Core Viewpoint - U Power Limited will present at the OTC Markets AI & Technology Investor Conference on February 19, 2026, and will host one-on-one meetings with investors from February 19-24, 2026 [1] Company Overview - U Power Limited is a provider of AI-integrated solutions for next-generation energy grids and intelligent transportation systems [1] - The company has evolved from being a distributor of battery-swapping station models to offering comprehensive AI-integrated energy solutions that connect electric vehicles (EVs) with advanced energy infrastructure [1] - U Power's proprietary modular battery-swapping technology, UOTTA™, is a key component of its offerings [1] Technological Advancements - U Power is focused on building intelligent ecosystems that integrate resilient AI-driven solutions, transforming EVs into dynamic energy assets [1] - The company's solutions are designed to support autonomous EV driving, optimize energy replenishment efficiency, and enable peak and off-peak energy load balancing [1]

Core Viewpoint - U Power Limited has successfully launched a regulatory compliant tokenized real-world assets (RWA) initiative on the BNB Chain, marking a significant step in its strategy to integrate blockchain technology with energy assets [1][6]. Group 1: Business Expansion and Strategy - The initiative represents a new phase in U Power's battery swapping business, starting in Southern Europe and expanding to Southeast Asia, Hong Kong SAR, and South America [2]. - U Power is deploying AI-driven battery-swapping and dynamic energy asset management systems for commercial electric vehicle (EV) fleets, aiming for scalable growth within regulatory frameworks [2][3]. - A strategic joint venture with FTT Holding Company LLC will see an investment of up to $50 million to support battery swapping infrastructure in Southern Europe [4]. Group 2: Technology and Innovation - The tokenization of assets linked to U Power's battery-swap stations will utilize its proprietary UOTTA™ modular technology, which is already generating revenue in China and Southeast Asia [4]. - The application of tokenization technology aims to connect dynamic energy assets to digital systems, facilitating broader participation in emerging energy ecosystems [5]. - U Power is at the forefront of the Web3.0 transformation in EV infrastructure, enhancing transparency and access to investment opportunities in energy assets through compliant RWA frameworks [6]. Group 3: Future Outlook - U Power plans to continue exploring innovative technologies that enhance the efficiency and scalability of energy systems, believing in the convergence of AI, physical infrastructure, and digital asset frameworks for sustainable transportation [7].

Macroeconomic and Market Analysis - The central economic work conference emphasizes that expanding domestic demand is the top priority for next year [1][4] - Domestic demand has remained stable this year, contributing 71% to economic growth in the first three quarters, with effective consumption policies showing significant results [1][4] - However, there has been a recent slowdown in consumption and investment growth, indicating the need for continued efforts to boost domestic demand [1][4] Important Announcements from Listed Companies - Vanke announced a proposal to extend the principal repayment date of its fourth tranche of medium-term notes for 2022 by 12 months to December 15, 2026, with interest of 60 million yuan due on December 15, 2025, to be paid within a grace period [2][5] - During the grace period, unpaid principal will accrue interest at 3.00%, while unpaid interest will not accrue additional interest, and the coupon rate will remain unchanged at 3.00% [2][5] - After the market close on December 16, several companies disclosed shareholding changes, with some increasing their holdings and others, including Ningbo Color Masterbatch and Huashu Co., announcing reductions [2][5] Peripheral Markets and Related Assets - On Tuesday, U.S. stock indices showed mixed results, with the Dow Jones down 0.62%, the Nasdaq up 0.23%, and the S&P 500 down 0.24% [3][6] - Major tech stocks mostly rose, with Tesla gaining 3.07% and reaching a new closing high, while Qualcomm fell over 1% [3][6] - The Nasdaq Golden Dragon China Index fell 0.34%, with notable declines in companies like Zhongjin Medical and Kandi Technologies [7] - International oil prices saw WTI crude oil drop 3% to below $55 per barrel, currently at $54.97, while Brent crude fell 2.58% below $59 per barrel [7]

Core Viewpoint - U Power Limited has signed a Letter of Intent with FTT Holding Company to establish a strategic Joint Venture aimed at expanding its operations in Southern Europe, with FTT Holding committing up to $50 million to support this initiative [1][2]. Group 1: Joint Venture and Investment - FTT Holding plans to invest up to $50 million into the Joint Venture, which will support U Power's growth initiatives, including smart EV charging and next-generation energy infrastructures [2]. - U Power has also entered into a Share Subscription Agreement with FTT Holding for a private placement of up to $10 million in Class A ordinary shares, which will be issued at a premium to the current trading price and includes a 39-month lock-up period [3]. Group 2: Company Strategy and Vision - The investment from FTT Holding is seen as a strategic step to strengthen the partnership and enhance combined capabilities, with expectations that it will support key shared programs and facilitate expansion in Europe [4]. - U Power aims to evaluate additional opportunities to enhance shareholder value and build long-term returns for investors [4]. Group 3: Company Overview - U Power is a provider of AI-integrated energy solutions that connect electric vehicles with advanced energy infrastructure, optimizing mobility and grid performance [6]. - The company has evolved from a distributor of battery-swapping stations to a provider of comprehensive AI-driven solutions for energy grids and transportation systems [6][7].

Core Insights - U Power Limited has made significant strides in advancing its battery-swapping technology and expanding its international presence in 2025, aiming to revolutionize the electric vehicle ecosystem [1][2][4] Business Performance - In the first half of 2025, U Power reported a 34.4% year-over-year increase in net revenues, driven by growing demand for its UOTTA green transportation solutions [9] - The company anticipates further financial performance improvements in the second half of 2025 and into 2026, supported by strategic partnerships and market expansion efforts [10] Global Expansion - U Power has successfully expanded its battery-swapping operations beyond China into various international markets, adapting solutions to local transportation needs and infrastructure [4][5] - The company has initiated partnerships in regions like Peru, Hong Kong, Thailand, and Southern Europe to enhance its service offerings and integrate its technology into local transportation systems [11][14][15] Technology and Product Development - U Power has focused on refining its modular battery-swapping platform, improving speed, compatibility, and cloud-based monitoring capabilities to enhance operational efficiency [7][8] - The advancements in technology are expected to strengthen U Power's position as an innovator in EV infrastructure, enabling faster and more sustainable mobility solutions [8] Future Outlook - Looking ahead to 2026, U Power aims to scale its international footprint, deepen strategic collaborations, and advance next-generation energy storage technologies, positioning itself for continued growth and innovation in the electric mobility sector [13]

Core Insights - U Power Limited reported a significant increase in net revenues and gross profit for H1 2025, indicating strong operational execution and strategic progress in the growing demand for sustainable transportation solutions [1][2][5]. Financial Performance - Total net revenues for H1 2025 were RMB 17.7 million (approximately $2.5 million), a 34.4% increase from RMB 13.2 million in H1 2024 [5][6]. - Gross profit surged to RMB 8.4 million (around $1.2 million), reflecting a 551.5% increase from RMB 1.3 million in H1 2024, with a gross margin improvement to 47.3% from 9.8% [6][7]. - Operating expenses decreased by 6.6% to RMB 25.9 million (about $3.6 million) compared to RMB 27.7 million in H1 2024, primarily due to lower general and administrative expenses [7][13]. - The net loss for H1 2025 was RMB 27.4 million (approximately $3.8 million), slightly higher than the net loss of RMB 26.5 million in H1 2024 [7][8]. Cash and Assets - Cash and cash equivalents stood at RMB 22.7 million ($3.2 million) as of June 30, 2025, a decrease from RMB 23.4 million at the end of 2024 [8][9]. - Total assets increased to RMB 396.0 million ($55.3 million) from RMB 385.7 million at the end of 2024, while total liabilities rose to RMB 69.1 million ($9.6 million) from RMB 64.7 million [9][10]. Market Strategy and Growth - The company is focusing on expanding its international customer base, with strategic partnerships established to enhance brand visibility and service offerings in overseas markets since 2023 [2][3]. - U Power is actively deepening its ecosystem through partnerships aimed at deploying battery-swapping compatible vehicles and station networks, leveraging its Energy Service Provider (ESP) model [3][10]. - The company is also engaging in Web3.0 initiatives, including Real-World Asset tokenization, to create new growth opportunities in the EV battery swapping sector [3][4]. Recent Developments - U Power inaugurated Hong Kong's first smart battery-swapping station in June 2025 and plans to build 50 more stations [18]. - The company delivered Southeast Asia's first battery swapping taxi fleet in Thailand and signed agreements to deploy battery-swapping vehicles in various markets, including Singapore and Portugal [18][18].

Financial Performance - Total net revenues increased by 34.5% from RMB 13,190 thousand in 2024 to RMB 17,729 thousand in 2025[7] - Gross profit surged to RMB 8,391 thousand in 2025, compared to RMB 1,288 thousand in 2024, reflecting a significant improvement in profitability[7] - Operating loss decreased from RMB 26,396 thousand in 2024 to RMB 17,460 thousand in 2025, indicating better operational efficiency[7] - Net loss attributable to the Company's shareholders decreased from RMB 23,525 thousand in 2024 to RMB 22,000 thousand in 2025, indicating a slight improvement in financial performance[7] - Basic and diluted loss per share improved from RMB 7.42 in 2024 to RMB 5.79 in 2025, reflecting reduced losses per share[7] - For the six months ended June 30, 2025, U Power Limited reported a net loss of RMB 27,402, which is a 3.33% increase from the net loss of RMB 26,516 in the same period of 2024[11] - The Group recorded a loss before income taxes of RMB 27,076 (US$ 3,781) for the six months ended June 30, 2025, compared to RMB 26,516 in 2024[131] - The net loss attributable to the Company's ordinary shareholders for the six months ended June 30, 2025, was RMB 22,000 (US$ 3,073), compared to RMB 23,525 in 2024[140] Cash Flow and Liquidity - Cash and cash equivalents slightly decreased from RMB 23,435 thousand as of December 31, 2024, to RMB 22,697 thousand as of June 30, 2025[5] - Total current assets rose from RMB 105,075 thousand in December 2024 to RMB 140,418 thousand in June 2025, showing strong liquidity position[5] - The net cash used in operating activities for the first half of 2025 was RMB 35,934, compared to RMB 31,774 in the first half of 2024, indicating a 12.5% increase in cash outflow[11] - Cash and cash equivalents at the end of the period decreased to RMB 22,997 from RMB 40,515 at the end of June 2024, representing a decline of 43.5%[11] - The Group's cash and cash equivalents as of June 30, 2025, were RMB 22,997 (US$3,210), with restricted cash of RMB 300 (US$42)[92] - The Group's primary source of liquidity has historically been cash generated from business operations, bank loans, and equity contributions[91] Assets and Liabilities - Total liabilities increased from RMB 64,734 thousand in December 2024 to RMB 69,052 thousand in June 2025, reflecting a rise in current liabilities[5] - Shareholders' equity grew from RMB 320,980 thousand in December 2024 to RMB 326,973 thousand in June 2025, demonstrating a stable equity position[5] - As of June 30, 2025, accounts receivable amounted to RMB 19,963, with an allowance for expected credit losses of RMB 1,607, resulting in a net accounts receivable of RMB 18,356[100] - The total inventory as of June 30, 2025, was RMB 12,980, which includes raw materials of RMB 5,166 and finished goods of RMB 7,780[102] - Advances to suppliers as of June 30, 2025, were RMB 14,251, with an allowance for expected credit losses of RMB 4,443, leading to a net balance of RMB 9,808[103] - Other current assets totaled RMB 31,212 as of June 30, 2025, including value-added tax recoverable of RMB 8,816 and loans to third parties of RMB 20,320[104] - Property, plant, and equipment net value as of June 30, 2025, was RMB 8,647, with accumulated depreciation of RMB 11,137[107] - The Group's long-term investments totaled RMB 134,026 (US$ 18,709), with an impairment provision of RMB 10,503 (US$ 1,466) recorded for equity investments[112] Revenue and Sales - Total revenues for the six months ended June 30, 2025, were RMB 17,729 thousand (US$ 2,475 thousand), representing a 34.3% increase from RMB 13,190 thousand in the same period of 2024[53] - Revenue from product sales increased to RMB 13,899 thousand (US$ 1,940 thousand) in 2025, accounting for 78.4% of total revenues, compared to RMB 12,389 thousand in 2024, which was 93.9% of total revenues[53] - The Group's sourcing services generated RMB 2,812 thousand (US$ 393 thousand) in revenue for the six months ended June 30, 2025, a significant increase from RMB 75 thousand in 2024[53] - Battery-swapping services contributed RMB 1,018 thousand (US$ 142 thousand) to total revenues in 2025, compared to RMB 726 thousand in 2024, showing growth in this segment[53] Investments and Financing - The company raised approximately US$13,002 from its IPO in April 2023 by issuing 2,416,667 ordinary shares[18] - In December 2023, U Power Limited issued an additional 718,973 ordinary shares, generating net proceeds of approximately US$9,000[19] - The Group received an additional capital injection of RMB 33,397 (US$4,662) to support its operations and expansion plans[93] - The Group recorded an investment loss of RMB 118 from Huzhou Zheyou for the period ending June 30, 2025, reflecting ongoing challenges in the new energy sector[112] - The Group's equity interest in UNEX EV B.V. was recorded at 9%, with an investment loss of RMB 48 noted for the period ending June 30, 2025[112] Legal and Contingencies - The company is facing a demand to return financial support funds amounting to RMB 9,887, plus interest of RMB 1,483, related to a cooperative investment agreement in the new energy vehicle sector[154] - A claim has been filed against the company for an outstanding debt of RMB 5,800 due to a failure to complete an equity transfer by the deadline of May 31, 2025[157] - The company is involved in a lawsuit regarding unpaid rent of RMB 7,608 and liquidated damages of RMB 619, with the case heard on September 12, 2025[159] - A settlement agreement requires the company to pay outstanding compensation of RMB 892 related to a battery lease agreement[158] - The company has provided guarantees totaling RMB 5,869, with a remaining balance of RMB 2,003 as of the date of the annual report[156] - A contingency provision of RMB 3,000 was accounted for as of June 30, 2025[155] - The company is negotiating an out-of-court settlement regarding a debt-to-equity swap agreement, with the primary objective being the transfer of creditor's rights[157] - The company maintains that it has not triggered any default clauses in its contracts, thus not obligated to pay certain claims[148] - The likelihood of the company being required to repay the judgment in the debt-to-equity swap case is deemed not probable, negating the need for liability recognition[157] Operational Efficiency and Management - The company has undertaken a reorganization to streamline its operations and enhance its market presence, with subsidiaries incorporated in various regions including the PRC and British Virgin Islands[13][14] - The Group's research and development expenses are focused on enhancing UOTTA technology and new product development[64] - The Group's PRC-based subsidiaries received government subsidies for specific purposes, such as product development[67] - The Group's management believes that existing cash and anticipated cash flow from operations will be sufficient to meet cash needs for the next 12 months[93] - The Group's sales and marketing expenses include compensation to selling personnel, travel costs, and advertising expenses, which are essential for driving revenue growth[63]

Core Insights - U Power Limited has signed an initial sales agreement with Treep Mobility Group S.A.C. to accelerate the transition from fuel-powered vehicles to electric vehicles (EVs) [1] Company Overview - U Power Limited specializes in AI-powered solutions for next-generation energy grids and intelligent transportation systems [1] - The company utilizes its proprietary UOTTATM electric vehicle battery-swapping technology [1] Industry Context - The partnership with Treep Mobility Group signifies a strategic move towards enhancing EV infrastructure and promoting sustainable transportation solutions [1]

As filed with the U.S. Securities and Exchange Commission on August 19, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 U Power Limited (Exact name of Registrant as specified in its charter) | Cayman Islands 5500 | Not applicable | | --- | --- | | (State or other jurisdiction of (Primary Standard Industrial | (I.R.S. Employer | | incorporation or organization) Classification Code Number) | Ide ...

Core Viewpoint - U Power Limited has signed a Memorandum of Understanding (MOU) with SAIC Hongyan and UNEX EV to deploy battery-swapping compatible electric heavy trucks in Thailand, addressing the demand for green and sustainable transportation solutions in the logistics industry [1][2]. Group 1: Partnership Details - The collaboration involves deploying 3,000 electric heavy-duty tractors for long-haul transportation and 1,200 electric heavy-duty port-specific short-distance trucks in Thailand [2]. - U Power will lead the development and manufacture of battery-swapping stations and provide operational services, while UNEX EV will adapt SAIC Hongyan's heavy trucks for battery swapping and promote sales in Thailand [3]. - SAIC Hongyan will supply heavy truck prototypes and provide technical support to ensure compatibility with U Power's battery-swapping stations [3]. Group 2: Market Focus and Expansion - The initiative aims to promote the adoption of green commercial heavy trucks in Thailand, focusing on major highway transportation enterprises and container port operators [4]. - The partnership is exploring expansion opportunities into additional markets, including Southeast Asia, Latin America, Europe, Hong Kong SAR, and Macau SAR [2]. Group 3: Strategic Insights - The collaboration reflects a shared commitment to accelerating the shift toward zero-emission logistics, with a focus on creating a scalable and sustainable heavy truck electrification model [5]. - U Power has previously launched Southeast Asia's first operational smart battery-swapping station in Phuket, Thailand, and aims to enhance its presence in the Thailand market [5].