
Part I - Financial Information Financial Statements The company's financial statements show significant revenue growth and improved equity, but also a continued net loss and a going concern risk Consolidated Balance Sheets Total assets grew to $5.90 million and stockholders' equity turned positive, driven by increased intangible assets and reduced liabilities Consolidated Balance Sheet Highlights (Unaudited) | Account | Dec 31, 2024 ($) | June 30, 2024 ($) | | :--- | :--- | :--- | | Total Current Assets | 1,595,096 | 2,647,892 | | Total Noncurrent Assets | 4,308,437 | 643,812 | | Total Assets | 5,903,533 | 3,291,704 | | Total Current Liabilities | 2,560,305 | 3,599,982 | | Total Liabilities | 2,677,125 | 3,599,982 | | Total Stockholders' Equity (Deficit) | 3,226,408 | (308,278) | - The significant increase in noncurrent assets is mainly due to the growth of intangible assets, which rose from $546,001 to $4,081,54410 - The company shifted from a stockholders' deficit of $308,278 to a positive equity of $3,226,408, largely due to an increase in additional paid-in capital10 Consolidated Statements of Operations and Comprehensive Loss Substantial revenue growth for the three and six-month periods led to higher gross profit, though the company remains in a net loss position Three Months Ended December 31, (Unaudited) | Metric | 2024 ($) | 2023 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Revenues | 20,456,404 | 11,348,469 | +80.3% | | Gross Profit | 417,452 | 102,235 | +308.3% | | Loss from Operations | (1,238,352) | (1,788,536) | -30.8% | | Net Loss to the Company | (1,136,278) | (1,833,039) | -38.0% | | Basic and Diluted Net Loss per Share | (0.16) | (0.72) | -77.8% | Six Months Ended December 31, (Unaudited) | Metric | 2024 ($) | 2023 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Revenues | 41,537,498 | 18,229,212 | +127.9% | | Gross Profit | 614,433 | 176,970 | +247.2% | | Loss from Operations | (3,268,902) | (2,646,312) | +23.5% | | Net Loss to the Company | (3,098,267) | (1,855,095) | +67.0% | Consolidated Statements of Cash Flows Cash from financing activities funded investments in intangible assets and covered operating cash use, resulting in a slight net cash increase Cash Flow Summary for Six Months Ended December 31, (Unaudited) | Cash Flow Activity | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (1,587,572) | (5,633,283) | | Net cash used in investing activities | (3,957,527) | (71,816) | | Net cash provided by financing activities | 5,659,128 | 6,241,781 | | Net increase in cash | 86,839 | 417,988 | - The primary use of cash in investing activities was the acquisition of intangible assets, totaling $3.95 million17 - Financing activities were a key source of cash, with $5.94 million in net proceeds from the issuance of common stock17 Notes to Consolidated Financial Statements Notes detail the company's VIE structure, going concern uncertainty, revenue sources, and significant financing and acquisition transactions - The company operates primarily through a Variable Interest Entity (VIE) structure in the People's Republic of China (PRC)20 - A 1-for-15 reverse stock split was effective on January 19, 2024, with all share amounts retroactively restated35 - There is substantial doubt about the Company's ability to continue as a going concern due to recurring losses and an accumulated deficit of approximately $42.54 million36 Revenue Breakdown for Six Months Ended Dec 31, 2024 | Revenue Source | Amount ($) | | :--- | :--- | | 5G AI Multimodal communication | 41,161,572 | | Acoustic Intelligence Business | 45,768 | | Software licensing | 326,936 | | Smart City business | 3,046 | | Other | 176 | | Total revenue | 41,537,498 | Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses strong revenue growth from its 5G+AI business, ongoing net losses, going concern risks, and material weaknesses in internal controls Overview The company operates via a VIE structure in China, focusing on acoustic tech and a rapidly growing 5G+AI digital business - Datasea is a Nevada-based holding company with business activities in China conducted through a VIE structure158 - For the six-month period ending Dec 31, 2024, revenue grew 127.86% to $41.54 million, driven by the 5G+AI multimodal digital business160 - The company is focusing on five key application areas for its acoustic technology: acoustic industry, agriculture, healthcare, health, and IoT165 - The 5G+AI multimodal digital platform is the main revenue source, serving sectors like banking, insurance, and gaming184201 Results of Operations Revenue grew significantly for both three and six-month periods, but widening net loss for the six-month period reflects rising operating expenses Three-Month Operational Comparison (Ended Dec 31) | Metric | 2024 ($) | 2023 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Revenues | 20,456,404 | 11,348,469 | +80.3% | | Gross Profit | 417,452 | 102,235 | +308.3% | | Gross Margin | 2.0% | 0.9% | +1.1 p.p. | | Net Loss to Company | (1,136,278) | (1,833,039) | -38.0% | Six-Month Operational Comparison (Ended Dec 31) | Metric | 2024 ($) | 2023 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Revenues | 41,537,498 | 18,229,212 | +127.9% | | Gross Profit | 614,433 | 176,970 | +247.2% | | Gross Margin | 1.5% | 1.0% | +0.5 p.p. | | Net Loss from Cont. Ops | (3,098,267) | (2,688,641) | +15.2% | - The increase in G&A expenses for the six-month period was primarily due to a $514,297 increase in stock compensation expense and a $369,845 increase in professional service fees317 Liquidity and Capital Resources The company faces a working capital deficit and relies on equity financing to fund operations and investments, highlighting going concern risks - As of December 31, 2024, the company had a working capital deficit of $965,209 and a current ratio of 0.62:1325 Six-Month Cash Flow Summary (Ended Dec 31) | Activity | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (1,587,572) | (5,633,283) | | Net cash used in investing activities | (3,957,527) | (71,816) | | Net cash provided by financing activities | 5,659,128 | 6,241,781 | - The company's accounts receivable balance decreased by 70.64% to $210,980, indicating improved cash collection343 Quantitative and Qualitative Disclosures about Market Risk The company is exempt from this disclosure requirement as a "smaller reporting company" - The company is exempt from this disclosure requirement due to its status as a "smaller reporting company"376 Controls and Procedures Management concluded that disclosure controls were ineffective due to material weaknesses in internal controls over financial reporting - The CEO and CFO concluded that the company's disclosure controls and procedures were not effective as of the end of the reporting period377 - Identified material weaknesses include inadequate segregation of duties, a lack of personnel with U.S. GAAP expertise, and insufficient written accounting policies378 - Management is taking steps to enhance internal controls, including improving cost control and project management385386387388389 Part II - Other Information Legal Proceedings The company is not currently a party to any pending legal proceedings - The company is not currently involved in any legal proceedings393 Risk Factors The company is exempt from this disclosure requirement as a "smaller reporting company" - The company is exempt from this disclosure requirement due to its status as a "smaller reporting company"394 Unregistered Sales of Equity Securities and Use of Proceeds The company details two significant equity financing events in July and September 2024 to fund R&D and corporate purposes - On July 2, 2024, a registered direct offering raised gross proceeds of approximately $2.25 million396 - In September 2024, the company issued 1,932,224 shares to three non-U.S. investors at $2.06 per share, including to the CEO and a director395 Defaults Upon Senior Securities The company reports no defaults upon senior securities - None401 Mine Safety Disclosures This item is not applicable to the company - Not applicable402 Other Information No director or officer adopted, modified, or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter - No director or officer adopted, modified, or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter404 Exhibits This section lists exhibits filed with the Form 10-Q, including Sarbanes-Oxley certifications and XBRL data files - Key exhibits include CEO and CFO certifications (Exhibits 31.1, 31.2, 32.1, 32.2) and Inline XBRL documents (Exhibit 101 series)405