Item 2. Management’s Discussion and Analysis
Item 2. Management’s Discussion and Analysis of Financial
Condition and Results of Operations
The following discussion and analysis should
be read in conjunction with the consolidated financial statements and the related notes included elsewhere in this Quarterly Report on
Form 10-Q.
Forward-Looking Statements
This Quarterly Report on Form 10-Q contains “forward-looking
statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of
federal and state securities laws, including, but not limited to: any projections of earnings, revenue, or other financial items; any
statements regarding the adequacy, availability, and sources of capital, any statements of the plans, strategies, and objectives of management
for future operations; any statements concerning proposed new products, services, or developments; any statements regarding future economic
conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. Forward-looking
statements may include the words “may,” “will,” “estimate,” “intend,” “continue,”
“believe,” “expect,” “plan,” “project,” or “anticipate,” and other similar
words. In addition to any assumptions and other factors and matters referred to specifically in connection with such forward-looking statements,
factors that could cause actual results or outcomes to differ materially from those contained in the forward-looking statements include
those factors set forth under “Item 1A. Risk Factors” included in our annual report on Form 10-K (File No. 001-42099) for
the fiscal year ended June 30, 2025, filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 25, 2025
(the “Annual Report”).
Although we believe that the expectations reflected
in our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed. Our future financial
condition and results of operations, as well as any forward-looking statements, are subject to change and to inherent risks and uncertainties,
such as those disclosed in this Quarterly Report. We do not intend, and undertake no obligation, to update any forward-looking statement,
except as required by law.
The information included in this Management’s
Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our unaudited condensed consolidated
financial statements and the notes included in this Quarterly Report, and the audited consolidated financial statements and notes and
Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the Annual Report.
Overview
We are a fast-growing U.S.-based warehousing and
logistics service provider that offers a comprehensive package of supply-chain solutions relating to warehouse management and order fulfillment.
With the boom of e-commerce and Internet technology,
along with the development of global supply chains, a growing number of merchants are seeking to sell their products through international
e-commerce platforms, such as Amazon and eBay. These merchants, however, are confronted with major logistical challenges because of the
complexities involved in shipping goods across borders. Specifically, when a foreign consumer places an order online, it can
take a long time for the goods to be delivered from one country to another (especially for bulky items), while facing high damage rates
and congestion during peak seasons. One of the solutions to such problems is to set up overseas warehouses, which are local storage facilities
established in a foreign country where the cross-border merchants intend to sell their goods. Cross-border e-commerce merchants can export
goods in batches in advance to overseas warehouses, which can then be delivered to overseas consumers once orders are placed via e-commerce
platforms. As a result, the delivery time and the rate of damaged and lost packages may be reduced significantly, therefore enhancing
the shopping experience of consumers.
24
We provide one-stop warehousing and logistics
services to cross-border e-commerce merchants outside the U.S. who seek to sell in the U.S. market. We currently operate ten
warehouses across the country, with an aggregate gross floor area of approximately 3,946,620 square feet. Aside from a nationwide footprint
and large storage space, our warehouses are equipped with automated sorting systems, heavy-duty forklifts, and pallets and trays that
are suitable for processing bulky items. As a one-stop warehousing and logistics service provider, we offer a full spectrum of services,
including (i) customs brokerage services; (ii) transportation of merchandise to U.S. warehouses; and (iii) warehouse
management and order fulfillment services, which further include (a) product storage and retrieval, (b) product packing and
labeling, (c) kitting and repackaging, (d) order assembly and load consolidation, (e) inventory management and sales forecasting,
(f) third-party distribution coordination, and (g) other value-added services. We also provide warehousing and logistics services
to our U.S.-based commercial customers, who are typically domestic e-commerce merchants seeking efficient and reliable warehousing and
logistics solutions to support their operations. In general, the warehousing and logistics services we provide to our domestic customers
are similar to those we provide to our overseas customers. This allows us to provide integrated solutions for our customers, whether they
need domestic or international warehousing and logistics support. As of December 31, 2025 and June 30, 2025, we had an active customer
base of 588, and 505, respectively, for our warehousing and logistics services.
For the six months ended December 31, 2025 and
2024, we had total revenue of $101.0 million and $93.6 million, and net loss of $10.4 million and $6.3 million, respectively. While we
do not have any subsidiaries, assets, or employees in the PRC, we generate a significant portion of our revenue from customers based in
China. During the six months ended December 31, 2025 and 2024, we generated approximately 83% and 86% of our revenue from PRC-based customers,
respectively.
Results of Operations
The following table outlines our consolidated
statements of operations for the three and six months ended December 31, 2025 and 2024:
For Three Months
Ended
December 31,
2025
For Three Months
Ended
December 31,
2024
For Six Months
Ended
December 31,
2025
For Six Months
Ended
December 31,
2024
US$
US$
US$
US$
Revenue
51,542,848
51,143,682
101,016,027
93,625,578
Costs of services
52,313,114
50,660,690
104,270,376
96,749,376
Gross profit
(770,266 )
482,992
(3,254,349 )
(3,123,798 )
Operating costs and expenses:
General and administrative
3,328,550
2,659,156
7,545,856
6,327,981
Total operating costs and expenses
3,328,550
2,659,156
7,545,856
6,327,981
Loss from operations
(4,098,816 )
(2,176,164 )
(10,800,205 )
(9,451,779 )
Other (income) expenses:
Other income, net
(302,280 )
(564,656 )
(1,040,872 )
(1,770,321 )
Loss on disposal of assets
—
43,625
—
43,625
Finance costs
44,121
79,989
592,466
88,997
Total other (income) expenses
(258,159 )
(441,042 )
(448,406 )
(1,637,699 )
Loss before provision for income taxes
(3,840,657 )
(1,735,122 )
(10,351,799 )
(7,814,080 )
Current income tax expense
19,525
—
16,436
—
Deferred income tax expense (recovery)
—
(75,882 )
—
(1,506,969 )
Total income tax expenses (recovery)
19,525
(75,882 )
16,436
(1,506,969 )
Net loss
(3,860,182 )
(1,659,240 )
(10,368,235 )
(6,307,111 )
Total comprehensive loss
(3,860,182 )
(1,659,240 )
(10,368,235 )
(6,307,111 )
Basic & diluted net earnings per share
(0.08 )
(0.04 )
(0.24 )
(0.15 )
Weighted average number of shares of common stock-basic and diluted
45,443,079
41,642,442
43,952,643
41,638,221
25
Revenue, costs of services, and gross profit
margin
The following table sets forth our revenue for
the three and six months ended December 31, 2025 and 2024:
For the
Three Months
Ended
December 31,
2025
For the
Three Months
Ended
December 31,
2024
For the
Six Months
Ended
December 31,
2025
For the
Six Months
Ended
December 31,
2024
US$
US$
US$
US$
Revenue
51,542,848
51,143,682
101,016,027
93,625,578
Costs of services
52,313,114
50,660,690
104,270,376
96,749,376
Gross profit (loss)
(770,266 )
482,992
(3,254,349 )
(3,123,798 )
Gross profit (loss) margin %
-1.5 %
0.9 %
-3.2 %
-3.3 %
The following table outlines the compositions
of our revenue streams:
For the
Three Months
Ended
December 31,
2025
For the
Three Months
Ended
December 31,
2024
For the
Six Months
Ended
December 31,
2025
For the
Six Months
Ended
December 31,
2024
US$
US$
US$
US$
Transportation services
31,981,419
36,127,069
64,056,315
64,617,825
Warehousing services
19,545,895
15,010,370
36,926,802
28,984,064
Other services
15,534
6,243
32,910
23,689
Total
51,542,848
51,143,682
101,016,027
93,625,578
Three Months Ended December 31, 2025
and 2024
Our revenue slightly increased by $0.4 million,
or 0.8%, to $51.5 million during the three months ended December 31, 2025, compared to $51.1 million for the same period
in 2024. The increase was due to the following factors:
1) Revenue from our transportation services decreased by $4.1
million, or 11.5%, for the three months ended December 31, 2025, compared with the same period in 2024, due to a decreased proportion
of traditional customer order volume and an increased proportion of Temu and TikTok order volume for the three months ended December
31, 2025. Aggressive market pushes by e-commerce platforms have incentivized sellers to ship orders through the platforms rather than
directly to consumers. For example, more of our traditional customers are transferring orders in bulk to Amazon warehouses to sell through
their Fullfillment by Amazon program instead of shipping individual items to buyers. Additionally, because Temu and TikTok orders typically
only generate warehouse service revenue due to transportation services already being provided by the e-commerce platforms, the decrease
in the volume of traditional orders and subsequent decrease in transportation services revenue is not offset by the general increase
in order volume. While overall order volume has increased, the number of orders using our transportation services has decreased, resulting
in a decrease in transportation service volume and revenue.
2) Revenue from our warehousing services increased by $4.5 million,
or 30.2%, for the three months ended December 31, 2025, compared with the same period in 2024. As an integrated part of our one-stop
warehousing and logistics services, revenue increase from our warehousing services was driven by the optimizations of warehouse space
usage and streamlining of workflow, and the Temu and TikTok customer bases have increased and contribute to a more significant portion
of warehouse service volume.
26
Six Months Ended December 31, 2025 and
2024
Our revenue increased by $7.4 million, or 7.9%, to $101.0 million
during the six months ended December 31, 2025, compared to $93.6 million for the same period in 2024. The increase was due to
the following factors:
1)
Revenue from our transportation services slightly decreased by $0.6 million, or 0.9%, for the six months ended December 31, 2025, compared with the same period in 2024, due to a decreased proportion of traditional customer order volume and an increased proportion of Temu and TikTok order volume for the six months ended December 31, 2025. Aggressive market pushes by e-commerce platforms have incentivized sellers to ship orders through the platforms rather than directly to consumers. For example, more of our traditional customers are transferring orders in bulk to Amazon warehouses to sell through their Fullfillment by Amazon program instead of shipping individual items to buyers. Additionally, because Temu and TikTok orders typically only generate warehouse service revenue due to transportation services already being provided by the e-commerce platforms, the decrease in the volume of traditional orders and subsequent decrease in transportation services revenue is not offset by the general increase in order volume. While overall order volume has increased, the number of orders using our transportation services has decreased, resulting in a decrease in transportation service volume and revenue..
2) Revenue
from our warehousing services increased by $8.0 million, or 27.4%, for the six months ended December 31, 2025, compared with the same
period in 2024. As an integrated part of our one-stop warehousing and logistics services, revenue increase from our warehousing services
was driven by optimizations of warehouse space usage and streamlining of workflow.
The following table sets forth a breakdown of
our costs of services for the three and six months ended December 31, 2025 and 2024:
For the
Three Months
Ended
December 31,
2025
For the
Three Months
Ended
December 31,
2024
For the
Six Months
Ended
December 31,
2025
For the
Six Months
Ended
December 31,
2024
US$
US$
US$
US$
Amortization
11,662
8,830
23,257
17,659
Depreciation
852,347
707,122
1,581,788
1,182,223
Lease expenses
10,985,574
8,943,724
21,516,119
18,050,328
Freight expenses
27,759,467
28,715,466
55,439,752
54,421,945
Port handling and customs fees
39,206
189,143
118,086
341,888
Salary and benefits
2,309,593
2,509,610
4,831,688
5,074,473
Temporary labor expenses
7,747,988
6,230,201
14,829,526
11,951,127
Warehouse expenses
2,048,143
2,240,217
4,897,003
4,299,328
Utilities
248,095
245,877
563,236
475,097
Other expenses
311,039
870,500
469,921
935,308
Total
52,313,114
50,660,690
104,270,376
96,749,376
Three Months Ended December 31,
2025 and 2024
Our costs of services mainly represented the costs
incurred for the use of third-party direct freight service carriers, such as FedEx and UPS, warehouse rental expenses, costs of labor,
and trucking expenses. Costs of services increased by $1.7 million, or 3.3%, during the three months ended December 31, 2025,
compared with the same period in 2024. The increase was primarily driven by the following two factors:
i.
Between December 31, 2024 and December 31, 2025, the Company expanded its operations through opening three new warehouses, including a new warehouse in the State of Illinois. These new facilities focused less on the traditional drop-shipping model, instead operating as hubs for lower profit margin services such as transfers or returns. These dynamics resulted in a notable increase in temporary labor expenses by $1.5 million, rental expenses by $2.0 million, and other related operating expenses.
ii.
Freight costs decreased by $1.0 million due to a decreased proportion of traditional customer order volume and an increased proportion of Temu and TikTok order volume. Aggressive market pushes by e-commerce platforms incentivizing sellers to ship orders through the platforms instead of directly to customers. While overall order volume has increased, freight costs have decreased due to fewer orders utilize our transportation and freight services. Traditional customers are much more likely to rely on our services for deliveries and transfers.
27
Our overall gross profit/(loss) margin decreased
from 0.9% for the three months ended December 31, 2024 to -1.5% for the same period in 2025, primarily due to a decrease in the proportion
of shipments using our shipping services, which typically has higher profit margins. Many of the new customers have come through the Temu
and TikTok e-commerce platforms, which provide their own shipping labels. This has muted the holiday season increase in revenue from transportation
services we typically see and we have had to cut profit margins of the shipping services to keep competitive prices. Additionally, the
new warehouses added between December 31, 2024 and December 31, 2025 have been used for lower profit margin services, such as handling
returned orders. Although revenue increased by $0.4 million during this period, the Company was unable to generate profit from warehouse-related
expenditures.
Six Months Ended December 31, 2025 and
2024
Costs of services increased by $7.5 million,
or 7.8%, during the six months ended December 31, 2025, compared with the same period in 2024. The increase was primarily driven
by the following two factors:
i.
Between December 31, 2024 and December 31, 2025, the Company expanded its operations through opening three new warehouses, including a new warehouse in the State of Illinois. These new facilities focused less on the traditional drop-shipping model, instead operating as hubs for lower profit margin services such as transfers or returns. These dynamics resulted in a notable increase in temporary labor expenses by $2.9 million, rental expenses by $3.5 million, and other related operating expenses.
ii.
Freight costs increased by $1.0 million due to additional order volume from the three new warehouses added between December 31, 2024 and December 31, 2025. While the new Illinois and California warehouses did not focus mainly on drop-shipped orders, they still handled a significant amount. The volume of orders at these two warehouses further increased during the three months ended June 30, 2025 and the three months ended December 31, 2025, respectively, when several larger customers started utilizing the new warehouses for drop-shipped orders.
Our overall gross loss margin slightly improved
from 3.3% for the six months ended December 31, 2024 to 3.2% for the same period in 2025, primarily due to the Company’s increased
focus on overall warehouse efficiency. We have been expanding our selection of temporary labor service providers with the goal of decreasing
costs without sacrificing warehouse output.
Operating expenses
Our operating expenses consist primarily of general
and administrative expenses. The following table sets forth a breakdown of our general and administrative expenses for the three and six months
ended December 31, 2025 and 2024:
For the
Three Months
Ended
December 31,
2025
For the
Three Months
Ended
December 31,
2024
For the
Six Months
Ended
December 31,
2025
For the
Six Months
Ended
December 31,
2024
US$
US$
US$
US$
Bank charges
17,915
12,727
60,315
53,117
Amortization
49,072
55,808
98,143
108,247
Office expenses
676,220
351,217
1,808,457
1,605,056
Professional fees
287,056
846,705
694,714
1,233,968
Rental expenses
259,235
105,670
901,130
219,024
Repairs and maintenance
582,241
82,682
1,311,398
421,750
Salary and benefits
1,237,790
820,963
2,077,521
2,002,243
Sundries
66,063
111,252
114,074
158,997
Tax and licenses
62,795
72,405
189,316
139,860
Vehicle expenses
34,283
29,607
210,737
63,245
Other expenses
55,880
68,693
80,051
94,111
Credit loss expenses (recovery)
-
101,427
-
228,363
Total
3,328,550
2,659,156
7,545,856
6,327,981
28
Three Months Ended December 31,
2025 and 2024
Our general and administrative expenses increased
by $0.7 million, from $2.7 million for the three months ended December 31, 2024 to $3.3 million for the same period
in 2025, representing an increase of 25.2%. The increase was due to the following factors:
1)
Office expenses increased by $0.3 million, or 92.5% as a result of
the growth in our dispatching services team. The increase in personnel necessitated an increased expenditure in office supplies and necessities.
2)
Rental expenses increased by $0.2 million, or 145.3%. The increase is mainly due to new warehouse locations added between December 2024 and December 2025.
3)
Repairs and maintenance expenses increased by $0.5 million, or 604.2%, mainly due to additional warehouse locations and growth in our truck fleet.
4)
Salary and benefits increased by $0.4 million, or 50.8%, due to personnel increases from the additional warehouse locations and transportation service growth.
5)
Professional fees decreased by $0.6 million, or 66.1%. The decrease is mainly due to fewer external consultants used in the three months ended December 31, 2025.
Six Months Ended December 31, 2025 and 2024
Our general and administrative expenses increased
by $1.2 million, from $6.3 million for the six months ended December 31, 2024 to $7.5 million for the same period
in 2025, representing an increase of 19.2%. The increase was due to the following factors:
1)
Rental expenses increased by $0.7 million, or 311.4%. The increase is mainly due to new warehouse locations added between December 2024 and December 2025.
2)
Repairs and maintenance expenses increased by $0.9 million, or 210.9%, mainly due to additional warehouse locations and growth in our truck fleet.
3)
Professional fees decreased by $0.5 million, or 43.7%. The decrease is mainly due to fewer external consultants used in the six months ended December 31, 2025.
Income Tax
Our income tax recovery decreased by $0.1 million
for the three months ended December 31, 2025 compared to the same period in 2024, mainly due to the non-recurring reversal of recognized
deferred tax liabilities during the three months ended December 31, 2024.
Our income tax recovery decreased by $1.5 million
for the six months ended December 31, 2025 compared to the same period in 2024, mainly due to the non-recurring reversal of previously
recognized deferred tax liabilities during the six months ended December 31, 2024.
29
Net loss
As a result of the foregoing, our net loss for
the three months ended December 31, 2025 was $3.9 million, compared with $1.7 million for the same period in 2024, representing
a decrease by $2.2 million.
Our net loss for the six months ended December 31,
2025 was $10.4 million, compared with $6.3 million for the same period in 2024, representing a decrease by $4.1 million.
Liquidity and Capital Resources
Going Concern
These financial statements have been prepared
on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal
course of business. The Company incurred a net loss of $10.4 million during the six months ended December 31, 2025 and as of that date,
had a net current liability of $15.8 million. Without additional financing, the Company may not be able to fund its ongoing operations.
The Company is expanding its service offerings to new customers, optimizing warehouse utilization, and developing higher-margin logistics
solutions to improve profitability and cash generation. Management is executing a cost optimization plan, including delaying certain non-essential
capital expenditures, reducing third-party service costs, and improving operational efficiency across warehouse operations to preserve
cash flow. In addition, the Company is in discussions with several financial institutions and investors to secure additional credit facilities
and other forms of financing to strengthen working capital. There is no assurance that the Company will be able to obtain financings or
obtain them on favorable terms. These uncertainties may cast significant doubt on the Company’s ability to continue as a going concern.
The Company will need to raise sufficient working capital to maintain operations. These financial statements do not include any adjustments
related to the recoverability of assets and classification of liabilities that might be necessary should the Company be unable to continue
as a going concern. Such adjustments could be material.
In assessing our liquidity, management monitors
and analyzes our cash on-hand, our ability to generate sufficient revenue sources in the future, and our operating and capital expenditure
commitments. As of the date of this Quarterly Report, we have financed our operations primarily through cash generated by operating activities
and capital contributions from stockholders. As of December 31, 2025 and June 30, 2025, we had cash and cash equivalents and restricted
cash of $9.4 million and $13.6 million, respectively, which primarily consisted of cash deposited in banks.
Our working capital requirements mainly consist
of costs of services and general and administrative expenses. We expect that our capital requirements will be met by cash generated from
our operating activities and financing activities. We believe that our current cash and cash generated from our operating activities will
be sufficient to meet our current and anticipated working capital requirements and capital expenditures for at least the next 12 months.
We may, however, need additional cash resources in the future if we experience changes in our business conditions or other developments.
Cash Flows for the six months Ended
December 31, 2025 and 2024
For the
Six Months
Ended
December 31,
2025
For the
Six Months
Ended
December 31,
2024
US$
US$
Net cash used in operating activities
(3,397,769
)
(9,232,468
)
Net cash provided by (used in) investing activities
1,556,442
(1,009,065
)
Net cash (used in) provided by financing activities
(2,299,717
)
7,669,896
Net decrease in cash and cash equivalents and restricted cash
(4,141,044
)
(2,571,637
)
Cash and cash equivalents and restricted cash at beginning of six months period
13,577,827
9,950,384
Cash and cash equivalents and restricted cash at end of six months period
9,436,783
7,378,747
30
We had a balance of cash and cash equivalents
and restricted cash of $9.4 million as of December 31, 2025, compared with a balance of $13.6 million as of June 30, 2025. During
the six months ended December 31, 2025, changes in our cashflow were mainly due to the following activities:
Operating Activities
Net cash used in operating activities was $3.4
million for the six months ended December 31, 2025, compared to net cash used in operating activities of $9.2 million
for the same period in 2024, representing a $5.8 million increase in the net cash inflow from operating activities. The increase
was primarily due to the following:
(i) We
had net loss of $10.4 million for the six months ended December 31, 2025. For the six months ended December 31, 2024,
we had net loss of $6.3 million, which led to a $4.1 million decrease in net cash inflow from operating activities.
(ii) Changes
in accounts receivable and other receivables were $2.7 million cash inflow for the six months ended December 31, 2025. For
the six months ended December 31, 2024, changes in accounts receivable and other receivables were $6.0 million cash outflow,
which led to an $8.7 million increase in net cash inflow from operating activities.
(iii) Changes
in accounts payable and accrued liabilities used $0.3 million net cash outflow for the six months ended December 31, 2025. For the six
months ended December 31, 2024, changes in accounts payable and accrued liabilities provided net cash outflow of $2.0 million, which
led to a $1.7 million increase in net cash inflow from operating activities.
(iv) Changes
in non-cash items provided $5.3 million net cash inflow for the six months ended December 31, 2025. For the six months
ended December 31, 2024, changes in non-cash items provided net cash inflow of $4.4 million, which led to a $0.9 million increase
in net cash inflow from operating activities.
Investing Activities
Net cash provided by investing activities was
$1.6 million for the six months ended December 31, 2025, primarily attributable to $0.6 million cash used for the purchase
of property and equipment, $2.4 million cash used for loans extended to others, and $4.6 million proceeds received from loan repayments.
For the six months ended December 31, 2024,
net cash used in investing activities was $1.0 million, primarily attributable to $2.1 million cash used for the purchase of
property and equipment, $1.0 million cash used for loans extended to others, and $2.0 million proceeds received from loan repayments.
Financing Activities
For the six months ended December 31, 2025,
we had net cash used in financing activities of $2.3 million, which was primarily attributable to the $0.3 million used to repay
finance lease liabilities and $2.0 million used to repay convertible notes.
For the six months ended December 31, 2024,
we had net cash inflow from financing activities of $7.7 million, which was primarily attributable to the net effects of: (i) $0.4 million
repayment to related parties; (ii) $8.1 million of net proceeds from the Pre-Paid Advance under the SEPA.
31
Commitments and Contractual Obligations
As of December 31, 2025, we had operating and
finance leases for office space, warehouse space, and forklifts. Lease terms expire at various dates through June 2026 to November 2034
with options to renew for varying terms at our sole discretion. We have not included these options to extend or terminate in the calculation
of ROU assets or lease liabilities, as there is no reasonable certainty, as of the date of this Quarterly Report, that these options will
be exercised.
As of December 31, 2025, maturities of lease liabilities
for each of the following fiscal years ending June 30 and thereafter were as follows:
Operating
Finance
US$
US$
2026
16,901,998
412,924
2027
38,066,085
716,486
2028
38,508,454
483,964
2029
25,895,498
137,718
2030 and beyond
39,734,608
8,090
Total minimum lease payment
159,106,643
1,759,182
Less: imputed interest
(36,637,956 )
(193,454 )
Total lease liabilities
122,468,687
1,565,728
Less: current potion
(33,713,304 )
(763,696 )
Non-current portion
88,755,383
802,032
Other than the above leases, we did not have significant
commitments, long-term obligations, or guarantees as of December 31, 2025.
Off-balance Sheet Commitments and Arrangements
Other than six standby letters of credit with
Eastwest Bank in the aggregate amount of $4,394,812, we did not have during the period presented, and we do not currently have, any off-balance
sheet financing arrangements as defined under the rules and regulations of the SEC, or any relationships with unconsolidated entities
or financial partnerships, including entities sometimes referred to as structured finance or special purpose entities, that were established
for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. As of December 31, 2025,
we still have an unused line of credit of $4,394,812 with Eastwest Bank.
Critical Accounting Policies and Estimates
The preparation of consolidated financial statements
in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities,
contingent assets and liabilities, each as of the date of this Quarterly Report, and revenue and expenses during the periods presented.
On an ongoing basis, management evaluates their estimates and assumptions, and the effects of any such revisions are reflected in the
financial statements in the period in which they are determined to be necessary. Management bases their estimates on historical experience
and on various other factors that they believe are reasonable under the circumstances, the results of which form the basis for making
judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual outcomes could differ
materially from those estimates in a manner that could have a material effect on our consolidated financial statements.
We consider an accounting estimate to be critical
if: (i) the accounting estimate requires us to make assumptions about matters that were highly uncertain at the time the accounting estimate
was made, and (ii) changes in the estimate that are reasonably likely to occur from period to period or use of different estimates that
we reasonably could have used in the current period, would have a material impact on our financial condition or results of operations.
We consider accounting for the credit losses for accounts receivable and other receivables, and loan receivables to be critical accounting
estimates. There are other items within our financial statements that require estimation but are not deemed critical, as defined above.
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Our significant accounting policies are more fully
described in Note 2 — Summary of Significant Accounting Policies” in the notes to our unaudited consolidated financial
statements. We believe that there were no critical accounting policies that affected the preparation of such financial statements.
Item 3. Quantitative and Qualitative Disclosures
About Market Risk .
As a smaller reporting company, we are not required
to provide this information.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.