Acquisition Details - Powerbridge Technologies acquired an additional 65% equity interest in Boxinrui for approximately US$25.8 million, bringing its total ownership to 100%[6]. - Prior to the acquisition, Powerbridge held a 35% equity interest in Boxinrui from previous acquisitions of 15% and 20%[5]. Company Overview - Boxinrui wholly owns Anxin Jieda, which holds a 90% equity interest in AIedu, an AI education company with over 400,000 users and 20,000 reading materials[7][8]. - AIedu serves over 4,000 nurseries and kindergartens, providing innovative early childhood education through AI technology[8]. Strategic Alignment - The acquisition of Boxinrui aligns with Powerbridge's metaverse strategy, utilizing AIedu's technology to expand its operations in the metaverse[7].

Financial Performance - For fiscal year 2021, the company's total revenue was $32.1 million, an increase from $26.7 million in fiscal year 2020 [230]. - Revenue from application development services represented 63.3% of total revenue in fiscal year 2021, down from 82.5% in fiscal year 2020 [230]. - Approximately $0.7 million in revenue was generated from Powerbridge BaaS Services in fiscal 2021, which began offering blockchain-as-a-service in June 2019 [274]. - In fiscal year 2021, the company generated revenue from a total of 429 customers, a decrease from 602 customers in fiscal year 2020 [311]. - The company incurred R&D expenses of $2,611,742 in fiscal year 2021, down from $2,780,944 in fiscal year 2020 [319]. - The sales and marketing expenses for fiscal years 2021, 2020, and 2019 were approximately $2.8 million, $2.7 million, and $3.6 million, representing 8.6%, 10.0%, and 17.7% of total revenues respectively [315]. Market Trends - The global trade management software market size was $334.5 million in 2019 and is expected to grow to $416.23 million by 2024 [236]. - The blockchain technology market size surpassed $488 million in 2018 and is predicted to grow at a CAGR of over 69% from 2019 to 2025 [237]. Employee and Organizational Structure - The company has a total of 198 full-time employees, with 95 in research and development, 23 in sales and marketing, 47 in technical and customer services, and 33 in general administration [231]. - The company has 95 full-time R&D personnel dedicated to technology innovation and product development [319]. - The company’s sales team consists of 23 full-time sales and marketing personnel organized by customer type and geography [314]. Product and Service Development - The company introduced its Powerbridge SaaS Services in 2016 and continues to expand these services to enhance operational efficiency for customers [222]. - The company began offering Powerbridge BaaS Services in June 2019, targeting limited government customers and generating initial revenue [224]. - Powerbridge SaaS Services were introduced in 2016, focusing on enhancing resource utilization, reducing operational costs, and improving logistics efficiency for businesses and government organizations [244]. - The company aims to leverage emerging technologies such as big data, artificial intelligence, and the Internet of Things to enhance its core technology capabilities [229]. - The company plans to expand its solution offerings to better connect and collaborate with customers in the global trade ecosystem [244]. - The Trade Zone Operations Cloud is designed to streamline operations for businesses in regulated bonded and free trade zones [265]. - The Inward Processed Manufacturing Cloud is being developed to optimize logistics and compliance operations for inward processed manufacturing companies [268]. - The company is expanding its services using artificial intelligence and IoT technologies to enhance government capabilities in trade compliance and logistics management [267]. - Powerbridge BaaS Services are designed to enhance workflow performance and reduce document handling costs for corporate and government organizations involved in global trade [281]. - The Powerbridge BaaS Platform is being developed using the open-source Hyperledger Fabric framework, focusing on scalability and performance for trade transactions [297]. - The company is implementing a data separation model to securely manage sensitive data while minimizing storage on blockchain networks [298]. Strategic Plans and Initiatives - The company aims to increase revenue by leveraging existing customer relationships and identifying new use cases for its solutions [244]. - Strategic acquisitions and investments will be pursued to enhance technology capabilities and increase market penetration [244]. - The company intends to expand into international markets by leveraging opportunities from China's Belt and Road Initiative [244]. - The company plans to generate revenue through subscription models, including single use, group, and enterprise editions, as well as professional service fees [282]. - The company plans to expand its market coverage to international markets, targeting customers in different Belt and Road Initiative (B&R) countries [313]. Compliance and Legal Environment - The company is not currently involved in any legal proceedings that would materially affect its business or financial condition [334]. - The IT services industry in China is encouraged for foreign investment, with no restrictions according to the 2018 Negative List [336]. - Companies recognized as software enterprises in China are entitled to preferential treatment, including financing support and preferential tax rates [337]. - Wholly foreign-owned investment enterprises in China may only pay dividends out of retained profits and must allocate at least 10% of retained profits to reserve funds [349]. - The foreign exchange capital of foreign-invested enterprises is subject to discretionary foreign exchange settlement, currently at 100% [346]. - The New M&A Rule requires offshore special purpose vehicles for overseas listings to obtain approval from the CSRC [352]. - The corporate structure of the Group Companies does not require CSRC approval for listing and trading of its shares, but uncertainties remain regarding the New M&A Rule [354]. Economic Factors - The RMB depreciated by 1.3% in fiscal year 2019, appreciated by 6.3% in fiscal year 2020, and further appreciated by 2.3% in fiscal year 2021 [646]. - Year-over-year percent changes in the consumer price index for December 2020 and 2021 increased by 2.6% and 1.5%, respectively [648]. - A majority of the Company's expense transactions are denominated in RMB, and a significant portion of assets and liabilities are also in RMB [645]. - The Company has not been exposed to material risks due to changes in market interest rates [644]. - The Company’s functional currency is RMB, while financial statements are presented in U.S. dollars [646]. - Appreciation of RMB against U.S. dollar would adversely affect the amount received from conversion for capital expenditures [647]. - Inflation in China has not materially affected the Company's results of operations since inception [648]. - Certain foreign exchange transactions in China must be conducted through authorized financial institutions at rates set by the People's Bank of China [645]. Social Responsibility and Employee Relations - The company participates in various social security plans in China, including pension insurance, medical insurance, and unemployment insurance, contributing specified percentages of salaries [331]. - The company has not experienced any labor disputes and maintains a good working relationship with its employees [332].

Financial Performance - In fiscal 2020, the company generated revenues of $26.7 million, an increase from $20.1 million in fiscal 2019[212]. - Revenue from application development services represented 82.5% of total revenue in fiscal 2020, down from 78.2% in fiscal 2019[212]. - Powerbridge generated revenue from a total of 602 customers in the fiscal year ended December 31, 2020, compared to 488 customers in 2019, representing a growth of approximately 23.4%[296]. - Research and Development (R&D) expenses for Powerbridge were approximately $2.78 million in fiscal year 2020, an increase from $2.16 million in 2019, reflecting a growth of about 28.5%[303]. - The sales and marketing expenses for Powerbridge were approximately $2.7 million in fiscal year 2020, representing 10.0% of total revenues, compared to 17.7% in 2019[299]. IPO and Funding - The company raised approximately $10.06 million in gross proceeds from its IPO, including $1.31 million from the over-allotment option[198]. - A portion of the IPO proceeds is allocated to accelerate research and development of disruptive technology-enabled global trade software solutions[225]. - The company utilized a portion of its IPO proceeds to accelerate R&D for its service offerings, aiming to capture significant market share with Powerbridge BaaS Services[269]. Market and Technology Development - The global trade management software market size was $334.5 million in 2019 and is expected to grow to $416.23 million by 2024[218]. - The blockchain technology market size surpassed $488 million in 2018 and is predicted to grow at a CAGR of over 69% from 2019 to 2025[219]. - The company plans to expand its advertising and media technology platform in the Greater Bay Area of China, targeting high traffic locations[214]. - The company aims to leverage emerging technologies such as big data and artificial intelligence to enhance its core technology capabilities[211]. - The company is developing a big data platform based on a distributed data warehouse architecture using open-source Hadoop and Spark frameworks for high performance in analytics[284]. - Powerbridge's IoT applications enable fast identification of trucking vehicles at checkpoints, enhancing throughput capacity and rapid data transmission[290]. - The company intends to leverage artificial intelligence applications for biometric recognition and machine learning capabilities to optimize logistics services[286]. - Powerbridge's correlation analytics are designed for real-time processing of large quantities of structured and unstructured data, enhancing data insights[285]. Service Offerings - The company introduced its Powerbridge BaaS Services in June 2019, focusing on blockchain technology for global trade[206]. - Powerbridge SaaS Services were introduced in 2016, designed to enhance resource utilization, reduce operational costs, and improve processing times for businesses and government organizations[225]. - The newly introduced Import & Export Loan and Insurance Processing services aim to streamline trade-related loan and insurance processes for businesses and financial institutions[241][242]. - The Trade Zone Operations Cloud is designed to help businesses and authorities manage operations in regulated bonded and free trade zones[249]. - The Cross-Border eCommerce Cloud is being developed to address the logistics and compliance needs of cross-border eCommerce operators, currently available for Zhuhai-Macao trade only[255]. - The company plans to generate revenue from its BaaS services on a subscription basis, offering single use, group, and enterprise editions, along with professional service fees[267]. - The Powerbridge BaaS Services aim to enhance operational efficiency and reduce trade costs through blockchain technology, which is expected to disrupt the global trade industry[265]. - The services are designed to provide end-to-end visibility and transparency across the global trade supply chain, facilitating real-time sharing of trade data among all stakeholders[274]. - Compliance Blockchain Services will enable government agencies to synchronize regulatory compliance activities, improving risk assessments and operational efficiency[273]. - Logistics Blockchain Services will streamline customs and freight forwarding processes, enhancing communication and reducing document handling time[273]. - Import & Export Loan and Insurance Processing Blockchain Services will allow for easier and faster processing of loans and insurance, improving visibility for financial service providers[274]. - Powerbridge BaaS Services have not generated any revenue since their launch in June 2019, but the company is actively developing them for market commercialization[260]. Employee and Organizational Structure - The company has a total of 236 full-time employees, with 106 in research and development[215]. - The company has 2 registered patents, 103 registered software copyrights, and 12 registered trademarks in the PRC as of the date of the Annual Report[310]. - Powerbridge's sales team consists of 39 full-time sales and marketing personnel, organized by customer type and geography[299]. - The company has a total of 236 full-time employees, with 106 in research and development, 39 in sales and marketing, 52 in technical and customer services, and 39 in general administration[315]. Legal and Regulatory Environment - The company is not currently involved in any legal proceedings that would materially affect its business or financial condition[318]. - The company is subject to regulations regarding foreign investment, which categorize industries into encouraged, restricted, and prohibited[319]. - The IT services industry in China is encouraged for foreign investment, with no restrictions under the 2018 Negative List[320]. - PRC residents controlling the company must register with SAFE for their investments, with fines up to RMB 300,000 for organizations and RMB 50,000 for individuals for non-compliance[334]. - The New M&A Rule requires offshore special purpose vehicles to obtain CSRC approval before listing on overseas exchanges, with the approval process taking several months[335][336]. - The corporate structure of the Group Companies is not classified as a foreign investor's merger and acquisition, thus no CSRC approval is required for listing and trading of shares[337]. - Offshore parent holding companies must register shareholder loans to their PRC subsidiaries with SAFE, and total foreign debts cannot exceed the difference between total investment and registered capital[338]. Financial Risks - The company has not been exposed to material interest rate risks due to changes in market interest rates, as most cash is held in interest-bearing deposits[640]. - A significant portion of the company's assets and liabilities are denominated in RMB, which is not freely convertible into foreign currencies[641]. - The RMB depreciated by 1.3% in fiscal year 2019 and appreciated by 6.3% in fiscal year 2020, impacting financial results reported in U.S. dollars[642]. - Appreciation of RMB against U.S. dollars would adversely affect the amount received from conversions for capital expenditures[643].

IPO and Financial Performance - The company completed its initial public offering on April 4, 2019, selling 1,750,000 Ordinary Shares at $5.00 per share, generating gross proceeds of approximately $8.75 million[199]. - An additional 262,500 Ordinary Shares were sold at the IPO price, raising gross proceeds of approximately $1.31 million, bringing total gross proceeds from the IPO to approximately $10.06 million[200]. - Powerbridge generated revenue from a total of 488 customers in the fiscal year ended December 31, 2019, compared to 589 customers in the previous year, indicating a decrease of approximately 17%[306]. - The company reported a revenue increase of 15% year-over-year, reaching $1.2 billion in Q3 2023[324]. - The company provided guidance for Q4 2023, expecting revenue to be between $1.3 billion and $1.4 billion, representing a growth of 10% to 16%[324]. - The company reported a revenue of $1.5 billion for the last quarter, representing a 15% year-over-year growth[326]. - The company expects to achieve a revenue target of $6 billion for the upcoming fiscal year, indicating a growth forecast of 25%[326]. - The company reported a significant increase in revenue, reaching $4.614 billion, representing a growth of 39.1% year-over-year[327]. Market Trends and Opportunities - In 2019, China's global trade volume reached $4.57 trillion, representing a 3.4% increase over 2018[215]. - The cross-border eCommerce market size in China was approximately $10.8 trillion in 2019, an increase of 18.68% from 2018, and is expected to reach $12.7 trillion in 2020[216]. - The Belt & Road Initiative (B&R) trade volume with participating countries was $1.324 trillion in 2019, marking a 10.8% increase over 2018[217]. - The global trade management software market size was $334.5 million in 2019 and is projected to grow to $416.23 million by 2024[228]. - The blockchain technology market size surpassed $488 million in 2018 and is predicted to grow at a CAGR of over 69% from 2019 to 2025[229]. Technology and Innovation - The company offers over 40 solutions and services through its Powerbridge System Solutions and Powerbridge SaaS Services, addressing the needs of corporate and government customers engaged in global trade[205]. - The company plans to leverage emerging technologies such as big data, artificial intelligence, and Internet of Things to enhance its core technology capabilities and expand its service offerings[213]. - The company is developing big data technology to process and analyze large volumes of global trade transaction data, utilizing ETL technologies and a distributed data warehouse architecture[294]. - The company is focusing on enhancing its service offerings through micro-service architecture, as indicated by multiple patent applications related to data distribution and processing methods[332]. - The company has emphasized the importance of blockchain technology in its future strategies, with several pending applications aimed at improving trade synergy and supply chain recommendations[333]. Customer Base and Market Expansion - The company has a solid and diversified customer base, including global trade businesses and government agencies, enabling cross-selling and market share expansion[231]. - The company plans to expand its solution offerings to better connect and collaborate with various players in the global trade ecosystem[235]. - The company is focused on expanding into international markets by leveraging opportunities from China's Belt and Road Initiative[235]. - The company plans to expand its market coverage to international markets, targeting customers in different Belt and Road Initiative (B&R) countries[307]. - Market expansion efforts include entering three new countries, projected to increase market share by 5%[324]. Research and Development - Research and Development (R&D) expenses were $2,163,658 in fiscal year 2019, up from $1,992,228 in 2018, reflecting an increase of approximately 8.6%[313]. - The R&D team consists of 118 full-time personnel, indicating a strong commitment to technology innovation and product development[313]. - The company is investing $50 million in R&D for new technologies aimed at enhancing user experience[324]. - Research and development investments have increased by 10%, focusing on advanced technologies and product enhancements[326]. Acquisitions and Partnerships - The company plans to pursue strategic acquisitions and investments to enhance technology capabilities and market penetration[235]. - The company is exploring acquisition opportunities in the tech sector, with a budget of $100 million allocated for potential deals[324]. - A strategic acquisition of a competitor is in progress, expected to enhance the company's product offerings and customer base[326]. - A new strategic partnership was announced, expected to enhance service offerings and drive additional revenue streams[324]. Software and Product Development - The Powerbridge SaaS Platform is designed to provide on-demand services in trade operations, trade logistics, and regulatory compliance with a multi-tenant and microservice architecture[290]. - The company has developed a total of 69 software products, focusing on customs, logistics, and trade management, indicating a strong commitment to enhancing operational efficiency in these sectors[343]. - The company has established a diverse portfolio of software solutions, which may enhance its competitive advantage in the logistics and customs management sectors[342]. - The company is actively expanding its software capabilities, as evidenced by the introduction of new platforms for market procurement and trade management[342][343]. Employee and Operational Insights - As of the date of the Annual Report, the company had a total of 248 full-time employees, with 118 in research and development, 42 in sales and marketing, 54 in technical and customer services, and 34 in general administration[349]. - The company intends to procure additional space as it adds employees and expands geographically, indicating plans for future growth[347]. - The company has not experienced any labor disputes and maintains a good working relationship with its employees[351]. - The company is recognized as a software enterprise by relevant government authorities, which entitles it to preferential treatment, including financing support and preferential tax rates[356]. Regulatory and Compliance Issues - The company is subject to regulations that require it to execute written labor contracts with full-time employees and comply with local minimum wage standards[359]. - The company is not currently a party to any legal proceedings that would materially affect its business or financial condition[352]. - The foreign exchange capital of foreign-invested enterprises is currently subject to a discretionary settlement proportion of 100%[364]. - The RMB depreciated by 5.7% in fiscal year 2018 and further by 1.3% in fiscal year 2019, impacting financial results reported in U.S. dollar terms[637].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of ...