Core Viewpoint - U Power Limited has signed a Memorandum of Understanding (MOU) with NV Gotion Co., LTD to develop battery-swapping solutions and battery-bank operations for electric vehicles (EVs) in Thailand and Southeast Asia [1][2][4]. Company Overview - U Power Limited specializes in electric vehicle battery-swapping solutions and is transitioning towards becoming a smart energy grid solutions provider [1][7]. - The company utilizes its proprietary modular battery-swapping technology, UOTTA™, to manufacture and sell various models of battery-swapping stations and provides battery-swapping services [6]. Strategic Partnership - The MOU establishes a strategic partnership between U Power and NV Gotion to develop battery modules and packs for a range of EVs, including two- and three-wheelers, pickup trucks, vans, light-duty trucks, and heavy-duty trucks [2]. - The partnership aims to create a battery-swapping infrastructure in Thailand and develop comprehensive battery-bank operations, including battery leasing and vehicle-to-grid (V2G) solutions [2][4]. Market Positioning - U Power has previously signed several MOUs and joint ventures to create a network of battery-swapping stations strategically located at fueling stations across Thailand [3]. - The company is focused on addressing the growing demand for reliable EV battery supplies in Southeast Asia, leveraging NV Gotion's vertically integrated battery manufacturing capabilities [4][5]. Future Outlook - U Power is investing in next-generation technologies to build intelligent ecosystems that integrate AI-driven solutions, transforming EVs into dynamic energy assets [7].

Core Insights - U Power Limited has officially entered the Singapore market by signing an Electric Service Provider (ESP) agreement to deploy UOTTA smart battery-swapping stations and facilitate the sale of compatible electric vehicles (EVs) [1][2][4] Group 1: Market Entry and Partnerships - The ESP agreement marks U Power's second market entry, following its first agreement in Macau in June 2025 [2] - The local ESP partner will handle the promotion, installation, and maintenance of UOTTA battery-swapping stations, as well as the sale and after-sale maintenance of compatible passenger cars and commercial vans [2][3] Group 2: Sales and Operations - Over the next three years, the ESP partner plans to purchase and sell approximately 5,000 compatible battery-swapping vehicles and retrofit 300 existing MG EP taxis into battery-swapping compatible EVs [3] - The ESP partner will also operate U Power's UOTTA battery-swapping stations and provide battery-swapping services for the vehicles sold [3] Group 3: Company Strategy and Vision - The CEO of U Power expressed excitement about expanding the company's global footprint and establishing a mature battery-swapping ecosystem in Southeast Asia [4] - U Power aims to replicate its ESP model to capture market share by collaborating with reputable local partners [4] Group 4: Technology and Services - U Power is a provider of comprehensive EV battery-swapping solutions using its proprietary UOTTA technology [5] - The company is investing in next-generation technologies to become a comprehensive solutions provider for smart energy grids, integrating AI-driven solutions to transform EVs into dynamic energy assets [6]

Core Insights - U Power Limited has signed a Memorandum of Understanding (MOU) with Beijing Foton International Trade Co., Ltd. to promote battery-swapping compatible electric heavy trucks, buses, and vans in Southeast Asia, South America, Hong Kong SAR, and Macau SAR markets [1][2] - The partnership aims to enhance U Power's OEM partner base and accelerate the establishment of a comprehensive battery-swapping ecosystem [3] Company Overview - U Power is a provider of electric vehicle (EV) battery-swapping solutions, utilizing its proprietary modular battery-swapping technology, UOTTA™ [5] - The company is focused on becoming a smart energy grid solutions provider by investing in next-generation technologies and building intelligent ecosystems [6] Beijing Foton Overview - Beijing Foton is a leading commercial vehicle manufacturer in China, responsible for the export of Foton Motor's automotive products, having exported 153,000 new energy vehicles in 2024 [4] - The company has made significant R&D investments in core EV technologies and aims to strengthen its global presence through partnerships like the one with U Power [4]

Core Insights - U Power Limited has signed its first agreement with an Electric Service Provider (ESP) in Macau to deploy UOTTA battery-swapping stations and sell compatible electric vehicles [1][4] - The ESP will handle the installation and maintenance of the battery-swapping stations and cabinets, while U Power will collaborate with the ESP to facilitate sales and after-sale maintenance of battery-swapping vehicles [2][3] - Over the next three years, the ESP partner anticipates purchasing approximately 600 four-wheeled and 5,000 two-wheeled battery-swapping vehicles [3] Company Overview - U Power is a provider of electric vehicle (EV) battery-swapping solutions, utilizing its proprietary UOTTA technology [5] - The company manufactures and sells various models of UOTTA battery-swapping stations and offers battery-swapping services for vehicle drivers [5][6] - U Power aims to become a comprehensive solutions provider for smart energy grids, investing in next-generation technologies to create intelligent ecosystems [6]

Core Insights - U Power Limited has launched its Battery-Bank initiative and Battery-Token solution, leveraging Web 3.0 blockchain and token-based economics to transform electric vehicles (EVs) into dynamic energy assets [1][2][3] Company Overview - U Power is a provider of comprehensive EV battery-swapping solutions, utilizing its proprietary modular battery-swapping technology, UOTTA™ [4] - The company manufactures and sells various models of UOTTA battery-swapping stations and offers battery-swapping services for vehicle drivers [4] Strategic Vision - U Power aims to become a comprehensive solutions provider for smart energy grids by investing in next-generation technologies and building intelligent ecosystems that integrate resilient AI-driven solutions [5] - The company is focused on creating a sustainable carbon-zero energy storage ecosystem across multiple markets, including Hong Kong SAR, Singapore, Macau SAR, Peru, Mexico, and Portugal [3]

Core Insights - U Power Limited has inaugurated Hong Kong's first smart battery-swapping station, which is a zero-carbon facility connected to a Battery-Bank, showcasing its commitment to sustainable energy solutions [1] - The company plans to construct a total of 55 smart battery-swapping stations in Hong Kong to support the electrification of the taxi fleet and promote sustainable urban transportation [2][3] - U Power is introducing Battery-Token, a blockchain-based solution that incentivizes users to participate in carbon reduction activities by earning tokens with each battery swap [6] Company Overview - U Power is a provider of electric vehicle (EV) battery-swapping solutions, utilizing its proprietary UOTTA™ technology to manufacture and sell various models of battery-swapping stations [5] - The company aims to become a comprehensive solutions provider for smart energy grids, focusing on intelligent battery swapping, green EV operations, and carbon reduction activities [6] Strategic Partnerships and Expansion - U Power is establishing Memorandums of Understanding (MOUs) with partners in Hong Kong, Macau, and Singapore to expand its battery-swapping ecosystem, with plans to sell and service a significant number of battery-swapping vehicles and operate multiple stations in these regions [3][4] - The company is collaborating with the Hong Kong Taxi Drivers & Operators Association to promote the electrification of taxis and the adoption of battery swapping, ensuring safety and performance [6]

Core Viewpoint - U Power Limited aims to become a smart energy grid solutions provider by leveraging its UOTTA battery-swapping technology and expanding its business through strategic partnerships and innovative solutions [1][11]. Recent Business Developments - The company reported a total revenue of $6.2 million for the full year 2024, marking a 124% increase compared to 2023, and sold 12 battery-swapping stations during the same period [2]. - U Power has established partnerships in Thailand, Portugal, Hong Kong, Peru, and Mexico to promote UOTTA battery-swapping services and is collaborating with major EV manufacturers in these regions [3]. - The company holds 46 issued patents and has 18 pending patent applications, enhancing its technological capabilities [4]. Growth Strategy for 2025 and Beyond - U Power's strategy focuses on two main pillars: leveraging existing battery-swapping technology to build a UOTTA-centered ecosystem and investing in next-generation technologies to develop comprehensive solutions for EV manufacturers and drivers [5][6]. - Plans include incorporating UOTTA into more EVs, accelerating international rollout through partnerships, and investing in technology innovation, including an AI-based data management cloud platform [8]. - The introduction of "Battery Bank" solutions and "Commercial Energy Storage" solutions aims to enhance battery lifecycle performance and support energy storage needs [9]. Company Overview - U Power Limited is a provider of electric vehicle battery-swapping solutions using its proprietary UOTTA technology, which includes manufacturing and selling various models of battery-swapping stations and providing related services [10].

Company Overview - U Power Limited is a provider of comprehensive electric vehicle (EV) battery-swapping solutions, aiming to become a smart energy grid solutions provider [6] - The company utilizes its proprietary modular battery-swapping technology, UOTTA™, to manufacture and sell various models of battery-swapping stations for EVs [6] Recent Achievements - U Power has received the Beyond Impact Award at the 5th BEYOND International Technology Innovation Expo for its advanced battery-swapping ecosystem, recognizing its contributions to the environment, society, economy, and technology [3][4] - The BEYOND Expo is Asia's largest technology gathering, featuring over 800 companies across various sectors [2] Strategic Developments - Following the successful launch of battery-swapping solutions in mainland China and Thailand, U Power plans to debut its first battery-swapping station in Hong Kong in June 2025, which will be the first full-service taxi-focused station in the region [5] - The company is pursuing a two-fold strategy of expanding its geographic footprint through joint ventures while also investing in comprehensive solutions for EV manufacturers and drivers [5] Vision and Future Plans - U Power aims to transform EVs into dynamic assets for smart energy grids by investing in next-generation technologies and building intelligent ecosystems that integrate AI-driven solutions [7]

Core Viewpoint - U Power Limited has reported significant growth in revenue and is positioning itself as a key player in the electric vehicle (EV) battery power solution market in China, with a focus on its proprietary battery-swapping technology [2][3][5]. Financial Performance - In fiscal year 2024, U Power achieved a revenue growth of 124% year-over-year, reaching RMB 44.29 million (approximately US$ 6.16 million) [2][7]. - The net profit margin improved from -248% to -130%, indicating enhanced operational efficiency and progress towards profitability [7]. - The debt-to-asset ratio decreased from 19.7% to 16.7% as of December 31, 2024, reflecting reduced reliance on external financing and strengthening the company's financial stability [7]. Strategic Partnerships and Future Outlook - The company has established strategic partnerships in multiple countries, including Thailand, Portugal, Hong Kong, Peru, and Mexico, which are expected to catalyze global EV adoption [3]. - U Power plans to accelerate the international rollout of its UOTTA™ battery-swapping platform, supported by its financial discipline and growing international footprint [3].

PART I [Key Information](index=8&type=section&id=Item%203.%20KEY%20INFORMATION) U Power Limited is a Cayman Islands holding company operating through PRC subsidiaries, exposing investors to unique regulatory risks and raising going concern doubts due to historical losses - The company is a Cayman Islands holding company operating through PRC subsidiaries, exposing investors to unique risks from Chinese regulatory authorities[31](index=31&type=chunk) - The company is not currently required to obtain approval from Chinese authorities for its U.S. listing, though future requirements could hinder its ability to remain listed[31](index=31&type=chunk)[32](index=32&type=chunk) - The company's auditor, headquartered in Singapore, has been inspected by the PCAOB, mitigating current HFCAA impact, but future obstruction risks remain[39](index=39&type=chunk)[142](index=142&type=chunk) - The company has a history of substantial net losses and negative operating cash flows, raising significant doubt about its ability to continue as a going concern, with a **net loss of RMB 56.4 million** in FY2024[150](index=150&type=chunk)[165](index=165&type=chunk) - A dual-class share structure grants Class B shares **20 votes per share**, concentrating significant control with Class B holders[267](index=267&type=chunk) [Risk Factors](index=13&type=section&id=D.%20Risk%20Factors) The company faces principal risks including regulatory uncertainty in China, intense competition, reliance on intellectual property, and challenges in its new EV battery-swapping business - Risks of doing business in China include vague and uncertain PRC laws, potential government intervention, cybersecurity regulations, and restrictions on currency conversion and fund transfers[50](index=50&type=chunk)[55](index=55&type=chunk)[58](index=58&type=chunk) - Business and industry risks include a history of substantial losses, intense competition, growth dependency on expansion management, intellectual property protection, and potential delisting if PCAOB inspections are obstructed[51](index=51&type=chunk)[150](index=150&type=chunk)[155](index=155&type=chunk) - The vehicle sourcing business relies heavily on maintaining its partner network and is sensitive to commission declines and vehicle price changes[52](index=52&type=chunk)[205](index=205&type=chunk)[212](index=212&type=chunk) - UOTTA EV and battery-swapping growth depends on consumer adoption, third-party manufacturing, UOTTA technology meeting expectations, and government incentive stability[52](index=52&type=chunk)[53](index=53&type=chunk)[217](index=217&type=chunk) - Shareholder and capital structure risks include stock price volatility, limited Class A shareholder influence due to a dual-class structure, and returns dependent on share price appreciation as no dividends are expected[54](index=54&type=chunk)[248](index=248&type=chunk)[256](index=256&type=chunk) [Information on the Company](index=60&type=section&id=Item%204.%20INFORMATION%20ON%20THE%20COMPANY) The company has strategically shifted from vehicle sourcing to its proprietary UOTTA EV battery-swapping technology, now constituting the majority of revenue, supported by partnerships and manufacturing capabilities - The company shifted focus to UOTTA EV battery-swapping technology, with the EV business generating **94.5% of total revenue** in FY2024, up from **39.2% in 2022**[290](index=290&type=chunk)[291](index=291&type=chunk)[293](index=293&type=chunk) - Cooperation agreements with major Chinese auto manufacturers, including FAW Jiefang Qingdao Automotive Co., Ltd, facilitate joint development of UOTTA-powered electric trucks[293](index=293&type=chunk)[296](index=296&type=chunk) - International expansion includes joint ventures in Thailand and Portugal to introduce UOTTA battery-swapping technology and EV solutions[279](index=279&type=chunk)[283](index=283&type=chunk) - As of the report date, the company holds **46 issued patents** and **14 pending patent applications** in China, primarily related to UOTTA technology[292](index=292&type=chunk)[340](index=340&type=chunk) Revenue Breakdown by Business Segment (2022-2024) | Business Segment | 2022 Revenue (RMB million) | 2023 Revenue (RMB million) | 2024 Revenue (RMB million) | | :--- | :--- | :--- | :--- | | Sourcing Business | 4.4 | 1.5 | 0.1 | | EV Business | 3.1 | 17.1 | 41.8 | [History and Development of the Company](index=60&type=section&id=A.%20History%20and%20Development%20of%20the%20Company) U Power Limited commenced Nasdaq trading in April 2023, conducted follow-on offerings, established a dual-class share structure, and expanded internationally through joint ventures in Thailand and Portugal - Closed its initial public offering in April 2023, raising gross proceeds of **$15.0 million**, and a follow-on offering in December 2023, raising **$12.0 million**[270](index=270&type=chunk)[271](index=271&type=chunk) - In August 2024, the company varied its share capital to create a dual-class structure, re-designating certain shares as Class B Ordinary Shares with **20 votes per share**[276](index=276&type=chunk)[280](index=280&type=chunk) - Established a joint venture in Thailand in December 2024 with Ezzy Transporter to integrate UOTTA technology into vehicles, with an initial production run of **2,000 vehicles** scheduled for 2025[279](index=279&type=chunk)[282](index=282&type=chunk) - Formed a joint venture in Portugal in December 2024 with ANTRal to establish an integrated EV ecosystem with UOTTA battery-swapping technology, with full integration scheduled for 2025[283](index=283&type=chunk)[285](index=285&type=chunk) [Business Overview](index=63&type=section&id=B.%20Business%20Overview) The company operates a legacy vehicle sourcing service and a rapidly growing EV business centered on UOTTA battery-swapping technology, leveraging R&D and manufacturing capabilities Revenue Contribution by Segment (FY2022-FY2024) | Segment | FY2022 Revenue Share | FY2023 Revenue Share | FY2024 Revenue Share | | :--- | :--- | :--- | :--- | | Sourcing Business | 56.8% | 7.7% | 0.1% | | EV Business | 39.2% | 86.3% | 94.5% | - The company operates a battery-swapping station factory in Zibo City, with a production capacity of **180 to 250 units per year**, commencing manufacturing in January 2022[293](index=293&type=chunk)[334](index=334&type=chunk) - The company launched 'Titan' and 'Chipbox' UOTTA battery-swapping stations, selling **twelve units** in Jilin City and **one** in Songyuan City in FY2024[306](index=306&type=chunk) - As of April 1, 2025, the company had **80 full-time employees**, with **25 dedicated to Research and Development**[342](index=342&type=chunk) [Operating and Financial Review and Prospects](index=90&type=section&id=Item%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) The company's financial performance reflects a strategic shift to EV, with significant revenue growth but continued net losses and negative operating cash flows, raising going concern doubts Consolidated Results of Operations (in RMB thousands) | Metric | 2022 | 2023 | 2024 | | :--- | :--- | :--- | :--- | | **Total Revenues** | 7,796 | 19,764 | 44,290 | | **Gross Profit** | 2,659 | 12,172 | 10,463 | | **Operating Loss** | (56,249) | (36,903) | (57,989) | | **Net Loss** | (57,667) | (25,466) | (56,362) | - Revenue increased by **124.1%** in FY2024 to **RMB 44.3 million**, primarily due to increased sales of battery-swapping stations[464](index=464&type=chunk) - Net loss increased by **121.3%** in FY2024 to **RMB 56.4 million**, driven by higher costs, increased G&A expenses, and a **RMB 10.5 million** loss on impairment of long-lived assets[468](index=468&type=chunk)[470](index=470&type=chunk)[477](index=477&type=chunk) Summary of Cash Flows (in RMB thousands) | Cash Flow Activity | 2023 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | (65,442) | (73,170) | | Net cash (used)/provided in investing activities | (84,076) | 49,093 | | Net cash provided by financing activities | 179,403 | 12,958 | - The company's financial condition raises substantial doubt about its ability to continue as a going concern, with a **net loss of RMB 56.4 million** and negative operating cash flow of **RMB 73.2 million** in FY2024[150](index=150&type=chunk)[773](index=773&type=chunk) [Directors, Senior Management and Employees](index=108&type=section&id=Item%206.%20DIRECTORS,%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) The company is led by Chairman and CEO Jia Li, with a five-member board including three independent directors, and a dual-class share structure granting Mr. Li significant voting control - The board consists of **five directors**, including **three independent directors** (Xiaochun Li, Quanshi Chen, Jean Christophe von Pfetten), satisfying Nasdaq independence requirements[552](index=552&type=chunk) - For FY2024, aggregate cash compensation paid to executive officers and directors was approximately **RMB 1.25 million**[550](index=550&type=chunk) - Founder, Chairman, and CEO Jia Li holds **65.20%** of the aggregate voting power through Class B Ordinary Shares, each entitled to **20 votes**[573](index=573&type=chunk)[576](index=576&type=chunk) - The company has entered into employment agreements with executive officers and indemnification agreements with all directors and executive officers[559](index=559&type=chunk)[560](index=560&type=chunk) [Major Shareholders and Related Party Transactions](index=116&type=section&id=Item%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) CEO Jia Li is the controlling shareholder, and the company has significant outstanding balances with related parties, including loans to and from affiliates for operational and expansion purposes - CEO Jia Li is the controlling shareholder, holding **65.20%** of the aggregate voting power[573](index=573&type=chunk) Amounts Due from Related Parties (as of Dec 31, 2024) | Related Party | Amount (RMB thousands) | Purpose | | :--- | :--- | :--- | | Shanghai Nanmu | 20,001 | Loan for software research | | Jia Li | 583 | Loan for market expansion | | Ke Li | 438 | Loan for market expansion | | Bingyi Zhao | 535 | Advance for market expansion | | Shanghai Youcang | 100 | Advance for equity transfer | Amounts Due to Related Parties (as of Dec 31, 2024) | Related Party | Amount (RMB thousands) | Purpose | | :--- | :--- | :--- | | Ke Li | 3,020 | Interest-free loan for operations | | Bingyi Zhao | 219 | Interest-free loan for operations | [Financial Information](index=118&type=section&id=Item%208.%20FINANCIAL%20INFORMATION) The company's consolidated financial statements are appended, and it plans no dividends in the foreseeable future, retaining earnings for expansion, subject to Cayman Islands and PRC regulations - The company does not plan to pay cash dividends in the foreseeable future, intending to retain earnings for business operations and expansion[583](index=583&type=chunk) - Dividend distributions are subject to restrictions under Cayman Islands law and PRC regulations, limiting payments from PRC subsidiaries to accumulated after-tax profits[582](index=582&type=chunk)[585](index=585&type=chunk) - The company relies on dividends from PRC subsidiaries, which must first set aside at least **10% of after-tax profits** into a statutory reserve fund until it reaches **50% of registered capital**[584](index=584&type=chunk)[505](index=505&type=chunk) [Additional Information](index=119&type=section&id=Item%2010.%20ADDITIONAL%20INFORMATION) This section covers the company's capital structure changes, including a share consolidation and dual-class system, and discusses tax implications for PRC subsidiaries and U.S. investors, including PFIC risk - In March 2024, the company effected a **1-for-100 share consolidation**[587](index=587&type=chunk) - In August 2024, the company created a dual-class share structure, with Class A shares having **one vote** and Class B shares having **twenty votes**[588](index=588&type=chunk)[593](index=593&type=chunk) - The company does not expect to be classified as a Passive Foreign Investment Company (PFIC) for U.S. federal income tax purposes, though the annual determination depends on income and asset composition[615](index=615&type=chunk) - Dividends paid to U.S. holders may be taxed at the lower capital gains rate for qualified dividend income, provided the company is not a PFIC and its shares are readily tradable on an established U.S. market like Nasdaq[618](index=618&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=126&type=section&id=Item%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company's primary market risks include credit risk concentrated in Chinese financial institutions, liquidity risk managed through cash monitoring, and potential future inflation impacts - Credit risk is concentrated in cash and cash equivalents held in Chinese financial institutions and accounts receivable, managed by using high-credit-rated institutions and evaluating customer creditworthiness[627](index=627&type=chunk)[628](index=628&type=chunk) - The company actively monitors liquidity requirements to ensure sufficient cash reserves and funding lines for obligations[629](index=629&type=chunk) - Inflation in China has not materially impacted the company's results to date, with the consumer price index increasing by **0.2%** in December 2024[631](index=631&type=chunk) PART II [Material Modifications to the Rights of Security Holders and Use of Proceeds](index=128&type=section&id=Item%2014.%20MATERIAL%20MODIFICATIONS%20TO%20THE%20RIGHTS%20OF%20SECURITY%20HOLDERS%20AND%20USE%20OF%20PROCEEDS) This section details the allocation of proceeds from various capital raises, including the 2023 IPO and follow-on offerings, used for strategic services, business operations, and working capital - Net proceeds of approximately **$13.4 million** from the April 2023 IPO were allocated to service agreements with Liberty Asset Management (**$2 million**), Richness Fortune Credit (**$6 million**), and Worthy Credit (**$5 million**) for strategic, acquisition, and loan services[639](index=639&type=chunk)[640](index=640&type=chunk) - The December 2023 follow-on offering raised net proceeds of **$10.6 million**, used for business operations, funding a **$3 million** escrow account for investors, and other day-to-day operational needs[641](index=641&type=chunk)[642](index=642&type=chunk) - A registered direct offering in January 2025 raised gross proceeds of approximately **$5.0 million**, intended for working capital and general corporate purposes[644](index=644&type=chunk)[645](index=645&type=chunk) [Controls and Procedures](index=130&type=section&id=Item%2015.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls were ineffective as of December 31, 2024, due to material weaknesses in staffing and internal control framework, with remediation efforts underway - As of December 31, 2024, management concluded that the company's disclosure controls and procedures were not effective[648](index=648&type=chunk) - Material weaknesses identified include insufficient skilled staff with U.S. GAAP and SEC reporting knowledge, and a lack of formal policies for risk assessment and internal control[648](index=648&type=chunk)[650](index=650&type=chunk) - Remediation measures are underway, including enhancing staff expertise, planning to hire new finance team members, and developing a formal accounting manual[650](index=650&type=chunk) - As an emerging growth company and non-accelerated filer, the company is not required to provide an auditor attestation report on its internal control over financial reporting[651](index=651&type=chunk) [Corporate Governance and Other Matters](index=131&type=section&id=Item%2016.%20Corporate%20Governance%20and%20Other%20Matters) This section covers the audit committee financial expert, change in principal accountant, adherence to Cayman Islands home country practices as a foreign private issuer, and cybersecurity risk management - The company's audit committee financial expert is Ms. Xiaochun Li[653](index=653&type=chunk) - In May 2023, the company dismissed WWC, P.C. and appointed Onestop Assurance PAC as its new independent registered public accounting firm[659](index=659&type=chunk) - As a foreign private issuer, the company follows Cayman Islands home country practice in lieu of Nasdaq's shareholder approval requirements for certain equity issuances[662](index=662&type=chunk) - The company has established a cybersecurity risk management process and reports no material cybersecurity incidents to date[667](index=667&type=chunk) PART III [Financial Statements](index=133&type=section&id=Item%2018.%20FINANCIAL%20STATEMENTS) The consolidated financial statements, audited by Onestop Assurance PAC, show increased assets but continued net losses and accumulated deficit, raising substantial doubt about going concern - The independent auditor's report was issued by Onestop Assurance PAC[681](index=681&type=chunk)[685](index=685&type=chunk) - The company's financial condition, including a **net loss of RMB 56.4 million** and negative operating cash flows of **RMB 73.2 million** for FY2024, raises substantial doubt about its ability to continue as a going concern[773](index=773&type=chunk) - As of December 31, 2024, the company's PRC subsidiaries had restricted net assets of **RMB 818.7 million**, unavailable for distribution to the parent company[830](index=830&type=chunk) [Consolidated Balance Sheets](index=139&type=section&id=Consolidated%20Balance%20Sheets) As of December 31, 2024, total assets decreased to RMB 385.7 million, total liabilities decreased, and shareholders' equity slightly decreased, with the accumulated deficit growing to RMB 221.1 million Consolidated Balance Sheet Highlights (in RMB thousands) | Account | As of Dec 31, 2023 | As of Dec 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | 1,927 | 23,435 | | Total Current Assets | 163,197 | 105,075 | | Total Assets | 428,988 | 385,714 | | Total Current Liabilities | 74,881 | 56,897 | | Total Liabilities | 80,861 | 64,734 | | Accumulated Deficit | (173,176) | (221,098) | | Total Equity | 344,620 | 320,980 | [Consolidated Statements of Comprehensive Loss](index=141&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Loss) Total net revenues increased to RMB 44.3 million in FY2024, but net loss widened to RMB 56.4 million due to higher costs and a significant impairment loss on long-lived assets Consolidated Statement of Comprehensive Loss Highlights (in RMB thousands) | Account | 2022 | 2023 | 2024 | | :--- | :--- | :--- | :--- | | Total net revenues | 7,796 | 19,764 | 44,290 | | Gross profit | 2,659 | 12,172 | 10,463 | | Operating loss | (56,249) | (36,903) | (57,989) | | Net loss | (57,667) | (25,466) | (56,362) | | Basic and diluted loss per share (RMB) | (91.84) | (15.56) | (16.79) | [Consolidated Statements of Cash Flows](index=143&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities increased to RMB 73.2 million in FY2024, while investing activities provided cash, and financing activities significantly decreased, resulting in an overall cash decrease Consolidated Statement of Cash Flows Highlights (in RMB thousands) | Account | 2022 | 2023 | 2024 | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | (12,892) | (65,442) | (73,170) | | Net cash (used in)/ provided by investing activities | (11,387) | (84,076) | 49,093 | | Net cash provided by financing activities | 4,500 | 179,403 | 12,958 | | Net (decrease)/increase in cash | (19,779) | 29,885 | (11,119) | [Exhibits](index=133&type=section&id=Item%2019.%20EXHIBITS) This section lists all exhibits filed with the annual report, including corporate governance documents, material contracts, and certifications from executive officers and the auditor - Key exhibits include the Second Amended and Restated Memorandum of Association, outlining the company's corporate governance and share structure[672](index=672&type=chunk) - Material contracts filed as exhibits include cooperation agreements with auto manufacturers like FAW Jiefang and joint venture agreements for Thailand and Portugal[672](index=672&type=chunk)[674](index=674&type=chunk) - Certifications from the Chief Executive Officer and Chief Financial Officer pursuant to the Sarbanes-Oxley Act of 2002 are included[674](index=674&type=chunk)