
Cautionary Note Regarding Forward-Looking Statements The report contains forward-looking statements subject to risks, and the company disclaims any obligation to update them - The report contains forward-looking statements identified by specific terms like 'believes,' 'estimates,' 'anticipates,' 'expects,' 'intends,' 'plans,' 'may,' 'will,' 'potential,' 'projects,' 'predicts,' 'continue,' or 'should'9 - Actual results may differ materially from expectations due to various factors, including those discussed under 'Risk Factors' in SEC filings9 - The company undertakes no obligation to update or revise forward-looking statements, except as legally required10 PART I – FINANCIAL INFORMATION This section provides the company's unaudited consolidated financial statements and management's discussion and analysis Item 1. Financial Statements This section presents the unaudited consolidated financial statements for Smart Powerr Corp., including balance sheets, statements of operations and comprehensive loss, statements of stockholders' equity, and statements of cash flows, along with detailed notes explaining the company's organization, accounting policies, and specific financial line items Consolidated Balance Sheets The consolidated balance sheets show a significant increase in cash and total assets, with a slight decrease in total liabilities | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------- | :-------------- | :------------------ | | Cash | $131,114,964 | $25,341 | | Total current assets | $131,340,250 | $121,115,843 | | Total non-current assets | $867,673 | $118,943 | | TOTAL ASSETS | $132,207,923 | $121,234,786 | | Total current liabilities | $12,740,036 | $13,096,541 | | Total noncurrent liabilities | $3,379,679 | $3,407,164 | | Total liabilities | $16,119,715 | $16,503,705 | | Total stockholders' equity | $116,088,208 | $104,731,081 | - Cash significantly increased from $25,341 at December 31, 2024, to $131.11 million at June 30, 202515 - Total assets increased by approximately $11 million, while total liabilities slightly decreased15 Consolidated Statements of Operations and Comprehensive Loss The company reported revenue for the first time in H1 2025, but net loss significantly increased compared to the prior year | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :----------------------------- | :----------------------------- | | Revenue | $82,839 | $0 | | Cost of revenues | $(47,418) | $0 | | Gross Profit | $35,421 | $0 | | Total operating expenses | $2,223,109 | $559,237 | | Loss from operations | $(2,187,688) | $(559,237) | | Net loss | $(2,129,276) | $(689,554) | | Basic and diluted net loss per share | $(0.12) | $(0.08) | - The company reported revenue of $82,839 for the six months ended June 30, 2025, compared to no revenue in the prior year period16 - Net loss increased significantly from $(689,554) in 2024 to $(2.13 million) in 2025 for the six-month period16 Consolidated Statements of Stockholders' Equity Stockholders' equity increased due to a significant rise in common stock shares and additional paid-in capital, despite a growing accumulated deficit | Metric | Dec 31, 2024 | Mar 31, 2025 | June 30, 2025 | | :-------------------------------- | :----------- | :----------- | :------------ | | Common Stock (Shares) | 9,161,218 | 24,491,069 | 25,305,012 | | Common Stock (Amount) | $9,161 | $24,491 | $25,305 | | Additional Paid in Capital | $165,959,857 | $175,809,927 | $177,209,736 | | Accumulated Deficit | $(62,056,383) | $(62,940,843) | $(64,185,659) | | Total Stockholders' Equity | $104,731,081 | $114,296,227 | $116,088,208 | - Common stock shares outstanding increased significantly from 9.16 million at December 31, 2024, to 25.31 million at June 30, 2025, primarily due to an offering of common stock and conversion of long-term notes18 - Additional paid-in capital increased by over $11 million, while the accumulated deficit grew by approximately $2.1 million during the six months ended June 30, 202518 Consolidated Statements of Cash Flows Operating activities generated significant cash inflow in H1 2025, contributing to a substantial net increase in cash for the period | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :----------------------------- | :----------------------------- | | Net cash generated from (used in) operating activities | $64,496,018 | $(248,132) | | Net cash generated from investing activities | $55,202,004 | $68,542,364 | | Net cash provided by financing activity | $9,865,400 | $0 | | NET INCREASE IN CASH | $131,089,623 | $68,069,682 | | CASH, END OF PERIOD | $131,114,964 | $68,102,052 | - Operating activities generated significant cash inflow of $64.5 million in H1 2025, a substantial improvement from a cash outflow of $0.25 million in H1 202421 - Cash from financing activities was $9.87 million in H1 2025, primarily from common stock issuance21 Notes to Consolidated Financial Statements This section provides detailed explanations of the company's organization, accounting policies, and specific financial line items 1. Organization and Description of Business Smart Powerr Corp. is transitioning from energy-saving solutions in the PRC to an energy storage integrated solution provider - Smart Powerr Corp., formerly China Recycling Energy Corporation, provides energy-saving solutions and services, including sales, leasing, and project investment in the PRC23 - Erdos TCH, a key joint venture, ceased operations in May 2019 due to renovations and government mandates, receiving RMB1 million ($145,524) monthly compensation, though no income has been recognized due to collection uncertainty24 - The company is transforming into an energy storage integrated solution provider, targeting new industries with high growth potential31 2. Summary of Significant Accounting Policies The financial statements adhere to U.S. GAAP, with functional currency in RMB, and detail revenue recognition and deferred tax policies - Consolidated financial statements are prepared in conformity with U.S. GAAP, with operating entities' functional currency in Chinese Renminbi (RMB) and presented in U.S. dollars29 - Revenue recognition policies cover sales-type leasing, contingent rental income, and operation and maintenance income333637 - The company applies a 100% deferred tax asset valuation allowance due to significant uncertainty regarding future realization of tax benefits from recurring losses115 3. Short-Term Loan Receivable A significant short-term loan receivable of $55.95 million was fully repaid by January 2025, with no outstanding balance as of June 30, 2025 - As of December 31, 2024, the Company had a $55.95 million (RMB405.8 million) short-term loan to Xi'an Yingtai Energy Conservation Technology Co., Ltd80 - The loan, with a capital utilization fee of $10,960 (RMB80,000) per day, was fully repaid by January 10, 2025, including RMB200 million and RMB205.8 million with RMB1.2 million interest income80 - As of June 30, 2025, there are no outstanding short-term loan receivables81 4. Advance to Suppliers Advances to suppliers saw a contract completion for a smart cloud platform and the termination of a large energy storage battery system purchase agreement - By 2025, Zhenran Limited completed its smart cloud platform contract, with $750,000 paid and $50,000 due, totaling $800,000 transferred to fixed assets, and a $200,000 bad debt provision reversed82 - A purchase agreement for $82.3 million (RMB595.0 million) with Hubei Bangyu New Energy Technology Co., Ltd. for energy storage battery systems was terminated on March 11, 2025, and the advance payment of RMB476.0 million was reclaimed83 5. Accrued Liabilities and Other Payables Total accrued liabilities and other payables slightly decreased, with accrued litigation remaining the largest component | Category | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :-------------- | :------------------ | | Education and union fund and social insurance payable | $231,440 | $227,137 | | Accrued payroll and welfare | $239,394 | $230,029 | | Accrued litigation | $2,437,702 | $2,392,383 | | Professional fee | $28,404 | $253,307 | | Other | $62,204 | $63,630 | | Total | $2,999,144 | $3,166,486 | - Accrued liabilities and other payables decreased from $3.17 million at December 31, 2024, to $3.00 million at June 30, 202585 - Accrued litigation constitutes the largest portion of these payables, mainly for court enforcement fees, lawyer fees, and penalties85 6. Taxes Payable Income tax payable, primarily for a transition tax, remained stable, with the company expecting to seek an extension for payment due to recurring losses | Category | June 30, 2025 | December 31, 2024 | | :---------------- | :-------------- | :------------------ | | Income tax | $7,607,201 | $7,607,201 | | Other | $19,045 | $20,021 | | Total | $7,626,246 | $7,627,222 | | Current | $4,275,621 | $4,276,597 | | Noncurrent | $3,350,625 | $3,350,625 | - Income tax payable includes $7.61 million for the estimated one-time transition tax on post-1986 foreign unremitted earnings, with $4.28 million current and $3.35 million noncurrent86 - The company elected to pay the transition tax liability in installments until April 2026 but has not yet paid and expects to apply for an extension due to consecutive losses86 7. Deferred Tax, Net The company maintains a 100% valuation allowance against its deferred tax assets, resulting in a net deferred tax asset of zero | Deferred Tax Assets | 2025 | 2024 | | :-------------------------------- | :--- | :--- | | Accrued expenses | $13,212 | $48,616 | | Impairment of advance to supplier | $42,000 | $42,000 | | US NOL | $238,931 | $233,651 | | PRC NOL | $238 | $444 | | Total deferred tax assets | $294,381 | $324,711 | | Less: valuation allowance | $(294,381) | $(324,711) | | Deferred tax assets, net | $0 | $0 | - The company has a 100% valuation allowance against its deferred tax assets, resulting in a net deferred tax asset of zero, due to uncertainty of realizing benefits from recurring operating losses88115 8. Entrusted Loan Payable A significant entrusted loan from HYREF Fund was partially repaid through asset transfers and a principal payment, with interest still outstanding - The HYREF Fund invested RMB460 million ($77 million) in Xi'an Zhonghong for three CDQ WHPG projects, with RMB457 million as a debt investment at 12.5% interest, collateralized by various assets and guaranteed by Xi'an TCH and the CEO89 - A significant portion of the HYREF loan was partially repaid through the transfer of the Chengli CDQ WHPG station (RMB188.6 million or $27.54 million) and Xuzhou Huayu Project and Shenqiu Phase I & II projects (RMB247.066 million or $36.07 million)9197 - In November 2024, Xi'an TCH repaid a principal of RMB77 million ($10.55 million) for the entrusted loan, with interest still outstanding103 9. Note Payable, Net The company has outstanding promissory notes, with principal balances increasing due to missed redemption payments and default events - A promissory note of $3.15 million issued in December 2020, bearing 8% interest, was subject to a 125% prepayment penalty and a 25% increase in outstanding balance if redemption payments were missed104 - Another promissory note of $5.25 million issued in April 2021, also at 8% interest, saw its outstanding principal increase by $1.37 million in 2021 and $0.23 million in 2022 due to missed redemption payments and default events106 | Metric | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :-------------- | :------------------ | | Notes payable, net of unamortized OID | $4,419,334 | $4,705,696 | | Accrued interest on notes | $37,776 | $69,103 | 10. Stockholders' Equity The number of outstanding warrants increased during the period, maintaining an average exercise price of $10 | Warrants Activity | Number of Warrants | Average Exercise Price | | :------------------------ | :----------------- | :--------------------- | | Outstanding at January 1, 2025 | 16,515 | $10 | | Granted | 2,340 | $10 | | Outstanding at June 30, 2025 | 18,855 | $10 | - The number of outstanding warrants increased from 16,515 to 18,855 during the six months ended June 30, 2025, with an average exercise price of $10107 11. Stock-Based Compensation Plan The company granted restricted stock in April 2025, resulting in a one-time share-based compensation expense for the quarter - The Company's Omnibus Equity Plan, approved in 2015, authorizes the issuance of 124,626 shares of Common Stock108 - In April 2025, 124,126 shares of Restricted Stock were granted to two employees, vesting immediately, resulting in a one-time share-based compensation expense of $831,520 for Q2 2025110111 | Option Activity | Number of Shares | Average Exercise Price | | :---------------------- | :--------------- | :--------------------- | | Outstanding at January 1, 2025 | 500 | $16.1 | | Outstanding at June 30, 2025 | 500 | $16.1 | 12. Income Tax Chinese subsidiaries are subject to a 25% income tax rate, and the company has significant NOLs with a 100% deferred tax asset valuation allowance - Chinese subsidiaries are generally subject to a 25% income tax rate, but sales-type leases are treated as operating leases by the local tax bureau, leading to deferred income taxes112 - The US parent company has $9.05 million in Net Operating Loss (NOL) carryforwards, and PRC subsidiaries have $33.42 million in NOLs, all with a 100% deferred tax asset valuation allowance due to uncertain realization114115 | Income Tax Expense (Benefit) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------- | :----------------------------- | :----------------------------- | | Income tax benefit – current | $34,747 | $14,176 | | Total income tax benefit | $34,747 | $14,176 | 13. Statutory Reserves PRC corporate law requires Chinese subsidiaries to allocate 10% of net income to a non-distributable statutory surplus reserve fund - PRC corporate law requires Chinese subsidiaries to transfer 10% of their net income to a statutory surplus reserve fund until it reaches 50% of registered capital, which is non-distributable except during liquidation119120 | Subsidiary | Registered Capital | Maximum Statutory Reserve Amount | Statutory Reserve at June 30, 2025 | | :-------------------------- | :----------------- | :------------------------------- | :--------------------------------- | | Shanghai TCH | $29,800,000 | $14,900,000 | $1,003,859 | | Xi'an TCH | ¥202,000,000 | ¥101,000,000 | $11,272,917 | | Erdos TCH | ¥120,000,000 | ¥60,000,000 | $2,914,869 | | Xi'an Zhonghong | ¥30,000,000 | ¥15,000,000 | Did not accrue yet due to accumulated deficit | | Shaanxi Huahong | $2,500,300 | $1,250,150 | Did not accrue yet due to accumulated deficit | | Zhongxun | ¥35,000,000 | ¥17,500,000 | Did not accrue yet due to accumulated deficit | 14. Contingencies The company faces significant risks from PRC political, economic, and legal environments, including ongoing lawsuits with substantial accrued litigation expenses - The company's PRC operations are subject to significant risks related to political, economic, and legal environments, including strict currency controls and capital transfer regulations123124 - An ongoing lawsuit by Beijing Hongyuan Recycling Energy Investment Center (BIPC) against Xi'an TCH for stock repurchase resulted in a judgment in favor of Hongyuan, with Xi'an TCH filing for retrial and accruing $2.10 million in litigation expenses as of December 31, 2024125126 - Another judgment requires Xi'an Zhonghong Technology Co., Ltd. to pay RMB77 million ($11.06 million) loan principal and RMB2.42 million ($0.35 million) interest to BIPC, plus an additional RMB80.29 million ($11.53 million) in enforcement fees; the principal was paid in November 2024, but interest remains outstanding127128180 15. Lease Xi'an TCH has an office lease extending through 2026, with associated right-of-use assets and lease liabilities - Xi'an TCH entered an office lease from January 1, 2024, through December 31, 2026, with a monthly rent of RMB36,536 ($5,600)129 | Lease Metric | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :-------------- | :------------------ | | Right-of-use assets, net | $88,692 | $115,068 | | Current operating lease liabilities | $59,638 | $58,529 | | Non-current operating lease liabilities | $29,054 | $56,539 | | Total lease liabilities | $88,692 | $115,068 | | Weighted Average Remaining Lease Term - Operating leases | 2 years | 2 years | | Weighted Average Discount Rate - Operating leases | 3.48% | 3.48% | 16. Subsequent Events Post-period events include a 1-for-10 reverse stock split and the exchange of promissory notes for common stock - On July 16, 2025, the Company resolved to effect a 1-for-10 reverse stock split of its common stock, effective July 17, 2025, reducing outstanding shares from approximately 25.3 million to 2.53 million132133135 - Subsequent to June 30, 2025, the company agreed to exchange $700,000 of promissory notes for 389,835 shares of common stock in three separate agreements in July and August 2025136 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's financial performance, liquidity, and capital resources for the six months ended June 30, 2025, including the impact of PRC regulations Overview The company generated sales in H1 2025 but experienced a significant increase in net loss compared to the prior year | Metric | 2025 | % of Sales | 2024 | % of Sales | | :------------------------------------ | :----------- | :--------- | :----------- | :--------- | | Sales | $82,839 | 100% | $0 | -% | | Gross profit | $35,421 | 43% | $0 | -% | | Loss from operations | $(2,187,688) | (2,641)% | $(559,237) | -% | | Net loss | $(2,129,276) | (2,570)% | $(689,554) | -% | - The company generated sales of $82,839 in H1 2025, a significant increase from no sales in H1 2024141 - Despite sales, the net loss for H1 2025 increased to $(2.13 million) from $(689,554) in H1 2024141 Results of Operations This section details the drivers behind the company's sales, cost of sales, gross profit, operating expenses, non-operating income, income tax, and net loss Sales Total sales for H1 2025 were $82,839, derived from an Operation and Maintenance Contract for a power station - Total sales for the six months ended June 30, 2025, amounted to $82,839, derived from an Operation and Maintenance Contract for a power station142 - The contract, totaling RMB1.8 million (US$0.2 million), spans 10 years from March 1, 2025, to February 28, 2035, with revenue recognized based on the time period142 Cost of Sales Cost of sales for the six months ended June 30, 2025, was $47,418 - Cost of sales for the six months ended June 30, 2025, was $47,418143 Gross Profit The gross margin for the six months ended June 30, 2025, was 43% - The gross margin for the six months ended June 30, 2025, was 43%144 Operating Expenses Operating expenses significantly increased year-over-year, primarily due to higher financing costs and share-based compensation - Operating expenses, primarily general and administrative (G&A), increased by $1.66 million or 298% year-over-year, reaching $2.22 million for the six months ended June 30, 2025146 - The increase was mainly driven by a $948,648 rise in financing costs and $831,520 in share-based compensation146 Net Non-Operating Income (Expenses) Net non-operating income shifted from an expense in the prior year, driven by interest income and a reversal of impairment provision - Net non-operating income for the six months ended June 30, 2025, was $93,159, a shift from non-operating expenses of $116,141 in the prior year147 - This change was primarily due to $98,999 in interest income from financial support to other companies and a $200,000 reversal of provision for impaired prepayments, partially offset by $251,414 in interest expenses147 Income Tax Expense Income tax expense increased, with a 0% effective tax rate due to a 100% valuation allowance against deferred tax assets - Income tax expense for the six months ended June 30, 2025, was $34,747, up from $14,176 in the prior year148 - The consolidated effective income tax rate for the three months ended June 30, 2025, and 2024, was 0% and 1.6%, respectively, with a 100% valuation allowance against deferred tax assets due to continuing operating losses148 Net Loss Net loss significantly increased for H1 2025, primarily driven by rising operating expenses and the reversal of impairment provision - Net loss for the six months ended June 30, 2025, increased by $1.44 million to $2.13 million, compared to a loss of $689,554 in the prior year149 - This increase in net loss was primarily driven by rising operating expenses and the reversal of impairment provision149 Liquidity and Capital Resources The company's liquidity improved significantly in H1 2025 due to strong operating cash flow, despite ongoing net losses | Metric | June 30, 2025 | | :------------------------------------ | :-------------- | | Cash and equivalents | $131.11 million | | Other current assets (excluding cash) | $0.23 million | | Current liabilities | $12.74 million | | Working capital | $118.6 million | | Current ratio | 10.31:1 | | Debt-to-equity ratio | 0.12:1 | | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :----------------------------- | :----------------------------- | | Operating Activities | $64,496,018 | $(248,132) | | Investing activities | $55,202,004 | $68,542,364 | | Financing activity | $9,865,400 | $0 | - Net cash generated from operating activities significantly increased to $64.5 million in H1 2025, primarily due to the recovery of $65.6 million in advance payments to suppliers151 - The company's ability to continue as a going concern is dependent on achieving profitable operations, despite incurring an operating loss of $2.19 million and a net loss of $2.13 million in H1 2025156158 Transfers of Cash to and from Our Subsidiaries PRC regulations impose strict currency controls and statutory reserve requirements, limiting the ability of subsidiaries to transfer cash or distribute dividends - The PRC maintains strict currency controls and capital transfer regulations, requiring compliance for moving money in or out of the country159 - The company relies on dividend distributions from its PRC subsidiaries to meet working capital and cash needs, but these subsidiaries have not transferred any earnings or cash to the company to date159 - PRC laws and regulations require subsidiaries to allocate 10% of annual after-tax income to a general reserve fund before paying dividends, which limits their ability to distribute net assets159 PRC Regulations PRC regulations mandate statutory surplus reserve allocations for foreign-invested and domestic enterprises, restricting dividend distributions - Foreign-invested enterprises (FIEs) and domestic enterprises in the PRC are required to allocate at least 10% of their annual after-tax profit to a statutory surplus reserve until it reaches 50% of their registered capital162163 - These statutory reserves are restricted and cannot be distributed as cash dividends, and FIEs cannot repatriate profits until capital contribution requirements are met162165 Chart of the Company's Statutory Reserve The company's unrestricted accumulated deficit increased, while restricted retained earnings from the surplus reserve fund remained constant | Category | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :-------------- | :------------------ | | Unrestricted accumulated deficit | $(64,185,659) | $(62,056,383) | | Restricted retained earnings (surplus reserve fund) | $15,191,645 | $15,191,645 | | Total accumulated deficit | $(48,994,014) | $(46,864,738) | - The company's unrestricted accumulated deficit increased from $(62.06 million) to $(64.19 million) during the six months ended June 30, 2025167 - Restricted retained earnings from the surplus reserve fund remained constant at $15.19 million167 Off-Balance Sheet Arrangements The company has no off-balance sheet arrangements, including financial guarantees, derivative contracts, or variable interests in unconsolidated entities - The company has not entered into any financial guarantees, other commitments to guarantee third-party payment obligations, or derivative contracts indexed to its shares168 - There are no retained or contingent interests in assets transferred to unconsolidated entities, nor any variable interests in unconsolidated entities providing financing or support168 Contractual Obligations The company's primary contractual obligation is interest payable on entrusted loans, which it expects to meet with existing cash and access to loans | Contractual Obligation | 1 year or less | | :----------------------- | :------------- | | Interest payable of Entrusted loan | $347,591 | | Total | $347,591 | - As of June 30, 2025, the company's primary contractual obligation is $347,591 in interest payable on entrusted loans, due within one year169 - The company believes it has sufficient cash and access to loans to meet its working capital needs, historically supported by the Chinese government for energy-saving businesses169 Item 3. Quantitative and Qualitative Disclosures about Market Risk As a smaller reporting company, the company is primarily exposed to foreign currency exchange rate risk due to its PRC operations - The company is a smaller reporting company and is not required to provide the full information typically required under this item170 - Operations are mainly conducted in the PRC, making earnings subject to movements in foreign currency exchange rates, particularly between the U.S. dollar and RMB171 Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes in internal control over financial reporting - As of June 30, 2025, the company's CEO and CFO concluded that its disclosure controls and procedures were effective173 - No material changes in internal control over financial reporting occurred during the fiscal quarter ended June 30, 2025174 - Management acknowledges that control systems provide only reasonable, not absolute, assurance and may not prevent or detect all errors or fraud due to inherent limitations and resource constraints175 PART II – OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, defaults, mine safety, other information, and exhibits Item 1. Legal Proceedings The company is not a party to any new material legal proceedings but provides updates on ongoing litigation involving stock repurchase and loan repayment judgments - The company is not currently a party to any material legal proceedings, and none are threatened177 - A lawsuit by Beijing Hongyuan Recycling Energy Investment Center (BIPC) against Xi'an TCH for stock repurchase resulted in a judgment in favor of Hongyuan, with Xi'an TCH filing for retrial and accruing $2.10 million in litigation expense as of December 31, 2024178179 - Xi'an Zhonghong Technology Co., Ltd. was ordered to pay RMB77 million ($11.06 million) loan principal and RMB2.42 million ($0.35 million) interest to BIPC, plus RMB80.29 million ($11.53 million) in enforcement fees; the principal was paid in November 2024, but interest remains outstanding180 Item 1A. Risk Factors As a smaller reporting company, no new risk factor disclosures are required, referring to the prior annual report for comprehensive risks - The company is a smaller reporting company and is not required to provide information for this item182 - There have been no material changes in risk factors from those disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024182 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company reports no unregistered sales of equity securities or use of proceeds during the period - There were no unregistered sales of equity securities or use of proceeds to report183 Item 3. Defaults Upon Senior Securities The company reports no defaults upon senior securities during the period - There were no defaults upon senior securities to report184 Item 4. Mine Safety Disclosures This item is not applicable to the company - This item is not applicable to the company186 Item 5. Other Information The company reports no other information to disclose under this item - There is no other information to report under this item187 Item 6. Exhibits This section lists all exhibits filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q - The report includes various exhibits such as Articles of Incorporation, Bylaws, Common Stock Specimen, and numerous agreements related to operations, equity, and debt188189190191192193 - Recent exhibits include Exchange Agreements dated July 22, 2025, July 31, 2025, and August 8, 2025, between the Company and Bucktown Capital, LLC193 - Certifications from the Principal Executive Officer and Principal Financial Officer pursuant to the Sarbanes-Oxley Act of 2002 are also filed194 SIGNATURES The report was duly signed on August 13, 2025, by the Chairman of the Board, CEO, and CFO - The report was duly signed on August 13, 2025, by Guohua Ku, Chairman of the Board and Chief Executive Officer, and Yongjiang Shi, Chief Financial Officer198199