Zhang received **$129,425** for her subsidiary officer role Executive Compensation (FY 2024) | Name | Position | Total Compensation ($) | | :--- | :--- | :--- | | Wangfeng Yan | CEO | 28,288 | | Weilin Zhang | CFO | 30,813 | | Mingqin Dong | COO | 8,338 | | Zhengyu Wang | Former Director / CEO of Epakia Inc. | 125,355 | Director Compensation (FY 2024) | Name | Fees/Other Compensation ($) | Total ($) | | :--- | :--- | :--- | | Yefang Zhang | 129,425 (as subsidiary officer) | 129,425 | | Weilin Zhang | 30,813 (as CFO) | 30,813 | | Mengqi Liao | 10,000 | 10,000 | | Shudong Wang | 8,473 | 8,473 | | Hongdao Qian | 8,473 | 8,473 | [Board Practices](index=49&type=section&id=C.%20Board%20Practices) The five-member Board of Directors, with a majority of independent members, separates CEO and Chairman roles and operates three fully independent committees: Audit, Compensation, and Nominating - The board has **five directors**, with a majority being independent, and the roles of CEO and Chairman are separated[509](index=509&type=chunk)[511](index=511&type=chunk) - The company has fully independent Audit, Compensation, and Nominating committees, with **Mengqi Liao** designated as the audit committee financial expert[512](index=512&type=chunk)[513](index=513&type=chunk) [Employees](index=50&type=section&id=D.%20Employees) As of December 31, 2024, the company employed **46 full-time staff** in continuing operations, primarily in Production & Procurement and Finance, and contributed approximately **$99,340** to employee benefits in compliance with PRC law Employee Headcount (Continuing Operations) | Department | Dec 31, 2024 | Dec 31, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | :--- | | Senior Management | 5 | 5 | 5 | | HR & Admin | 3 | 11 | 7 | | Finance | 12 | 15 | 11 | | R&D | 1 | 3 | 3 | | Production & Procurement | 20 | 18 | 22 | | Sales & Marketing | 5 | 7 | 3 | | **Total** | **46** | **61** | **51** | - The company contributed approximately **$99,340** to employee benefit and social insurance plans in 2024, in compliance with PRC law[529](index=529&type=chunk) [Major Shareholders and Related Party Transactions](index=52&type=section&id=ITEM%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) As of May 14, 2025, Streeterville Capital LLC was the only major shareholder with **5.24% ownership**, while the company engages in related party transactions including loans, leases, and loan guarantees with entities linked to controlling shareholder Zhengyu Wang and Chairwoman Yefang Zhang - As of May 14, 2025, **Streeterville Capital LLC** is listed as a **5.24% beneficial owner**[546](index=546&type=chunk) - The company borrowed funds from controlling shareholder Zhengyu Wang and his affiliates for working capital, with a balance of **$730,658** as of December 31, 2023, which was cleared by year-end 2024[553](index=553&type=chunk) - The company leased parts of its production facilities to related parties controlled by Chairwoman Yefang Zhang (Nongmi Food, Nongmi Biotechnology, Nongmi Ecological)[556](index=556&type=chunk)[557](index=557&type=chunk)[558](index=558&type=chunk) - Controlling shareholder Zhengyu Wang, Chairwoman Yefang Zhang, and their affiliated companies provided personal and corporate guarantees for the company's bank loans[559](index=559&type=chunk) [Financial Information](index=53&type=section&id=ITEM%208.%20FINANCIAL%20INFORMATION) This section references consolidated financial statements, discloses an ongoing legal proceeding against discontinued subsidiary Shangchi Automobile for a **$1.2 million debt**, and reiterates the company's policy of retaining earnings with no foreseeable dividend payments - The company is involved in a legal proceeding from a debt dispute against its discontinued subsidiary, Shangchi Automobile, with a final judgment ordering a payment of **RMB 5.5 million principal plus interest**, leading to a **$1.2 million freeze** in company bank accounts[564](index=564&type=chunk)[565](index=565&type=chunk)[566](index=566&type=chunk)[568](index=568&type=chunk) - The company has not declared or paid dividends and has no present plan to do so, intending to retain earnings for business operations and expansion[569](index=569&type=chunk) [Additional Information](index=54&type=section&id=ITEM%2010.%20ADDITIONAL%20INFORMATION) This section details PRC foreign exchange controls and dividend restrictions, outlines the **25% Enterprise Income Tax** for PRC subsidiaries, and highlights the significant risk of the company being classified as a Passive Foreign Investment Company (PFIC) for U.S. federal income tax purposes - The company's ability to use foreign currency capital in the PRC is governed by SAFE regulations (e.g., Circular 142, 19, 16), restricting funds to approved business scope and limiting use for domestic equity investments or certain loan repayments[580](index=580&type=chunk)[343](index=343&type=chunk)[346](index=346&type=chunk) - Dividend distributions from PRC subsidiaries are limited to after-tax profits calculated under PRC GAAP and require setting aside at least **10% of after-tax profit** for a statutory reserve until it reaches **50% of registered capital**[585](index=585&type=chunk) - The company's PRC subsidiaries are subject to a **25% Enterprise Income Tax (EIT) rate**, while the company itself is exempt from BVI income tax[589](index=589&type=chunk)[590](index=590&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, resulting in unfavorable tax treatment for U.S. shareholders on distributions and gains from share sales[601](index=601&type=chunk) [Market Risk Disclosures](index=57&type=section&id=ITEM%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company's primary market risks are foreign exchange risk due to RMB/USD fluctuations impacting reported financial results, and commodity risk from reliance on bamboo charcoal, with no hedging instruments currently employed - The company is exposed to foreign exchange risk as its functional currency is RMB, with financial statements in USD, resulting in a currency translation **loss of $(4.2) million in 2023** and a **gain of $86,797 in 2024**[617](index=617&type=chunk)[619](index=619&type=chunk) - The company faces commodity risk from potential price increases of its primary raw material, bamboo charcoal, and does not use hedging instruments to manage this risk[620](index=620&type=chunk) [Controls and Procedures](index=58&type=section&id=ITEM%2015.%20CONTROLS%20AND%20PROCEDURES) As of December 31, 2024, management concluded that disclosure controls and internal control over financial reporting were ineffective due to material weaknesses including a lack of skilled personnel, inadequate approval procedures, and insufficient segregation of duties, with remediation plans underway - Management concluded that both disclosure controls and procedures and internal control over financial reporting were **not effective** as of December 31, 2024[625](index=625&type=chunk)[627](index=627&type=chunk) - Three material weaknesses were identified: 1) lack of skilled U.S. GAAP/SEC reporting personnel, 2) inadequate approval procedures for material transactions, and 3) lack of segregation of duties[628](index=628&type=chunk) - Remediation plans include recruiting an internal control manager, hiring additional professional staff or consultants, improving approval processes, and conducting training[632](index=632&type=chunk)[643](index=643&type=chunk) [Corporate Governance and Other Disclosures](index=59&type=section&id=ITEM%2016.%20CORPORATE%20GOVERNANCE%20AND%20OTHER%20DISCLOSURES) This section details corporate governance, including the designation of **Mengqi Liao** as an audit committee financial expert, audit fees paid to YCM CPA INC. (**$285,000 in FY2024**), adherence to BVI corporate law as a foreign private issuer, and the implementation of a cybersecurity risk management program Principal Accountant Fees (YCM CPA INC.) | Fee Type | 2024 | 2023 | | :--- | :--- | :--- | | Audit Fees | $285,000 | $280,000 | | Audit-Related Fees | $0 | $0 | | Tax Fees | $0 | $0 | | All Other Fees | $0 | $0 | - The Board has designated **Mengqi Liao** as the "audit committee financial expert"[634](index=634&type=chunk) - As a foreign private issuer, the company follows BVI corporate law instead of Nasdaq's shareholder approval requirements for certain equity issuances, such as those exceeding **20% of outstanding stock**[646](index=646&type=chunk) - The company has implemented a cybersecurity risk management process with Board oversight, reporting no material cybersecurity incidents to date[650](index=650&type=chunk)[652](index=652&type=chunk)[653](index=653&type=chunk) Financial Statements [Report of Independent Registered Public Accounting Firm](index=62&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) YCM CPA INC. issued an unqualified opinion on the consolidated financial statements, identifying the **evaluation of the reserve for financing receivables** as a Critical Audit Matter due to subjective judgments in assessing recoverability - The auditor, **YCM CPA INC.**, issued an unqualified (clean) opinion on the company's consolidated financial statements[673](index=673&type=chunk) - A Critical Audit Matter was identified concerning the "Evaluation of the reserve for financing receivables" due to the significant management judgment required to assess recoverability[677](index=677&type=chunk)[678](index=678&type=chunk) [Consolidated Financial Statements Analysis](index=63&type=section&id=Consolidated%20Financial%20Statements) The consolidated balance sheets show total assets increasing to **$143.0 million** in 2024, while the statement of operations reflects a **net loss of $3.6 million**, a significant downturn from 2023, despite **$4.0 million in positive operating cash flow** Consolidated Balance Sheet Highlights (in millions USD) | As of December 31, | 2024 | 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | $35.2 | $29.1 | | Accounts receivable, net | $32.6 | $41.8 | | Financing receivables, net | $43.1 | $42.5 | | **Total Assets** | **$143.0** | **$141.7** | | Total Current Liabilities | $11.8 | $17.6 | | **Total Liabilities** | **$14.7** | **$18.7** | | **Total Equity** | **$128.3** | **$123.0** | Consolidated Statement of Operations Highlights (in millions USD) | For the year ended Dec 31, | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Revenues | $42.9 | $44.6 | $53.0 | | Gross Profit | $8.9 | $9.7 | $10.1 | | Net (Loss) Income from Continuing Ops | $(2.5) | $6.9 | $4.0 | | Net Loss from Discontinued Ops | $(1.1) | $(1.9) | $(1.5) | | **Net (Loss) Income** | **$(3.6)** | **$5.0** | **$2.6** | Consolidated Statement of Cash Flows Highlights (in millions USD) | For the year ended Dec 31, | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Net cash from operating activities | $4.0 | $5.3 | $8.3 | | Net cash used in investing activities | $(1.9) | $(2.6) | $(45.0) | | Net cash from financing activities | $3.5 | $7.4 | $15.3 | | **Net increase (decrease) in cash** | **$6.1** | **$10.1** | **$(24.6)** | [Notes to Consolidated Financial Statements](index=66&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail the divestiture of the EV business as a discontinued operation, the **$43.1 million** in net financing receivables from the new factoring business, the impact of a convertible note and warrants on financial results, and the effects of multiple reverse stock splits - **Discontinued Operations**: The EV Business was sold on May 15, 2025, with historical results reclassified as discontinued operations, reporting a net loss of **$1.1 million for 2024**[761](index=761&type=chunk)[762](index=762&type=chunk)[765](index=765&type=chunk) - **Financing Receivables**: The company's factoring business resulted in net financing receivables of **$43.1 million** as of Dec 31, 2024, generating **$1.8 million** in net financing interest income in 2024[768](index=768&type=chunk) - **Convertible Note**: A convertible note with Streeterville Capital, subject to an exchange agreement, resulted in a **$0.5 million loss in 2024** from fair value adjustments, with portions converted into **8.9 million common shares**[780](index=780&type=chunk)[781](index=781&type=chunk)[782](index=782&type=chunk) - **Warrants**: Warrants issued in April 2024 are classified as liabilities and re-measured at fair value, causing a **$3.8 million non-cash loss** in the statement of operations for 2024[806](index=806&type=chunk)[810](index=810&type=chunk)[711](index=711&type=chunk) - **Stock Splits**: The company has executed several reverse stock splits, including a **1-for-40 split** effective February 13, 2025, with all share and per-share data retroactively adjusted[801](index=801&type=chunk)[802](index=802&type=chunk)

Company Overview - Tantech Holdings Ltd is a high-tech enterprise specializing in the production, research, and development of bamboo charcoal-based products with a robust domestic and international sales network [2] - Since 2017, the company has owned 70% of Shangchi Automobile, a vehicle manufacturer, and has expanded into manufacturing and selling vehicles [2] - Tantech established two subsidiaries in November 2020 to produce and sell electric vehicles, including street sweepers [2] - The company holds ISO 90000 and ISO 14000 certifications and has received various honors and awards for its products and research efforts [2] Recent Developments - On February 28, 2025, Tantech received confirmation from NASDAQ that it has regained compliance with the minimum bid price requirement under Listing Rule 5550(a)(2) [1]

LISHUI, China, Feb. 10, 2025 /PRNewswire/ -- Tantech Holdings Ltd (NASDAQ: TANH) ("Tantech" or the "Company"), announced today that the Company's Board of Directors approved on January 21, 2025 to effect a share consolidation of the Company's common shares at the ratio of one-for-forty with the marketplace effective date of February 13, 2025. The objective of the share consolidation is to enable the Company to regain compliance with NASDAQ ("Nasdaq") Marketplace Rule 5550(a)(2) and maintain its listing on N ...

LISHUI, China, Jan. 21, 2025 /PRNewswire/ -- Tantech Holdings Ltd (NASDAQ: TANH) ("Tantech" or the "Company") today announced that on January 16, 2025, its subsidiary, Gohomeway Group Inc., completed the registration of the "GOHOMEWAY" trademark in the United States. The registration, filed under application number 98967272, marks a significant milestone in the company's growth.The "GOHOMEWAY" trademark spans a wide range of categories, including wood flooring, engineered wood flooring, and other constructi ...

LISHUI, China, Jan. 16, 2025 /PRNewswire/ -- Tantech Holdings Ltd (NASDAQ: TANH) ("Tantech" or the "Company") today announced that its subsidiary, Gohomeway Group Inc., successfully completed its EU trademark registration application under a fast-track review status. The registered trademark, classified as a "graphic trademark containing textual elements," features the core text "GOHOMEWAY" in black and yellow as the primary color schemes. It will span multiple categories of goods and services under Gohomew ...

LISHUI, China, Jan. 15, 2025 /PRNewswire/ -- Tantech Holdings Ltd (NASDAQ: TANH) ("Tantech" or the "Company") today announced that on January 15, 2025, TANH's U.S. subsidiary, Gohomeway Group Inc., has been appointed Chair of the Home Furnishing Materials Committee under the American Chinese National Chamber of Commerce. This signifies Gohomeway's rising prominence in the U.S. home furnishing and building materials sector and underscores TANH's leadership in driving industry innovation.This appointment soli ...

[Unaudited Condensed Consolidated Financial Statements](index=1&type=section&id=Unaudited%20Condensed%20Consolidated%20Financial%20Statements) [Condensed Consolidated Balance Sheets](index=1&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20as%20of%20June%2030%2C%202024%20(Unaudited)%20and%20December%2031%2C%202023) Total assets slightly increased to $142.2 million driven by higher cash, while liabilities rose marginally due to new warrants Condensed Consolidated Balance Sheets | Account | June 30, 2024 (Unaudited) | December 31, 2023 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $34,196,461 | $29,091,098 | | Accounts receivable, net | $39,754,895 | $41,798,647 | | Total Current Assets | $117,971,350 | $115,670,579 | | Total Assets | $142,168,973 | $141,686,597 | | **Liabilities & Equity** | | | | Short-term bank loans | $0 | $2,264,812 | | Accounts payable | $6,513,874 | $2,309,283 | | Warrant liabilities | $2,208,668 | $0 | | Total Liabilities | $19,087,122 | $18,681,365 | | Total Stockholders' Equity | $123,081,851 | $123,005,232 | [Unaudited Condensed Consolidated Statements of Operation and Comprehensive Loss](index=2&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operation%20and%20Comprehensive%20Loss%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202024%20and%202023) Revenue grew 9.0% to $21.5 million, but net income fell 35.0% to $1.3 million due to higher expenses and warrant liability losses - Key factors impacting net income included a **$1,005,593 gain from the disposal of a subsidiary** and an **$850,294 loss from the change in fair value of warrant liabilities** in 2024, compared to a $290,267 subsidy income in 2023[6](index=6&type=chunk) Unaudited Condensed Consolidated Statements of Operation | Metric | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Revenues | $21,526,587 | $19,741,709 | | Gross Profit | $4,802,629 | $4,054,830 | | Income from operations | $1,712,488 | $1,893,848 | | Net income attributable to common shareholders | $1,306,778 | $2,011,244 | | Basic EPS | $0.23 | $1.06 | | Diluted EPS | $0.21 | $1.06 | [Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity](index=3&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202024%20and%202023) Stockholders' equity remained stable at $123.1 million as net income was offset by a negative foreign currency translation adjustment - Key activities affecting equity in H1 2024 included the issuance of common shares and pre-funded warrants raising approximately **$284,000**[8](index=8&type=chunk) - Conversion of a convertible note added **$909,000** to capital[8](index=8&type=chunk) - Net income contributed **$1.1 million**[8](index=8&type=chunk) - A significant foreign currency translation adjustment reduced equity by **$2.2 million**[8](index=8&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202024%20and%202023) Operating cash flow turned positive at $4.4 million due to working capital changes, leading to a $5.1 million net increase in cash - The significant positive swing in operating cash flow was primarily driven by a **$4.6 million increase in accounts payable**[9](index=9&type=chunk) Unaudited Condensed Consolidated Statements of Cash Flows | Cash Flow Activity | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $4,445,522 | $(901,876) | | Net cash used in investing activities | $(900,070) | $(1,397,446) | | Net cash provided by financing activities | $1,488,834 | $8,509,635 | | **Net increase in cash** | **$5,100,208** | **$5,760,061** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=5&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section details accounting policies, divestitures, liabilities, related-party transactions, contingencies, and segment performance [Note 1 - Organization and Nature of Business](index=5&type=section&id=Note%201%20-%20Organization%20and%20Nature%20of%20Business) The Group operates in bamboo products, electric and non-electric vehicles, and mining exploration, primarily through subsidiaries in China - The Group's main business activities are the R&D, production, and distribution of **bamboo products**[10](index=10&type=chunk) - The Group also manufactures and sells **electric and non-electric vehicles**[10](index=10&type=chunk) - A third business line involves investment in **mining exploration**[10](index=10&type=chunk) [Note 2 - Summary of Significant Accounting Policies](index=6&type=section&id=Note%202%20-%20Summary%20of%20Significant%20Accounting%20Policies) The company follows U.S. GAAP, uses Level 3 inputs for fair value measures, and faces significant customer and supplier concentration risks - The company measures its convertible note and warrant liabilities at fair value on a recurring basis using **significant unobservable inputs (Level 3)**, specifically the Monte Carlo Simulation Model[23](index=23&type=chunk)[25](index=25&type=chunk) - The Group has significant customer concentration, with **three major customers accounting for 68% of total sales** in H1 2024[48](index=48&type=chunk) - The Group also has significant supplier concentration, with **two major suppliers accounting for 50% of total purchases** in H1 2024[50](index=50&type=chunk) [Note 3 - Divestitures](index=12&type=section&id=Note%203%20-%20Divestitures) The Group sold its Tantech Charcoal subsidiary in March 2024, resulting in a gain of approximately $1.0 million - The Group disposed of its subsidiary, Tantech Charcoal, in March 2024, recognizing a **gain of $1,005,593**[57](index=57&type=chunk) [Note 4 - Accounts Receivable, net](index=12&type=section&id=Note%204%20-%20Accounts%20Receivable%2C%20net) Net accounts receivable decreased to $39.8 million, with the allowance for credit losses reduced due to a significant write-off Accounts Receivable, net | Account | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Accounts receivable | $43,777,466 | $46,562,210 | | Allowance for credit losses | $(4,022,571) | $(4,763,563) | | **Accounts receivable, net** | **$39,754,895** | **$41,798,647** | [Note 5 – Inventory, net](index=13&type=section&id=Note%205%20%E2%80%93%20Inventory%2C%20net) Total inventory decreased from $1.2 million to $0.9 million, driven by reductions in work in process and finished goods Inventory, net | Category | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Raw materials | $491,021 | $539,916 | | Work in process | $442,981 | $663,789 | | Finished products | $0 | $31,871 | | **Total Inventory** | **$934,002** | **$1,235,576** | [Note 6 – Advances to Suppliers, net](index=13&type=section&id=Note%206%20%E2%80%93%20Advances%20to%20Suppliers%2C%20net) Net advances to suppliers decreased significantly from $212,284 to $81,741 during the first half of 2024 Advances to Suppliers, net | Account | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Advances to suppliers, net** | **$81,741** | **$212,284** | [Note 7 - Financing Receivable, net](index=13&type=section&id=Note%207%20-%20Financing%20Receivable%2C%20net) The factoring financing business maintained a stable receivable balance of $42.4 million but saw a decline in interest income - The financing receivables are secured by pledged accounts receivable and generally have a term of **12 months with an annual interest rate of 6.5%**, which can be extended for another 12 months at 4.8%[62](index=62&type=chunk) Net Financing Interest Income | Metric | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Net financing interest income | $860,149 | $1,206,998 | [Note 8 - Leases](index=14&type=section&id=Note%208%20-%20Leases) Right-of-use assets and operating lease liabilities both decreased dramatically to below $40,000 in the first half of 2024 Lease Assets and Liabilities | Account | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Right-of-use assets, net | $32,310 | $1,232,323 | | Total operating lease liabilities | $36,438 | $1,236,548 | [Note 9 - Short-term Bank Loans](index=14&type=section&id=Note%209%20-%20Short-term%20Bank%20Loans) The Group eliminated its $2.26 million short-term bank loan through the divestiture of a subsidiary - The company eliminated its **$2.26 million short-term bank loan** through the disposition of its subsidiary, Tantech Charcoal[66](index=66&type=chunk) [Note 10 – Convertible note](index=15&type=section&id=Note%2010%20%E2%80%93%20Convertible%20note) A convertible note was partially converted, its balance increased due to share price drops, and it was later exchanged post-period - The June 2023 Note was partially converted into **796,666 common shares** in H1 2024[70](index=70&type=chunk) - A compensation of **$610,227 was added to the note's balance** due to a significant drop in the company's share price[71](index=71&type=chunk) - Subsequent to the reporting period, on September 5, 2024, the June 2023 Note was cancelled and exchanged for a **new promissory note with a principal amount of $1,525,213**[72](index=72&type=chunk) [Note 11 - Related Party Balances and Transactions](index=16&type=section&id=Note%2011%20-%20Related%20Party%20Balances%20and%20Transactions) The Group holds unsecured, interest-free balances totaling $981,127 due to its Chairman and CEO for working capital purposes Due to Related Parties | Due to Related Party | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Mr. Zhengyu Wang and his affiliates | $833,555 | $756,965 | | Mr. Wangfeng Yan, and his affiliates | $147,572 | $146,502 | | **Total** | **$981,127** | **$903,467** | [Note 12 - Commitments and Contingencies](index=16&type=section&id=Note%2012%20-%20Commitments%20and%20Contingencies) The Group has accrued a liability of approximately $2.0 million, including interest, related to a lawsuit from a former manager - The company has a legal contingency from a lawsuit, resulting in an **accrued liability of approximately $2.0 million** (RMB 14.55 million) including principal and interest[80](index=80&type=chunk) [Note 13 - Stockholders' Equity](index=17&type=section&id=Note%2013%20-%20Stockholders%27%20Equity) A 2024 private placement led to a dramatic increase in outstanding warrants, which are classified as derivative liabilities - In April 2024, the company completed a private placement of **4.2 million units at $0.50 per unit**, with each unit comprising a common share (or pre-funded warrant), two Series A warrants, and one Series B warrant[85](index=85&type=chunk) - The warrants issued in the April 2024 Private Placement are accounted for as **derivative liabilities measured at fair value, totaling $2,208,668** as of June 30, 2024[89](index=89&type=chunk) - The number of outstanding warrants increased from 25,250 at year-end 2023 to **8,875,250 at June 30, 2024**, primarily due to the April 2024 private placement[90](index=90&type=chunk) [Note 14 - Non-controlling Interests](index=19&type=section&id=Note%2014%20-%20Non-controlling%20Interests) The non-controlling interest balance of ($2.91 million) represents a 30% outside equity stake in the Shangchi Automobile subsidiary - The non-controlling interest represents a **30% equity stake** in Shangchi Automobile and its subsidiary, held by an outside party[17](index=17&type=chunk)[93](index=93&type=chunk) [Note 15 - Segment Information](index=19&type=section&id=Note%2015%20-%20Segment%20Information) The Consumer Products segment drives the business with $21.5 million in revenue, while the EV segment remains minimal and unprofitable - Geographically, **$20.9 million of the $21.5 million in total revenue** for H1 2024 came from China[94](index=94&type=chunk) Segment Performance (H1 2024) | Segment (H1 2024) | Revenue | Segment Profit (Loss) | | :--- | :--- | :--- | | Consumer Products | $21,484,736 | $1,782,209 | | Electric Vehicles (EV) | $41,851 | $(674,169) | | **Total** | **$21,526,587** | **$1,108,040** | [Note 16 - Subsequent Events](index=20&type=section&id=Note%2016%20-%20Subsequent%20Events) Post-period, the company raised $2.0 million in gross proceeds through a new unsecured promissory note - On August 1, 2024, the Company issued a new unsecured promissory note for **$2.0 million in gross proceeds**[99](index=99&type=chunk)

Company Overview - Tantech Holdings Ltd is a high-tech enterprise specializing in bamboo charcoal-based products with a decade of experience in production, research, and development [2] - The company has a well-established domestic and international sales and distribution network [2] - Tantech acquired 70% of Shangchi Automobile in 2017, enabling it to manufacture and sell vehicles [2] - The company established two new subsidiaries in November 2020, Lishui Smart New Energy Automobile Co Ltd and Zhejiang Shangchi New Energy Automobile Co Ltd, to produce and sell street sweepers and other electric vehicles [2] - Tantech is fully ISO 90000 and ISO 14000 certified and has received numerous national, provincial, and local honors, awards, and certifications for its products and scientific research efforts [2] - The company's subsidiary, First International Commercial Factoring (Shenzhen) Co Ltd, is engaged in commercial factoring for businesses in and related to its supply chain [2] Market Expansion - Tantech's US subsidiary, Gohomeway Group Inc, signed an annual purchase agreement with Heidi Enterprise Group for the period of January 2025 to December 2025 [1] - Under the agreement, Heidi Enterprise Group will procure flooring products worth $400,000 to $500,000 monthly, totaling $5 million annually, from Gohomeway Group Inc [1] - This agreement marks a milestone in Tantech's successful expansion into the US market [6] - Tantech's CEO, Wangfeng Yan, emphasized the company's commitment to market growth in the US and plans to establish a robust market ecosystem, including a comprehensive distribution network and franchise system through Gohomeway Group Inc [6]

LISHUI, China, Dec. 16, 2024 /PRNewswire/ -- Tantech Holdings Ltd (NASDAQ: TANH) ("Tantech" or the "Company") today announced that Tantech has established two subsidiaries in the United States, Gohomeway Inc and Gohomeway Group Inc. The new companies aim to support the Company's growing demand for overseas business, increase its presence in the green building materials sector, and expand its operations in this field. Since its focus on the development of formaldehyde-removal carbon products for construction ...