4 unchanged sentences
(Expressed in U.S.
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
18 unchanged sentences
Accounts payable and accrued expenses
+Added: Accrued liabilities
Taxes payable-current
−Removed: Advance from customer
Amount due to related parties
17 unchanged sentences
1,382,114 and 1,120,145 shares issued;
−Removed: and 13,346,618 and 10,726,924 shares outstanding as of June 30, 2025 and December 31, 2024
+Added: and 1,353,531 and 1,091,562 shares outstanding as of September 30, 2025 and December 31, 2024, respectively (1)
Treasury stock;
−Removed: 285,830 shares as of June 30, 2025 and December 31, 2024 at cost
+Added: 28,583 shares as of September 30, 2025 and December 31, 2024 at cost
( 1,372,673 )
3 unchanged sentences
Retained earnings unappropriated
+Added: ( 3,708,985 )
Retained earnings appropriated
−Removed: Accumulated other comprehensive income
+Added: Accumulated other comprehensive loss
( 19,316,969 )
4 unchanged sentences
$ 169,455,995
+Added: (1) The shares and per
+Added: share data are presented on a retroactive basis to reflect the stock split.
See accompanying notes to the condensed consolidated financial statements.
3 unchanged sentences
(Expressed in U.S.
−Removed: Three-Month Period Ended June 30,
−Removed: Six-Month Period Ended June 30,
−Removed: OPERATING COSTS AND EXPENSE
+Added: Three-Month Period Ended September 30,
+Added: Nine -Month Period Ended September 30,
+Added: OPERATING COSTS AND EXPENSES
Cost of net revenue
11 unchanged sentences
( 3,169,821 )
+Added: ( 2,409,957 )
TOTAL OPERATING COSTS AND EXPENSE
11 unchanged sentences
Other expense, net
−Removed: Loss on disposal of property, plant and equipment
( 3,521,613 )
( 3,524,825 )
+Added: Loss on disposal of long-lived assets
+Added: ( 2,008,853 )
+Added: ( 2,008,853 )
+Added: ( 29,169,008 )
+Added: Impairment of long-lived assets
+Added: ( 29,782,912 )
+Added: ( 29,782,912 )
LOSS BEFORE TAXES
2 unchanged sentences
( 41,067,789 )
+Added: ( 44,164,800 )
INCOME TAX BENEFIT (EXPENSE)
8 unchanged sentences
$ ( 40,582,933 )
+Added: OTHER COMPREHENSIVE (LOSS) INCOME
- Foreign currency translation adjustments
−Removed: ( 1,243,121 )
TOTAL COMPREHENSIVE LOSS
5 unchanged sentences
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES(1):
+Added: (1) The shares and per share data are presented on a retroactive basis
+Added: to reflect the stock split.
See accompanying notes to the condensed consolidated financial statements.
1 unchanged sentence
AND SUBSIDIARIES
−Removed: CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’
−Removed: SIX-MONTH PERIOD ENDED JUNE 30, 2025
+Added: CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
+Added: NINE-MONTH PERIOD ENDED SEPTEMBER 30, 2025
(Expressed in U.S.
comprehensive
+Added: outstanding(1)
unappropriated
−Removed: BALANCE AT MARCH 31, 2025 (Unaudited)
+Added: BALANCE AT JUNE 30, 2025 (Unaudited)
( 1,372,673 )
1 unchanged sentence
$ 142,214,825
−Removed: Currency translation adjustment
−Removed: Net loss for three-month period ended JUNE 30, 2025
−Removed: BALANCE AT JUNE 30, 2025(Unaudited)
+Added: Translation adjustment
+Added: Net loss for three-month period ended September 30, 2025
( 35,664,512 )
( 35,664,512 )
+Added: BALANCE AT SEPTEMBER 30, 2025 (Unaudited)
( 1,372,673 )
+Added: $ ( 3,708,985 )
+Added: $ ( 19,316,969 )
+Added: $ 107,461,696
comprehensive
+Added: outstanding(1)
unappropriated
−Removed: BALANCE AT MARCH 31, 2024 (Unaudited)
+Added: BALANCE AT JUNE 30, 2024 (Unaudited)
( 1,372,673 )
1 unchanged sentence
$ 166,915,125
−Removed: Currency translation adjustment
−Removed: Net loss for three-month period ended June 30, 2024
+Added: Translation adjustment
+Added: Net income for three-month period ended September 30, 2024
( 3,492,883 )
( 3,492,883 )
−Removed: BALANCE AT JUNE 30, 2024(Unaudited)
+Added: BALANCE AT SEPTEMBER 30, 2024 (Unaudited)
( 1,372,673 )
2 unchanged sentences
comprehensive
+Added: outstanding(1)
unappropriated
4 unchanged sentences
Restricted shares issued for services
+Added: Acquisition of Assets
Currency translation adjustment
−Removed: Net loss for three-month period ended JUNE 30, 2025
+Added: Net loss for nine-month period ended September 30, 2025
( 41,067,789 )
( 41,067,789 )
−Removed: BALANCE AT JUNE 30, 2025(Unaudited)
+Added: BALANCE AT September 30, 2025(Unaudited)
( 1,372,673 )
1 unchanged sentence
$ ( 19,316,969 )
+Added: $ 107,461,696
comprehensive
+Added: outstanding(1)
unappropriated
3 unchanged sentences
$ 205,248,296
−Removed: Currency translation adjustment
−Removed: ( 1,243,121 )
−Removed: ( 1,243,121 )
−Removed: Net loss for six-month period ended June 30, 2024
+Added: Translation adjustment
+Added: Net loss for nine-month period ended September 30, 2024
( 40,582,933 )
( 40,582,933 )
−Removed: BALANCE AT JUNE 30, 2024(Unaudited)
+Added: BALANCE AT SEPTEMBER 30, 2024(Unaudited)
( 1,372,673 )
1 unchanged sentence
$ 166,525,118
+Added: (1) The shares and per share data
+Added: are presented on a retroactive basis to reflect the stock split.
+Added: See accompanying notes to the condensed consolidated financial statements.
Treasury Stock
3 unchanged sentences
Share to be Issued
−Removed: See accompanying notes to the condensed consolidated financial statements.
GULF RESOURCES, INC.
2 unchanged sentences
(Expressed in U.S.
−Removed: Six-Month Period Ended June 30,
+Added: Nine-Month Period Ended September 30,
CASH FLOWS FROM OPERATING ACTIVITIES
6 unchanged sentences
( 3,615,091 )
−Removed: Stock-based compensation expense
Amortization of right-of-use asset
−Removed: Loss on disposal of equipment
+Added: Stock-based compensation expense
+Added: Loss on disposal of long-lived assets
+Added: Impairment of long-lived assets
+Added: Accrued Liabilities
Changes in assets and liabilities:
2 unchanged sentences
Prepayments and deposits
−Removed: ( 2,331,871 )
Advance from customers
4 unchanged sentences
Taxes payable
−Removed: Lease Liabilities
−Removed: Net cash used in operating activities
−Removed: ( 2,139,435 )
+Added: Operating lease
+Added: Net cash provided by (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
1 unchanged sentence
( 8,673,384 )
−Removed: Net cash provided by (used in) investing activities
( 60,526,213 )
+Added: Net cash used in investing activities
+Added: ( 8,673,384 )
+Added: ( 60,526,213 )
CASH FLOWS FROM FINANCING ACTIVITIES
2 unchanged sentences
EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
−Removed: NET DECREASE IN CASH AND CASH EQUIVALENTS
+Added: NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
( 4,255,079 )
2 unchanged sentences
CASH AND CASH EQUIVALENTS - END OF PERIOD
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
−Removed: (Expressed in U.S.
−Removed: Years Ended June 30,
+Added: Periods Ended September 30,
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
−Removed: Cash paid during the six-month period ended June 30, 2025 for:
+Added: Cash paid during the nine-month period ended September 30, 2025 for:
Paid for taxes
5 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
1 unchanged sentence
of Presentation and Consolidation
−Removed: The accompanying audited consolidated financial
+Added: The accompanying unaudited consolidated financial
statements have been prepared by Gulf Resources, Inc.
3 unchanged sentences
include the accounts of Gulf Resources, Inc.
−Removed: and its wholly-owned subsidiary, Upper Class Group Limited, a company incorporated in the
−Removed: British Virgin Islands, which owns 100% of Hong Kong Jiaxing Industrial Limited, a company incorporated in Hong Kong (“HKJI”).
−Removed: HKJI owns 100% of Shouguang City Haoyuan Chemical Company Limited (“SCHC”) which owns 100% of Shouguang Yuxin Chemical Industry
−Removed: Co., Limited (“SYCI”) ,Daying County Haoyuan Chemical Company Limited (“DCHC”) and Shouguang Hengde Salt Industry
+Added: and its wholly-owned subsidiary, Upper Class Group Limited, a company incorporated in
+Added: the British Virgin Islands, which owns 100% of Hong Kong Jiaxing Industrial Limited, a company incorporated in Hong Kong
+Added: HKJI owns 100% of Shouguang City Haoyuan Chemical Company Limited (“SCHC”) which owns 100% of
+Added: Shouguang Yuxin Chemical Industry Co., Limited (“SYCI”), Daying County Haoyuan Chemical Company Limited
+Added: (“DCHC”) and Shouguang Hengde Salt Industry Co.
All material intercompany transactions have been eliminated on consolidation.
−Removed: Going Concern Consideration
−Removed: consolidated financial statements are prepared on the going concern basis, meaning that the enterprise is expected to realize the assets
−Removed: and settle the liabilities through normal business operations.
−Removed: However, the going concern of the enterprise relies on many factors, such
−Removed: as profitable operations, generating operating cash flows, obtaining financing, etc.
−Removed: company assesses its liquidity by monitoring cash and cash equivalents, as well as operating and capital expenditure commitments.
−Removed: June 30, 2025, the Company had current assets of $ 20.28 million and current liabilities of $ 14.79 million.
−Removed: As a result, the
−Removed: surplus was $ 5.49 million, and it has suffered losses for the six months ended by June 30 , 2025.
−Removed: If it is unable to raise additional funds, it may need to take measures such as cutting administrative and operational cost and save funds.
−Removed: If there are significant doubts regarding the company's ability to continue operations, the company is attempting to alleviate such concerns
−Removed: through measures such as controlling operating expenses, shifting business focus to revenue-generating activities, obtaining authorization
−Removed: from domestic banks and other financial institutions, and seeking equity or debt financing.
−Removed: Additionally, the company will also obtain
−Removed: financial support commitments from related parties.
−Removed: However, these situations still pose significant doubts regarding the company's ability
−Removed: to continue operations.
−Removed: The financial statements do not consider the potential impact on the recoverability of assets, classification,
−Removed: and amounts and classification of liabilities if the company is unable to continue operations.
+Added: (b) Going Concern Consideration
+Added: The consolidated financial statements are prepared on the going concern
+Added: basis, meaning that the enterprise is expected to realize the assets and settle the liabilities through normal business operations.
+Added: the going concern of the enterprise relies on many factors, such as profitable operations, generating operating cash flows, obtaining
+Added: financing, etc.
+Added: The company assesses its liquidity by monitoring cash and cash equivalents,
+Added: as well as operating and capital expenditure commitments.
+Added: As of September 30, 2025, the Company had
+Added: current assets of $ 15.67 million and current liabilities of $ 17.11 million.
+Added: As a result, the deficit was $ 1.44 million,
+Added: and it has suffered losses for the nine months ended by September 30, 2025.
+Added: If it is unable to raise
+Added: additional funds, it may need to take measures such as cutting administrative and operational cost and save funds.
+Added: If there are significant doubts regarding the company's ability to
+Added: continue operations, the company is attempting to alleviate such concerns through measures such as controlling operating expenses, shifting
+Added: business focus to revenue-generating activities, obtaining authorization from domestic banks and other financial institutions, and seeking
+Added: equity or debt financing.
+Added: Additionally, the company will also obtain financial support commitments from related parties.
+Added: However, these
+Added: situations still pose significant doubts regarding the company's ability to continue operations.
+Added: The financial statements do not consider
+Added: the potential impact on the recoverability of assets, classification, and amounts and classification of liabilities if the company is
+Added: unable to continue operations.
+Added: Nature of Business
The Company manufactures and trades bromine through
2 unchanged sentences
through its wholly-owned subsidiary, SHSI;
−Removed: and manufactures chemical products for use in
−Removed: the oil industry, pesticides, paper manufacturing industry and for human and animal antibiotics through its wholly-owned subsidiary, Shouguang
−Removed: Yuxin Chemical Industry Co., Limited (“SYCI”) in the People’s Republic of China (“PRC”).
−Removed: DCHC was established
−Removed: to further explore and develop natural gas and brine resources (including bromine and crude salt) in the PRC.
−Removed: DCHC commenced trial operation
−Removed: in January 2019 but temporarily suspended its production in May 2019 as required by the government to obtain project approval (see Note
+Added: and manufactures chemical products for use in the oil industry, pesticides, paper manufacturing
+Added: industry and for human and animal antibiotics through its wholly-owned subsidiary, Shouguang Yuxin Chemical Industry Co., Limited (“SYCI”)
+Added: in the People’s Republic of China (“PRC”).
+Added: DCHC was established to further explore and develop natural gas and brine
+Added: resources (including bromine and crude salt) in the PRC.
+Added: DCHC’s business commenced trial operation in January 2019 but has temporarily
+Added: suspended production insince May 2019 as required by the government to obtain project approval (see Note 1 (b)(iii)).
(i) Bromine and Crude Salt Segments
2 unchanged sentences
9 passed inspection and could resume operations.
−Removed: In April 2019, Factory No.
−Removed: 1, and Factory No.
−Removed: 7 resumed operation.
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
−Removed: (Expressed in U.S.
−Removed: On November 25, 2019, the government
−Removed: of Shouguang City issued a notice ordering all bromine facilities in Shouguang City, including the Company’s bromine
−Removed: facilities, including Factory No.
−Removed: 1 and Factory No.
+Added: In April 2019, Factory No.1, and Factory No.7 resumed operation.
+Added: On November 25, 2019, the government of Shouguang City issued a notice
+Added: ordering all bromine facilities in Shouguang City, including the Company’s bromine facilities, including Factory No.
+Added: 1 and Factory
7, to temporarily stop production from December 16, 2019 to February 10, 2020.
−Removed: Subsequently, due to the coronavirus outbreak in China, the local government ordered those bromine facilities to postpone the
−Removed: commencement of production.
−Removed: Subsequently, the Company received an approval dated February 27, 2020 issued by the local governmental
−Removed: authority allowing the Company to resume production after the winter temporary closure.
−Removed: Further, the Company received another
−Removed: approval from the Shouguang Yangkou People’s Government dated March 5, 2020 allowing the Company to resume production at its
−Removed: bromine factories No.
−Removed: 9 in order to meet the needs of bromide products for epidemic prevention and control
−Removed: (the “March 2020 Approval”).
+Added: Subsequently, due to the coronavirus outbreak in China,
+Added: the local government ordered those bromine facilities to postpone the commencement of production.
+Added: Subsequently, the Company received an
+Added: approval dated February 27, 2020 issued by the local governmental authority allowing the Company to resume production after the winter
+Added: temporary closure.
+Added: Further, the Company received another approval from the Shouguang Yangkou People’s Government dated March 5,
+Added: 2020 allowing the Company to resume production at its bromine factories No.
+Added: 9 in order to meet the needs of bromide
+Added: products for epidemic prevention and control (the “March 2020 Approval”).
The Company’s Factories No.
−Removed: 7 commenced trial production in mid March 2020
−Removed: and commercial production on April 3, 2020 and its Factories No.
−Removed: 9 commenced commercial production on May 6, 2020.
−Removed: Company received verbal notification from the government regarding Factory No.
−Removed: 8, allowing it to recommence production in August
+Added: trial production in mid March 2020 and commercial production on April 3, 2020 and its Factories No.
+Added: 9 commenced commercial production
+Added: on May 6, 2020.
+Added: The Company received verbal notification from the government regarding Factory No.
+Added: 8, allowing it to recommence production
+Added: in August 2022.
8 began contributing revenue in the fourth quarter 2022.
−Removed: The Company is still waiting for governmental
−Removed: approval for Factories No.
−Removed: To our knowledge, the government is currently completing its planning process for all mining
−Removed: areas including that for prevention of flood.
−Removed: As a result, we may be required to make some modifications to our current wells and aqueducts
−Removed: prior to commencement of operations of these factories to satisfy the local government's requirements.
−Removed: In April 2022, Shouguang Hengde Salt Industry
−Removed: Ltd, our subsidiary, was incorporated in Shandong Province, China, for crude salt production and trading.
−Removed: This subsidiary was created
−Removed: in response to a new government policy that required bromine and crude salt companies to have separate registrations.
−Removed: The creation of
−Removed: this subsidiary and the separation of bromine and crude salt does not impact sales or overall profits.
−Removed: However, the establishment of this
−Removed: subsidiary has resulting in a reallocation of costs between bromine and crude salt.
+Added: The Company is still waiting for governmental approval for Factories
+Added: To our knowledge, the government is currently completing its planning process for all mining areas including that for
+Added: prevention of flood.
+Added: As a result, we may be required to make some modifications to our current wells and aqueducts prior to commencement
+Added: of operations of these factories to satisfy the local government's requirements.
+Added: In April 2022, Shouguang Hengde Salt Industry Co.
+Added: Ltd, our subsidiary,
+Added: was incorporated in Shandong Province, China, for crude salt production and trading.
+Added: This subsidiary was created in response to a new
+Added: government policy that required bromine and crude salt companies to have separate registrations.
+Added: The creation of this subsidiary and the
+Added: separation of bromine and crude salt does not impact sales or overall profits.
+Added: However, the establishment of this subsidiary has resulting
+Added: in a reallocation of costs between bromine and crude salt.
(ii) Chemical Segment
23 unchanged sentences
of the equipment produced and delivered, so the Company can complete installation and begin testing and trial production.
−Removed: The Company estimates this relocation process will cost approximately
−Removed: $ 69 million in total.
−Removed: The Company incurred relocation costs comprising prepaid land lease, professional fees related to the
−Removed: design of the new chemical factory, purchase of plant and equipment and construction costs and installation costs incurred for the new
−Removed: chemical factory in the amount of $ 45,584,344 and $ 45,584,344 , which were recorded in the Property, plant and equipment in the consolidated
−Removed: balance sheets as of June 30, 2025 and December 31, 2024.
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
−Removed: (Expressed in U.S.
−Removed: The Company suspended the construction in the chemical factory until
−Removed: it decide what products can be produced most profitably.
+Added: The Company believes the relocation process will
+Added: cost approximately $ 69 million in total.
+Added: The Company incurred relocation costs comprising prepaid land lease, professional fees related
+Added: to the design of the new chemical factory, and progress payment and deposit for the construction of the new factory building in the amount
+Added: of $ 45,584,344 and $ 45,584,344 , which were recorded in the prepaid land leases and property, plant and equipment in the consolidated balance
+Added: sheets as of September 30, 2025 and December 31, 2024.
+Added: The Company does not believe the delay in opening the factory will materially
+Added: impact the overall cost of the project.
(iii) Natural Gas Segment
−Removed: In January 2017, the Company completed the
−Removed: first brine water and natural gas well field construction in Daying located in SichuanProvince, China, and commenced trial
−Removed: production in January 2019.
−Removed: On May 29, 2019, the Company received a verbal notice from the government of Tianbao Town, Daying
−Removed: County, Sichuan Province, whereby the Company is required to obtain project approval for its well located in Daying, including the
−Removed: whole natural gas and brine water project, and approvals for safety production inspection,environmental protection assessment, and
−Removed: to solve the related land issue.
−Removed: Until these approvals have been received, the Company has to temporarily halt trial production at
−Removed: its natural gas well in Daying.
−Removed: In compliance with the Chinese government new policies, the Company is also required to obtain an
−Removed: exploration license and a mining license for bromine and natural gas, respectively.
−Removed: Pursuant to the Opinions of the Ministry of
−Removed: Natural Resources on Several Issues in Promoting the Reform of Mineral Resources Management(Trial) promulgated by the Ministry of
−Removed: Natural Resources of PRC on January 9, 2020, which came into effect on May 1, 2020, privately owned enterprises are allowed to
−Removed: participate in the natural gas production.
−Removed: The Company plans to proceed with its applications for the natural gas and brine project
−Removed: approvals with related government departments until the governmental planning has been finalized.
+Added: In January 2017, the Company completed the first
+Added: brine water and natural gas well field construction in Daying located in Sichuan Province, China, and commenced trial production in January
+Added: On May 29, 2019, the Company received a verbal notice from the government of Tianbao Town, Daying County, Sichuan Province, whereby
+Added: the Company is required to obtain project approval for its well located in Daying, including the whole natural gas and brine water project,
+Added: and approvals for safety production inspection, environmental protection assessment, and to solve the related land issue.
+Added: approvals have been received, the Company has to temporarily halt trial production at its natural gas well in Daying.
+Added: In compliance with
+Added: the Chinese government new policies, the Company is also required to obtain an exploration license and a mining license for bromine and
+Added: natural gas, respectively.
+Added: Pursuant to the Opinions of the Ministry of Natural Resources on Several Issues in Promoting the Reform of
+Added: Mineral Resources Management (Trial) promulgated by the Ministry of Natural Resources of PRC on January 9, 2020, which came into effect
+Added: on May 1, 2020, privately owned enterprises are allowed to participate in the natural gas production.
+Added: The Company plans to proceed with
+Added: its applications for the natural gas and brine project approvals with related government departments until the governmental planning has
+Added: been finalized.
(d) Use of Estimates
30 unchanged sentences
of Credit Risk
−Removed: The Company is exposed to credit risk in the normal
−Removed: course of business, primarily related to accounts receivable and cash and cash equivalents.
−Removed: Substantially all of the Company’s cash
−Removed: and cash equivalents are maintained with financial institutions in the PRC, namely, Industrial and Commercial Bank of China Limited, China
−Removed: Merchants Bank Company Limited and Sichuan Rural Credit Union, which are not insured or otherwise protected.
−Removed: The Company placed $ 7,736,081
−Removed: and $ 10,075,162 with these institutions as of June 30, 2025 and December 31, 2024, respectively.
−Removed: The Company has not experienced
−Removed: any losses in such accounts in the PRC.
+Added: The Company is exposed to credit risk in the normal course of business,
+Added: primarily related to accounts receivable and cash and cash equivalents.
+Added: Substantially all of the Company’s cash and cash equivalents
+Added: are maintained with financial institutions in the PRC, namely, Industrial and Commercial Bank of China Limited, China Merchants Bank Company
+Added: Limited, Bank of China Limited and Sichuan Rural Credit Union, which are not insured or otherwise protected.
+Added: The Company placed $ 5,820,083 and
+Added: $ 10,075,162 with these institutions as of September 30, 2025 and December 31, 2024, respectively.
+Added: The Company has not
+Added: experienced any losses in such accounts in the PRC.
Concentrations of credit risk with respect to accounts receivable exists
6 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
44 unchanged sentences
The Company’s
−Removed: contributions totaled $ 123,099 and $ 100,290 for the three-month period ended June 30, 2025 and 2024, respectively, and totaled $ 296,584
−Removed: and $ 223,413 for the six-month period ended June 30, 2025 and 2024, respectively.
+Added: contributions totaled $ 121,872 and $ 99,035 for the three-month period ended September 30, 2025 and 2024, respectively, and totaled $ 418,457
+Added: and $ 322,448 for the nine-month period ended September 30, 2025 and 2024, respectively.
Net revenue is net of discount and value added
11 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
19 unchanged sentences
their estimated salvage value in connection with the decision to dispose of such assets.
−Removed: For the three and six months period ended June
−Removed: 30, 2025 and 2024, the Company determined that there were no events or circumstances indicating possible impairment of its long-lived
+Added: For the three-month and nine-month periods ending September 30, 2025,
+Added: the impairment of the company's long-term assets was $ 29,782,912 .
+Added: For the three-month and nine-month periods ending September 30, 2024, there
+Added: was no impairment of the company's long-term assets.
and Diluted Earnings per Share of Common Stock
8 unchanged sentences
Anti-dilutive common stock equivalents which were excluded from
−Removed: the calculation of number of dilutive common stock equivalents amounted to 0 and 0 shares for the six-month periods ended June 30, 2025
+Added: the calculation of number of dilutive common stock equivalents amounted to 0 and 0 shares for the nine-month periods ended September 30,
2025 and 2024, respectively.
Because the Company reported a net loss
−Removed: for the six-month periods ended June 30, 2025 and 2024, common stock equivalents including stock options and warrants were anti-dilutive,
+Added: for the nine-month periods ended September 30, 2025 and 2024, common stock equivalents including stock options and warrants were anti-dilutive,
therefore the amounts reported for basic and diluted loss per share were the same.
2 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
12 unchanged sentences
Adjustments resulting from the translation of the balance sheets of the Company’s
−Removed: PRC subsidiaries are recorded in stockholders’ equity as part of accumulated other comprehensive income.
−Removed: The statement of income
−Removed: and comprehensive income is translated at average rate during the reporting period.
+Added: PRC subsidiaries are recorded in stockholders’ equity as part of accumulated other comprehensive loss.
+Added: The statement of loss and
+Added: comprehensive loss is translated at average rate during the reporting period.
Gains or losses resulting from transactions in currencies
−Removed: other than the functional currencies are recognized in net income for the reporting periods as part of general and administrative expense.
+Added: other than the functional currencies are recognized in net loss for the reporting periods as part of general and administrative expense.
The statement of cash flows is translated at average rate during the reporting period, with the exception of the consideration paid for
28 unchanged sentences
ROU assets and liabilities arising from lease arrangements with lease term of twelve months or less.
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
−Removed: (Expressed in U.S.
−Removed: (q) Stock-based
+Added: (q) Stock-based Compensation
Stock-based awards issued to employees are recorded
30 unchanged sentences
Interests and penalties associated with unrecognized tax benefits are included within the (benefit from) provision for income
−Removed: tax in the consolidated statement of profit (loss).
+Added: tax in the consolidated statement of income (loss).
Accounting Pronouncements
Recent accounting pronouncements adopted
−Removed: There were no recent accounting pronouncements adopted during the six
−Removed: months ended June 30, 2025.
−Removed: Recently Issued Accounting Pronouncements Not Yet Adopted
+Added: There were no recent accounting pronouncements adopted during the nine
+Added: months ended September 30, 2025.
+Added: Recently Issued Accounting Pronouncements Not
There were no recently issued accounting pronouncements not yet adopted
−Removed: during the six months ended June 30, 2025.
+Added: during the nine months ended September 30, 2025.
(u) Fair Value Measurement
20 unchanged sentences
There were no material unrecognized
−Removed: financial assets and liabilities as of June 30, 2025 and 2024.
+Added: financial assets and liabilities as of September 30, 2025 and 2024.
+Added: The Company determines the fair value with
+Added: the help from independent third party professional valuation specialists, and the assumptions used in estimating fair value require
+Added: significant judgment.
+Added: The use of different assumptions and judgments could result in a materially different estimate of fair value.
+Added: There are Base land price coefficient correction method and market comparison method for Prepaid land leases, and cost method for
+Added: Property, Plant and equipment are used in the valuation, which are all classified in Level 3 of the valuation hierarchy.
+Added: The following table presents the Company’s
+Added: assets measured at fair value on a non-recurring basis for the years ended September 30, 2025:
+Added: Basis of Presentation and Consolidation - Fair Value Assets
+Added: Measured on Non-Recurring Basis
+Added: Fair Value Measurement Non-Recurring
+Added: Fair Value Measurements at Reporting Date Using
+Added: September 30,2025
+Added: Quoted Prices
+Added: Total Gain(Loss)
+Added: September 30,2025
+Added: As of September 30, 2025
+Added: Prepaid land leases
+Added: As of September 30, 2025
+Added: Property, Plant and equipment
GULF RESOURCES, INC.
1 unchanged sentence
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
NOTE 2 – ACCOUNTS RECEIVABLE, NET
+Added: Accounts receivable net consist of:
+Added: September 30,
Accounts receivable
1 unchanged sentence
Accounts receivable, net
−Removed: The overall accounts receivable balance as of June 30, 2025 increased
−Removed: by $ 2,586,327 compared to those of December 31, 2024.
−Removed: We have policies in place to ensure that sales are made to customers with an
−Removed: appropriate credit history.
−Removed: We perform ongoing credit evaluation on the financial condition of our customer.
+Added: The overall accounts receivable balance as of
+Added: September 30, 2025 increased by $ 2,858,041 , as compared to those of December 31, 2024.
+Added: The increase was due to the rise in sales.
+Added: policies in place to ensure that sales are made to customers with an appropriate credit history.
+Added: We perform ongoing credit evaluation
+Added: on the financial condition of our customer.
NOTE 3 – INVENTORIES
1 unchanged sentence
Inventories - Schedule of Inventories, Current
+Added: September 30,
Raw materials
3 unchanged sentences
The Company recorded impairment charges for slow moving inventory in
−Removed: the amounts of $ nil and $ 989,035 for the years ended June 30, 2025 and December 31, 2024.
+Added: the amounts of nil and $ 989,035 for the years ended September 30, 2025 and December 31, 2024.
NOTE 4 – PREPAYMENTS AND DEPOSITS, NET
2 unchanged sentences
Deposits, Net - Schedule of Prepayments and Deposits, Net
+Added: September 30,
December 31, 2024
4 unchanged sentences
Prepayments and deposits, net
−Removed: As of June 30, 2025, the total amount of advance payments and deposits
−Removed: recorded by the company, net of impairment provisions was $ 8,743,324 .
+Added: As of September 30, 2025, the total amount of advance payments and
+Added: deposits recorded by the company, net of impairment provisions was $ 5,916,171 .
NOTE 5 – PREPAID LAND LEASES
10 unchanged sentences
2019, all the leases in which term has commenced and were in use were classified as operating lease right-of-use assets (“ROU”).
−Removed: In December 2017, the Company paid a one lump
−Removed: sum upfront amount of $ 8,883,165 for a 50-year lease of a parcel of land at Bohai Marine Fine Chemical Industrial Park (“Bohai”)
−Removed: for the new chemical factory under construction.
+Added: In December 2017, the Company paid a one lump sum upfront amount of
+Added: $ 8,883,165 for a 50-year lease of a parcel of land at Bohai Marine Fine Chemical Industrial Park (“Bohai”) for the new chemical
+Added: factory under construction.
There is no purchase option at the end of the lease term.
−Removed: This was classified as an
−Removed: operating lease prior to and as of January 1, 2019.
+Added: This was classified as an operating lease prior
+Added: to and as of January 1, 2019.
The land use certificate was issued on October 25, 2019.
−Removed: The lease term expires on
−Removed: August 12, 2069.
−Removed: The amount paid was recorded as prepaid land leases, net of current portion in the consolidated balance sheet as of
−Removed: June 30 2025 and December 31, 2024.
−Removed: As of June 30, 2025, the prepaid land lease increased to $ 9,242,933 due to an additional amount paid
−Removed: for stamp duty and related land use rights fees.
−Removed: Amortization of this prepaid land lease will commence when the chemical factory is completed
−Removed: and placed in service.
+Added: The lease term expires on August 12, 2069.
+Added: amount paid was recorded as prepaid land leases, net of current portion in the consolidated balance sheet as of September 30 2025 and
+Added: December 31, 2024.
+Added: As of September 30, 2025, the prepaid land lease increased to $ 9,242,933 due to an additional amount paid for stamp
+Added: duty and related land use rights fees.
+Added: Amortization of this prepaid land lease will commence when the chemical factory is completed and
+Added: placed in service.
+Added: The above leased-land had done the impairment of
+Added: based on the independent third party evaluation report , and further been auctioned by the court due to the compulsory execution
+Added: related to litigation.
+Added: Please see note 16 for more details.
GULF RESOURCES, INC.
1 unchanged sentence
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
NOTE 6 – PROPERTY, PLANT AND EQUIPMENT, NET
+Added: Property, plant and equipment, net consist of the following:
+Added: Property, Plant and Equipment, Net - Schedule of Property, Plant
+Added: and Equipment, Net
+Added: September 30,
Mineral rights
7 unchanged sentences
( 6,744,380 )
−Removed: ( 6,744,380 )
Net book value
1 unchanged sentence
$ 136,143,177
−Removed: The Company has certain buildings and salt pans erected on parcels
−Removed: of land located in Shouguang, PRC, and such parcels of land are collectively owned by local townships or the government authority.
−Removed: Company has not been able to obtain property ownership certificates over these buildings and salt pans.
−Removed: The aggregate carrying values
−Removed: of these properties situated on parcels of the land are $ 48,765,141 and $ 50,219,026 as at June 30, 2025 and December 31, 2024,
−Removed: respectively.
−Removed: During the three-month period ended June 30, 2025,
−Removed: depreciation and amortization expense totaled $ 3,989,399 , of which $ 430,283 , $ 197,636 and $ 3,361,480 were recorded in direct
−Removed: labor and factory overheads incurred during plant shutdown, administrative expenses and cost of net revenue.
−Removed: During the six-month period
−Removed: ended June 30, 2025, depreciation and amortization expense totaled $ 7,988,425 , of which $ 2,900,054 , $ 981,108 and $ 4,107,263 were recorded
−Removed: in direct labor and factory overheads incurred during plant shutdown, administrative expenses and cost of net revenue.
−Removed: During the three-month period ended June 30, 2024,
−Removed: depreciation and amortization expense totaled $ 4,728,984 of which $ 1,283,308 , $ 201,197 and $ 3,244,479 were recorded in direct labor and
−Removed: factory overheads incurred during plant shutdown, administrative expenses and cost of net revenue.
−Removed: During the six-month period ended June
−Removed: 30, 2024, depreciation and amortization expense totaled $ 9,458,227 , of which $ 4,390,097 , $ 402,701 and $ 4,665,429 were recorded in direct
−Removed: labor and factory overheads incurred during plant shutdown, administrative expenses and cost of net revenue.
+Added: The Company has certain buildings and salt
+Added: pans erected on parcels of land located in Shouguang, PRC, and such parcels of land are collectively owned by local townships or the
+Added: government authority.
+Added: The Company has not been able to obtain property ownership certificates over these buildings and salt pans.
+Added: The aggregate carrying values of these properties situated on parcels of the land are $ 57,674,442
+Added: and $ 50,219,026
+Added: as at September 30, 2025 and December 31, 2024, respectively.
+Added: The increase in this amount is
+Added: mainly due to the renovation project of crude salt pans.
+Added: During the three-month period ended September 30, 2025, depreciation
+Added: and amortization expense totaled $ 3,747,191 ,of which $ 353,924 , $ 193,767 and $ 3,199,500 were recorded in direct labor and factory overheads
+Added: incurred during plant shutdown , administrative expenses and cost of net
+Added: During the nine-month period ended September 30, 2025 , depreciation
+Added: and amortization expense totaled $ 11,735,615 of which $ 3,253,978 , $ 1,174,875 and $ 7,306,762 were recorded in direct labor and factory
+Added: overheads incurred during plant shutdown , administrative expenses and
+Added: cost of net revenue .
+Added: During the three-month period ended September 30, 2024,
+Added: depreciation and amortization expense totaled $ 4,522,525 ,
+Added: of which $ 1,211,694 , $ 203,244 and $ 3,107,587 were recorded in direct labor and factory overheads incurred during plant shutdown ,
+Added: administrative expenses and cost of net revenue .
+Added: nine-month period ended September 30, 2024 , depreciation and
+Added: amortization expense totaled $ 13,980,751 of which $ 5,601,791 , $ 605,945 and $ 7,773,015 were recorded in direct labor and factory
+Added: overheads incurred during plant shutdown , administrative expenses
+Added: and cost of net revenue .
+Added: The company had done the impairment of $ 22,790,991 for these assets based
+Added: on the independent third party evaluation report, and further been auctioned by the court due to the compulsory execution related to
+Added: Please see note 16 for more details.
+Added: For those acquired crude salt assets bought back
+Added: in year 2024.
+Added: The company carried out and completed an update and renovation on them during year 2025, with a total cost of $ 8,673,384 .
NOTE 7 – FINANCE LEASE RIGHT-OF-USE ASSETS
3 unchanged sentences
Plant and Equipment Under Finance Leases
+Added: September 30,
Buildings Buildings
5 unchanged sentences
certificates over these buildings as the Company could not obtain land use rights certificates on the underlying parcels of land.
−Removed: During the three and six months period ended June
−Removed: 30, 2025, depreciation and amortization expense totaled $ 1,255 and $ 2,512 , respectively, which was recorded in direct labor and factory
−Removed: overheads incurred during plant shutdown.
−Removed: During the three and six months period ended June
−Removed: 30, 2024, depreciation and amortization expense totaled $ 1,269 and $ 2,540 , respectively, which was recorded in direct labor and factory
−Removed: overheads incurred during plant shutdown.
+Added: During the three and nine months period ended
+Added: September 30, 2025, depreciation and amortization expense totaled $ 1,266 and $ 3,778 , respectively, which was recorded in direct labor
+Added: and factory overheads incurred during plant shutdown.
+Added: During the three and nine months period ended
+Added: September 30, 2024, depreciation and amortization expense totaled $ 1,268 and $ 3,808 , respectively, which was recorded in direct labor
+Added: and factory overheads incurred during plant shutdown.
GULF RESOURCES, INC.
1 unchanged sentence
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
6 unchanged sentences
Company cannot obtain land use rights certificates covers a total of approximately 34.95 square kilometers with an aggregate operating
−Removed: lease right-of-use assets amount of $ 7,071,659 as at June 30, 2025.
−Removed: As of June 30, 2025, the total operating lease
−Removed: ROU assets was $ 5,937,515 .
−Removed: The total operating lease cost for the six-month
−Removed: period ended June 30, 2025 and 2024 was $ 435,102 and $ 440,030 .
+Added: lease right-of-use assets amount of $ 6,980,537 as at September 30, 2025.
+Added: As of September 30, 2025, the total operating
+Added: lease ROU assets was $ 5,847,348 .
+Added: The total operating lease cost for the nine-month
+Added: period ended September 30, 2025 and 2024 was $ 654,450 and $ 659,509 .
NOTE 9 – PAYABLE AND ACCRUED EXPENSES
−Removed: Payable and accrued expenses consist of the following:
+Added: Payables and accrued expenses
+Added: consist of the following:
Payable and Accrued
Expenses - Schedule of Accounts Payable and Accrued Liabilities
+Added: September 30,
Accounts payable
1 unchanged sentence
Social security insurance contribution payable
−Removed: Other payable-related party
Accrued expense for construction
3 unchanged sentences
NOTE 10– RELATED PARTY TRANSACTIONS
−Removed: On September 25, 2012, the Company purchased five
−Removed: floors of a commercial building in the PRC, through SYCI, from Shandong Shouguang Vegetable Seed Industry Group Co., Ltd.
−Removed: (the “Seller”)
−Removed: at a cost of approximately $ 5.7 million in cash, of which Mr.
−Removed: Ming Yang, the Chairman of the Company, had a 99 % equity interest in the
−Removed: During the first quarter of 2018, the Company entered into an agreement with the Seller, a related party, to provide property
−Removed: management services for an annual amount of approximately $ 86,911 for five years from January 1, 2023 to December 31, 2027 .
−Removed: associated with this agreement for the three and six months ended June 30, 2025 was approximately $ 21,787 and $ 43,515 .
−Removed: The expense associated
−Removed: with this agreement for the three and six months ended June 30, 2024 was approximately $ 21,885 and $ 43,867 .
+Added: On September 25, 2012, the Company purchased
+Added: five floors of a commercial building in the PRC, through SYCI, from Shandong Shouguang Vegetable Seed Industry Group Co., Ltd.
+Added: “Seller”) at a cost of approximately $ 5.7
+Added: million in cash, of which Mr.
+Added: Ming Yang, the former chairman of the board of directors of the Company, had a 99 %
+Added: equity interest in the Seller.
+Added: During the first quarter of 2018, the Company entered into an agreement with the Seller, a related
+Added: party, to provide property management services for an annual amount of approximately $ 86,911
+Added: years from January 1, 2023 to December 31, 2027 .
+Added: The expense associated with this agreement for the three and nine months
+Added: ended September 30, 2025 was approximately $ 21,877
+Added: and $ 65,300 .
+Added: The expense associated with this agreement for the three and nine months ended September 30, 2024 was approximately
+Added: $ 22,258 and $ 66,125 .
NOTE 10 – RELATED PARTY TRANSACTIONS –
1 unchanged sentence
Name of related parties
−Removed: Chairman Of the Board
−Removed: Chief Executive Officer
+Added: Former Chairman Of the Board
+Added: Chief Executive Officer and Chairman of the Board
Chief Financial Officer
−Removed: Chief Operating Officer
+Added: Chief Operating Officer,Director
Chengdu Dianjinshi Culture media Co., LTD
Affiliated with company officers
+Added: September 30,
Amount due to related parties:
+Added: September 30,
Due from related party:
Chengdu Dianjinshi Culture media Co., LTD
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
−Removed: (Expressed in U.S.
NOTE 11– TAXES PAYABLE
+Added: September 30,
Land use tax payable
Value added tax and other taxes payable
−Removed: NOTE 12 – LEASE LIABILITIES-FINANCE AND
−Removed: OPERATING LEASE
+Added: NOTE 12 – LEASE LIABILITIES-FINANCE AND OPERATING
The components of finance lease liabilities were
1 unchanged sentence
Lease - Schedule of Finance and Operating Leased Liabilities
+Added: September 30,
Interest rate
3 unchanged sentences
Interest expenses from finance lease obligations
−Removed: amounted to $ 21,674 and $ 24,814 for the three-month period ended June 30, 2025 and 2024, respectively, which were charged to the condensed
−Removed: consolidated statement of income (loss).
−Removed: Interest expenses from finance lease obligations amounted to $ 43,396 and $ 49,644 for the six-month
−Removed: period ended June 30, 2025 and 2024, respectively, which were charged to the condensed consolidated statement of income (loss).
+Added: amounted to $ 18,184 and $ 21,191 for the three-month period ended September 30, 2025 and 2024, respectively, which were charged to the
+Added: condensed consolidated statement of income (loss).
+Added: Interest expenses from finance lease obligations amounted to $ 61,580 and $ 70,835 for
+Added: the nine-month period ended September 30, 2025 and 2024, respectively, which were charged to the condensed consolidated statement of income
The components of operating lease liabilities
−Removed: Interest rate
+Added: September 30,
+Added: Discount rate
Total Operating lease liabilities
2 unchanged sentences
The weighted average remaining operating lease
−Removed: term at June 30, 2025 was 17 years and the weighted average discounts rate was 4.89 %.
−Removed: Lease payments for the three-month period ended
−Removed: June 30, 2025 and 2024, respectively, were $ 520,167 and $ 530,962 .
−Removed: Lease payments for the six-month period ended June 30, 2025 and 2024,
−Removed: respectively, were $ 745,488 and $ 757,221 .
+Added: term at September 3 0 , 2025 was 17 years and the weighted average discounts
+Added: rate was 4.89 %.
+Added: Lease payments for the three-month period ended September 30, 2025 and 2024, respectively, were $ 79,507 and $ 66,387 .
+Added: payments for the nine-month period ended September 30, 2025 and 2024, respectively, were $ 824,305 and $ 823,608 .
Maturities of lease liabilities were as follows:
15 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
NOTE 13 –– EQUITY
+Added: Reverse Stock Split and Authorized Shares
+Added: On October 27, 2025, the Company completed a 1-for-10
+Added: reverse stock split of the company’s common stock, such that for each ten shares outstanding prior to the stock split there was
+Added: one share outstanding after the reverse stock split.
+Added: All shares of common stock referenced in this report have been adjusted to reflect
+Added: the stock split figures.
Restricted Shares
16 unchanged sentences
The fair value of the award on the date of grant was $ 194,700 which was expensed in full during the year ended December
−Removed: During the six months ended June 30, 2025, the Company granted in the
−Removed: aggregate, 265,000 restricted shares of common stock on March 21, 2025 to a consultant, the company's directors, officers and
−Removed: an employee as compensation for services rendered for the current year.
+Added: During the nine months ended September 30, 2025, the Company granted
+Added: in the aggregate, 265,000 restricted shares of common stock on March 21, 2025 to a consultant, the company's directors, officers
+Added: and an employee as compensation for services rendered for the current year.
The restricted shares award were granted under the 2019 Omnibus
1 unchanged sentence
The fair value of the award on the date of grant was $ 196,100 which was expensed in
−Removed: full during the six months period ended June 30, 2025.
+Added: full during the nine months period ended September 30, 2025.
Retained Earnings – Appropriated
3 unchanged sentences
Statutory Common Reserve Funds
−Removed: SCHC, SYCI, SHSI and DCHC are required each
−Removed: year to transfer at least 10% of the profit after tax as reported under the PRC statutory financial statements to the Statutory
−Removed: Common Reserve Funds until the balance reaches 50% of the registered share capital.
−Removed: This reserve can be used to make up
−Removed: any loss incurred or to increase share capital.
−Removed: Except for the reduction of losses incurred, any other application should
−Removed: not result in this reserve balance falling below 25% of the registered capital.
−Removed: As at June 30, 2025, GULF RESOURCES 'statutory
−Removed: provident fund stood at $ 26.67 million.
+Added: SCHC, SYCI, SHSI and DCHC are required each year
+Added: to transfer at least 10% of the profit after tax as reported under the PRC statutory financial statements to the Statutory Common Reserve
+Added: Funds until the balance reaches 50% of the registered share capital.
+Added: This reserve can be used to make up any loss incurred
+Added: or to increase share capital.
+Added: Except for the reduction of losses incurred, any other application should not result in this
+Added: reserve balance falling below 25% of the registered capital.
+Added: As at September 30, 2025 GULF RESOURCES 'statutory provident fund stood at
+Added: $ 26.67 million.
NOTE 14 – TREASURY STOCK
−Removed: As of June 30, 2025 and December 31, 2024, the
−Removed: number of treasury stock of the Company was 285,830 and 285,830 , respectively.
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
−Removed: (Expressed in U.S.
+Added: As of September 30, 2025 and December 31, 2024,
+Added: the number of treasury stock of the Company was 28,583 and 28,583 , respectively.
NOTE 15 – STOCK-BASED COMPENSATION
6 unchanged sentences
of the 2007 Plan and applicable award agreement.
−Removed: As of June 30, 2025, the number of shares of the Company’s common stock available
+Added: As of September 30, 2025, the number of shares of the Company’s common stock available
for grant of awards under the 2019 Plan was 1,801 shares.
4 unchanged sentences
on the annualized historical stock price volatility of the Company, and the expected life is based on the historical option exercise pattern.
−Removed: For the three and six months ended June 30, 2025 and 2024, total compensation
−Removed: costs for options issued recorded in the consolidated statement of loss were $ 0 .
−Removed: There were no related tax benefits as a full valuation
−Removed: allowance was recorded in the three and six months ended June 30, 2025 and 2024.
−Removed: The following table summarizes all Company stock
−Removed: option transactions between January 1, 2025 and June 30, 2025.
+Added: For the three and nine months ended September 30, 2025 and 2024, total
+Added: compensation costs for options issued recorded in the consolidated statement of loss were $ 0 .
+Added: There were no related tax benefits as a
+Added: full valuation allowance was recorded in the three and nine months ended September 30, 2025 and 2024.
+Added: The following table summarizes all Company
+Added: stock option transactions between January 1, 2025 and September 30, 2025.
Stock-Based Compensation - Schedule of Stock
Option Activity
+Added: Number of Option
Outstanding and exercisable
−Removed: Average Exercise price of Option
+Added: Weighted- Average Exercise price of Option
Exercise Price per Common Share
3 unchanged sentences
Expired during the period
−Removed: Balance, June 30, 2025
−Removed: Stock Options Outstanding and Exercisable
+Added: Balance, September 30, 2025
+Added: Stock Options and Warrants Outstanding and Exercisable
Weighted Average
−Removed: Outstanding at June 30, 2025
+Added: Outstanding at September 30, 2025
Exercise Prices
1 unchanged sentence
Outstanding and exercisable
−Removed: All options exercisable and outstanding at June
+Added: All options exercisable and outstanding at September
30, 2025 are fully vested.
−Removed: As of June 30, 2025 there was no unrecognized compensation cost related to outstanding stock options,
+Added: As of September 30, 2025 there was no unrecognized compensation cost related to outstanding stock options,
The aggregate intrinsic value of options outstanding and exercisable
−Removed: as of June 30, 2025 was $ 0 .
−Removed: During the three and six months ended June 30,
+Added: as of September 30, 2025 was $ 0 .
+Added: During the three and nine months ended September
30, 2025 and 2024, there were no options exercised.
2 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
+Added: 16 – ACCRUED LIABILITIES
+Added: 18, 2023 , Shandong Shouguang Vegetable Industry Group Co., Ltd.
+Added: and Shandong Shouguang Vegetable Seed Group Co., Ltd.
+Added: into loan agreements with Shandong Deepin City Emergency Loan Fund Co., Ltd..
+Added: A total of nine companies and individuals providing
+Added: guarantee to these loans, including SCHC and SYCI.
+Added: As of July 2024, Shangdong Shouguang Vegetable Industry Group Co., Ltd.
+Added: Shandong Shouguang Vegetable Seed Group Co., Ltd.
+Added: owed a principal of $2,104,050 and RMB $1,402,700 to Shandong Deepin City
+Added: Emergency Loan Fund Co., Ltd., respectively.
+Added: Mediated by the Local Arbitration
+Added: Commission and documented in mediation documents No.
+Added: 1358 and 1357, Shandong Shouguang Vegetable Industry Group Co., Ltd.
+Added: Shouguang Vegetable Seed Industry Group Co., Ltd.
+Added: were to repay $2,104,050 and $1,402,700 to Shandong Deepin City Emergency Loan Fund
+Added: before May 8, 2024, respectively.
+Added: In addition, they were required to pay interests every ten days starting from January 1, 2024.
+Added: SCHC and SYCI are jointly and severally liable for both the principal and
+Added: Shandong Deepin City Emergency Loan Fund Co.,
+Added: sought court action as Shandong Shouguang Vegetable Industry Group Co., Ltd.
+Added: and Shandong Shouguang Vegetable Seed Industry Group
+Added: were unable to pay principal before deadline or interests as scheduled.
+Added: Pursuant to court orders (2024) Lu 07 Exec 640 and (2024)
+Added: Lu 07 Exec 641, SCHC and SYCI, as guarantors, are required to repay the principal and interests.
+Added: The Shandong Weifang Intermediate People's
+Added: Court ruled to auction the land at Xiangjiang road, Yangkou town, Shouguang City and the attached properties on it, and the auction proceeds
+Added: would be used to repay Shandong Deepin City Emergency Loan Fund Co., Ltd.
+Added: The court engaged a third-party
+Added: valuer for evaluation of the land at Xiangjiang road, Yangkou town ,Shouguang city and its attached properties.
+Added: The valuation report returned
+Added: a fair value of $ 4,580,892 .
+Added: The Company recognized an impairment loss of $ 29,782,912 accordingly.
+Added: The court imposed a forced
+Added: auction of the land and its attached properties in July, 2025 however the auction was filed.
+Added: A second auction was held on August 15, 2025.
+Added: The land and its attached properties were sold at $ 2,556,733 .
+Added: As the selling price was lower than the fair value, the Company recognized
+Added: a loss on disposal of long-term assets of $ 2,008,853 .
+Added: As of September 30, 2025, as
+Added: SCHC and SYCI were liable for a sum of principal and interests of $ 3,521,613 , net of auction proceeds, the Company recognized accrued
+Added: liabilities of $ 968,113 accordingly.
NOTE 17 – INCOME TAXES
−Removed: The Company utilizes the asset and liability method of accounting for
−Removed: income taxes in accordance with FASB ASC 740-10.
−Removed: If it is more likely than not that some portion or all of a deferred tax asset will not
−Removed: be realized, a valuation allowance is recognized.
−Removed: United States (“US”)
+Added: The Company utilizes the asset and liability
+Added: method of accounting for income taxes in accordance with FASB ASC 740-10.
+Added: If it is more likely
+Added: than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.
+Added: States (“US”)
United States
3 unchanged sentences
No provision for the US federal income taxes has been made as the Company had no US taxable
−Removed: income for the three-month and six-month periods ended June 30, 2025 and 2024, and management believes that its earnings are permanently
+Added: income for the three-month and nine-month periods ended September 30, 2025 and 2024, and management believes that its earnings are permanently
invested in the PRC.
−Removed: British Virgin Islands (“BVI”)
+Added: Virgin Islands (“BVI”)
Upper Class Group Limited, a subsidiary of Gulf
Resources, Inc., was incorporated in the BVI and, under the current laws of the BVI, it is not subject to tax on income or capital gain
−Removed: Upper Class Group Limited did not generate assessable profit for the three-month and six-month periods ended June 30, 2025
+Added: Upper Class Group Limited did not generate assessable profit for the three-month and nine-month periods ended September 30,
+Added: 2025 and 2024.
HKJI, a subsidiary of Upper Class Group Limited, was
1 unchanged sentence
from Hong Kong.
−Removed: No provision for income tax has been made as it has no taxable income for the three-month and six-month periods
−Removed: ended June 30, 2025 and 2024.
−Removed: The applicable statutory tax rates for the three-month and six-month periods ended June 30, 2025
+Added: No provision for income tax has been made as it has no taxable income for the three-month and nine-month periods
+Added: ended September 30, 2025 and 2024.
+Added: The applicable statutory tax rates for the three-month and nine-month periods ended September
30, 2025 and 2024 are 16.5 %.
2 unchanged sentences
DCHC in the PRC is charged at 25 % of the assessable profits.
−Removed: The operating subsidiaries SCHC, SYCI, and DCHC are wholly foreign-owned
−Removed: enterprises (“FIE”) and SHSI incorporated in the PRC and are subject to PRC Local Income Tax Law.
−Removed: The PRC tax losses may be
−Removed: carried forward to be utilized against future taxable profit for ten years for High-tech enterprises and small and medium-sized enterprises
−Removed: of science and technology and for five years for other companies.
−Removed: Tax losses of the operating subsidiaries of the Company may be carried
−Removed: forward for five years.
+Added: The operating subsidiaries SCHC is a wholly foreign-owned enterprises
+Added: (“FIE”), SYCI, DCHC, and SHSI are incorporated in the PRC and are subject to PRC Local Income Tax Law.
+Added: The PRC tax losses
+Added: may be carried forward to be utilized against future taxable profit for ten years for High-tech enterprises and small and medium-sized
+Added: enterprises of science and technology and for five years for other companies.
+Added: Tax losses of the operating subsidiaries of the Company
+Added: may be carried forward for five years.
On February 22, 2008, the Ministry of Finance
3 unchanged sentences
January 1, 2008 to its foreign investor(s) shall be subject to WHT at 10% effective tax rate.
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
−Removed: (Expressed in U.S.
−Removed: As of June 30, 2025 and December 31, 2024, the
−Removed: accumulated distributable earnings under the Generally Accepted Accounting Principles (GAAP”) of PRC that are subject to WHT were
−Removed: $ 70,523,755 and $ 40,524,183 , respectively.
−Removed: Since the Company intends to reinvest its earnings to further expand its businesses in mainland
−Removed: China, its foreign invested enterprises do not intend to declare dividends to their immediate foreign holding companies in the foreseeable
−Removed: Accordingly, as of June 30, 2025 and December 31, 2024, the Company has not recorded any WHT on the cumulative amount of distributable
−Removed: retained earnings of its foreign invested enterprises that are subject to WHT in China.
−Removed: As of June 30, 2025 and December 31, 2024, the
−Removed: unrecognized WHT were $ 4,477,604 and $ 1,078,743 , respectively.
+Added: As of September 30, 2025 and December 31, 2024,
+Added: the accumulated distributable earnings under the Generally Accepted Accounting Principles (GAAP”) of PRC that are subject to WHT
+Added: are $ 12,985,585 and $ 40,524,183 , respectively.
+Added: Since the Company intends to reinvest its earnings to further expand its businesses in
+Added: mainland China, its foreign invested enterprises do not intend to declare dividends to their immediate foreign holding companies in the
+Added: foreseeable future.
+Added: Accordingly, as of September 30, 2025 and December 31, 2024, the Company has not recorded any WHT on the cumulative
+Added: amount of distributable retained earnings of its foreign invested enterprises that are subject to WHT in China.
+Added: As of September 30, 2025
+Added: and December 31, 2024, the unrecognized WHT are $ 0 and $ 1,078,743 , respectively.
The Company’s income tax returns are subject
15 unchanged sentences
Income Taxes - Schedule of Components of Income Tax Expense Benefit
−Removed: Three-Month Period Ended June 30,
−Removed: Six-Month Period Ended June 30,
+Added: Three-Month Period Ended September 30,
+Added: Nine-Month Period Ended September 30,
Current taxes – PRC
Deferred tax – PRC entities
−Removed: ( 1,241,334 )
−Removed: ( 2,511,394 )
−Removed: Total Income tax benefits
−Removed: $ ( 1,208,110 )
−Removed: $ ( 2,478,170 )
+Added: Total Income tax (expenses) benefits
Significant components of the Company’s
−Removed: deferred tax assets and liabilities at June 30, 2025 and December 31, 2024 are as follows:
+Added: deferred tax assets and liabilities at September 30, 2025 and December 31, 2024 are as follows:
Income Taxes - Schedule of Deferred
Tax Assets and Liabilities
+Added: September 30,
Deferred tax liabilities
1 unchanged sentence
Exploration costs
−Removed: Impairment of property plant and equipment
+Added: Impairment of long-lived assets
PRC tax losses
+Added: Accrued liabilities
US federal net operating loss
6 unchanged sentences
temporary differences and adequate future taxable income, exclusive of reversing deductible temporary differences.
−Removed: As of June 30, 2025
−Removed: and 2024, valuation allowances were mainly provided against deferred tax assets caused by exploration costs and net operating loss where
−Removed: it was determined it was more likely than not that the benefits of the deferred tax assets will not be realized due to their continuous
+Added: As of September 30,
+Added: 2025 and 2024, valuation allowances were mainly provided against deferred tax assets caused by exploration costs and net operating loss
+Added: where it was determined it was more likely than not that the benefits of the deferred tax assets will not be realized due to their continuous
The increase in valuation allowance for the three-month
−Removed: period ended June 30, 2025 is $ 268,713 .
+Added: period ended September 30, 2025 is $ 9,138,862 .
The decrease in valuation allowance for the three-month
−Removed: period ended June 30, 2024 is $ 42,555 .
−Removed: The increase in valuation allowance for the six-month
−Removed: period ended June 30, 2025 is $ 1,352,530 .
−Removed: The decrease in valuation allowance for the six-month
−Removed: period ended June 30, 2024 is $ 57,028 .
+Added: period ended September 30, 2024 is $ 14,209 .
+Added: The increase in valuation allowance for the nine-month
+Added: period ended September 30, 2025 is $ 10,491,391 .
+Added: The decrease in valuation allowance for the nine-month
+Added: period ended September 30, 2024 is $ 71,237 .
There were no unrecognized tax benefits and accrual
−Removed: for uncertain tax positions as of June 30, 2025 and December 31, 2024 and no amounts accrued for penalties and interest for the three
−Removed: and six months ended June 30, 2025 and 2024.
+Added: for uncertain tax positions as of September 30, 2025 and December 31, 2024 and no amounts accrued for penalties and interest for the three
+Added: and nine months ended September 30, 2025 and 2024.
GULF RESOURCES, INC.
1 unchanged sentence
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
1 unchanged sentence
The Company has four reportable segments:
−Removed: crude salt, chemical products and natural gas.
−Removed: The reportable segments are consistent with how management views the markets served by
−Removed: the Company and the financial information that is reviewed by its chief operating decision maker.
+Added: bromine, crude
+Added: salt, chemical products and natural gas.
+Added: The reportable segments are consistent with how management views the markets served by the Company
+Added: and the financial information that is reviewed by its chief operating decision maker.
An operating segment’s performance is primarily
6 unchanged sentences
All the customers are located in PRC.
−Removed: June 30, 2025 Operating Segment
+Added: September 30, 2025 Operating Segment
Corporate Corporate
1 unchanged sentence
(intersegment)
−Removed: Income(loss) from operations before income tax benefit
+Added: Loss from operations before income tax benefit
Income tax benefit (expense)
−Removed: Income (loss) from operations after
+Added: Loss from operations after
income tax benefit (expense)
1 unchanged sentence
Capital expenditures
−Removed: June 30, 2024
+Added: September 30, 2024
(external customers)
(intersegment)
−Removed: Income(loss) from operations before income tax benefit
+Added: Loss from operations before income tax benefit
( 4,029,999 )
2 unchanged sentences
Income tax benefit (expense)
−Removed: Income (loss) from operations after
+Added: Loss from operations after
income tax benefit (expense)
4 unchanged sentences
Capital expenditures
+Added: * Certain common production overheads, operating
+Added: and administrative expenses and asset items (mainly cash and certain office equipment) of bromine and crude salt segments in SCHC were
+Added: split by reference to the average selling price and production volume of the respective segment until April 2022.
+Added: Commencing May 2022,
+Added: costs were assigned to the two subsidiaries (SCHC and SHSI) by independent accounting.
GULF RESOURCES, INC.
1 unchanged sentence
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
NOTE 18 – BUSINESS SEGMENTS – Continued
−Removed: June 30, 2025
+Added: September 30, 2025
(external customers)
(intersegment)
−Removed: Income (loss) from operations before income tax benefit (expense)
+Added: Loss from operations before income tax benefit
( 3,775,713 )
1 unchanged sentence
( 5,207,267 )
+Added: ( 5,694,821 )
Income tax benefit (expense)
−Removed: Loss from operations after income tax benefit (expense)
+Added: Loss from operations after
+Added: income tax benefit (expense)
( 3,775,713 )
1 unchanged sentence
( 5,207,267 )
+Added: ( 5,694,821 )
Depreciation and amortization
Capital expenditures
−Removed: June 30, 2024
+Added: September 30, 2024
(external customers)
(intersegment)
−Removed: Income (loss) from operations before income tax benefit (expense)
+Added: Loss from operations before income tax benefit
( 13,475,400 )
2 unchanged sentences
Income tax benefit (expense)
−Removed: Loss from operations after income tax benefit (expense)
+Added: Loss from operations after
+Added: income tax benefit (expense)
( 10,114,010 )
5 unchanged sentences
and administrative expenses and asset items (mainly cash and certain office equipment) of bromine and crude salt segments in SCHC were
−Removed: split by reference to the average selling price and production volume of the respective segment until April 2022.
+Added: split by reference to the average selling price and production volume of each respective segment through April 2022.
Commencing May 2022,
3 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
+Added: SEPTEMBER 30, 2025
(Expressed in U.S.
NOTE 18 – BUSINESS SEGMENTS – Continued
−Removed: Three-Month Period Ended June 30,
−Removed: Six-Month Period Ended June 30,
+Added: Three-Month Period Ended September 30,
+Added: Nine-Month Period Ended September 30,
Reconciliations
5 unchanged sentences
Corporate costs
−Removed: Unrealized gain on translation of intercompany balance
Loss from operations
3 unchanged sentences
Interest income, net of expense
−Removed: Other Expenses,net
−Removed: Loss on disposal of property, plant and equipment
+Added: Other expense, net
( 3,521,613 )
( 3,524,825 )
+Added: Loss on disposal of long-lived assets
+Added: ( 2,008,853 )
+Added: ( 2,008,853 )
+Added: ( 29,169,008 )
+Added: Impairment of long-lived assets
+Added: ( 29,782,912 )
+Added: ( 29,782,912 )
Loss before taxes
3 unchanged sentences
$ ( 44,164,800 )
−Removed: The following table shows the major customer(s) (10% or more) for the
−Removed: three-month period ended June 30, 2025.
+Added: The following table shows the major customer(s)
+Added: (10% or more) for the three-month period ended September 30, 2025.
Business Segments - Schedule of
2 unchanged sentences
Percentage of Total Revenue (%)
−Removed: Shandong Morui Chemical Company Limited
Shandong Brother Technology Limited
−Removed: Shouguang Weidong Chemical Company Limited
+Added: Shandong Morui Chemical Company Limited
Shandong Shouguangshen Runfa Marine Chemical Company Limited
+Added: Shouguang Weidong Chemical Company Limited
+Added: Shandong Xurui New Materials Company Limited
The following table shows the major customer(s)
−Removed: (10% or more) for the six-month period ended June 30, 2025.
+Added: (10% or more) for the nine-month period ended September 30, 2025.
Chemical Products
5 unchanged sentences
The following table shows the major customer(s)
−Removed: (10% or more) for the three-month period ended June 30, 2024.
+Added: (10% or more) for the three-month period ended September 30, 2024.
Chemical Products
−Removed: Percentage of Total Revenue (%)
−Removed: Shandong Brother Technology Limited
+Added: Percentage of
Shandong Morui Chemical Company Limited
+Added: Shandong Brother Technology Limited
Shouguang Weidong Chemical Company Limited
The following table shows the major customer(s)
−Removed: (10% or more) for the six-month period ended June 30, 2024.
+Added: (10% or more) for the nine-month period ended September 30, 2024.
Chemical Products
5 unchanged sentences
Customer Concentration
−Removed: During the six-month period ended June 30, 2025,
−Removed: the Company sold 65.2 % of its products to its top five customers, respectively.
−Removed: As of June 30, 2025, amounts due from these customers
−Removed: were $ 2,207,307 .
−Removed: During the six-month period ended June 30, 2024,
−Removed: the Company sold 60 % of its products to its top five customers, respectively.
−Removed: As of June 30, 2024, amounts due from these customers were
+Added: During the nine-month period ended September 30,
+Added: 2025, the Company sold 67.7 % of its products to its top five customers.
+Added: As of September 30, 2025, amounts due from these customers were
$ 2,579,855 .
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: JUNE 30, 2025
−Removed: (Expressed in U.S.
+Added: During the nine-month period ended September 30,
+Added: 2024, the Company sold 62.9 % of its products to its top five customers.
+Added: As of September 30, 2024, amounts due from these customers were
NOTE 20– MAJOR SUPPLIERS
1 unchanged sentence
Cost of Goods
−Removed: During the six-month period ended June 30, 2025
−Removed: the Company purchased 100 % of its raw materials from its top three suppliers.
−Removed: As of June 30, 2025, amounts due to those suppliers
−Removed: were $ 380,812 .
−Removed: During the six-month period ended June 30, 2024
−Removed: the Company purchased 100 % of its raw materials from its top three suppliers.
−Removed: As of June 30, 2024, amounts due to those suppliers
−Removed: were $ 132,606 .
+Added: During the nine-month period ended September 30,
+Added: 2025 the Company purchased 100 % of its raw materials from its top four suppliers.
+Added: As of September 30, 2025, amounts due to
+Added: those suppliers were $ 379,806 .
+Added: During the nine-month period ended September 30,
+Added: 2024 the Company purchased 100 % of its raw materials from its top four suppliers.
+Added: As of September 30, 2024, amounts due to
+Added: those suppliers were $ 127,698 .
NOTE 21 – LOSS CONTINGENCIES
Settled Litigation
−Removed: On or about August 3, 2018, written decisions
−Removed: of administration penalty captioned Shou Guo Tu Zi Fa Gao Zi [2018] No.
+Added: On or about August 3, 2018, written decisions of administration penalty
+Added: captioned Shou Guo Tu Zi Fa Gao Zi [2018] No.
291, Shou Guo Tu Zi Fa Gao Zi [2018] No.
−Removed: 292, Shou Guo Tu Zi Fa
−Removed: Gao Zi [2018] No.
292, Shou Guo Tu Zi Fa Gao Zi [2018] No.
+Added: Guo Tu Zi Fa Gao Zi [2018] No.
294, Shou Guo Tu Zi Fa Gao Zi [2018] No.
−Removed: 295 and Shou Guo Tu Zi Fa Gao Zi [2018]
−Removed: 296 (together, the “Written Decisions”) were served on Shouguang City Haoyuan Chemical Company Limited (“SCHC”)
−Removed: by Shouguang City Natural Resources and Planning Bureau (the “Bureau”), naming SCHC as respondent respectively thereof.
−Removed: Decisions challenged the land use of Factory nos.
−Removed: 2, 9, 7, 4, 8 and 10, respectively, and alleged, among other things, that SCHC had illegally
−Removed: occupied and used the land in the total area of approximately 52,674 square meter, on which Factory nos.
−Removed: 2, 9, 7, 4, 8 and 10 were built,
−Removed: respectively.
−Removed: The Written Decisions ordered SCHC, among other things, to return the land subject to the Written Decisions to its respective
−Removed: legal owner, restore the land to its original state, and demolish or confiscate all the buildings and facilities thereon and pay monetary
−Removed: penalty of approximately RMB 1.3 million ($184,000) in the aggregate.
−Removed: Each of the Written Decisions shall be executed within 15 days upon
−Removed: serving on SCHC.
−Removed: Additional interest penalty shall be imposed at a daily rate of 3% in the event that SCHC does not make the monetary
−Removed: penalty payment in a timely manner.
−Removed: Subsequently, the Bureau filed enforcement actions to the People’s Court of Shouguang City,
−Removed: Shandong Province (the “Court”), naming SCHC as enforcement respondent and alleged, among other things, that SCHC failed to
−Removed: perform its obligations under each of the Written Decisions within the specified timeframe.
−Removed: The enforcement proceedings sought court orders
−Removed: to enforce the Written Decisions.
+Added: 295 and Shou Guo Tu Zi Fa Gao Zi [2018] No.
+Added: 296 (together, the
+Added: “Written Decisions”) were served on Shouguang City Haoyuan Chemical Company Limited (“SCHC”) by Shouguang City
+Added: Natural Resources and Planning Bureau (the “Bureau”), naming SCHC as respondent respectively thereof.
+Added: The Decisions challenged
+Added: the land use of Factory nos.
+Added: 2, 9, 7, 4, 8 and 10, respectively, and alleged, among other things, that SCHC had illegally occupied and
+Added: used the land in the total area of approximately 52,674 square meter, on which Factory nos.
+Added: 2, 9, 7, 4, 8 and 10 were built, respectively.
+Added: The Written Decisions ordered SCHC, among other things, to return the land subject to the Written Decisions to its respective legal owner,
+Added: restore the land to its original state, and demolish or confiscate all the buildings and facilities thereon and pay monetary penalty of
+Added: approximately RMB 1.3 million ($184,000) in the aggregate.
+Added: Each of the Written Decisions shall be executed within 15 days upon serving
+Added: Additional interest penalty shall be imposed at a daily rate of 3% in the event that SCHC does not make the monetary penalty
+Added: payment in a timely manner.
+Added: Subsequently, the Bureau filed enforcement actions to the People’s Court of Shouguang City, Shandong
+Added: Province (the “Court”), naming SCHC as enforcement respondent and alleged, among other things, that SCHC failed to perform
+Added: its obligations under each of the Written Decisions within the specified timeframe.
+Added: The enforcement proceedings sought court orders to
+Added: enforce the Written Decisions.
On May 5, 2019, written decisions of administrative ruling captioned (2019) Lu 0783 Xing Shen No.
9 unchanged sentences
The Court Rulings became enforceable immediately upon service on SCHC on May 5, 2019.
−Removed: In the last twenty years, to the Company’s
−Removed: knowledge, there were no government regulations requiring bromine manufacturers to obtain land use and planning approval document.
−Removed: such, the Company believes most of the bromine manufacturers in Shouguang City do not have land use and planning approval documents and
−Removed: lease their land parcels from the village associations.
−Removed: They are facing the same issues in connection with land use and planning as the
−Removed: To the Company’s knowledge, the local government has submitted its plan to solve the issues to higher authority and are
−Removed: waiting for approval from the higher authority.
−Removed: The Company is in the process of resolving the
−Removed: issues in connection with SCHC’s land use and planning diligently.
−Removed: The Company has been in discussions closely with the local government
−Removed: authorities with the help from Shouguang City Bromine Association to seek reliefs and, based on verbal confirmation by local government
−Removed: authorities, believes the administrative penalties imposed by the Bureau according to the Written Decisions are being re-assessed by local
−Removed: government authorities and may be revoked.
−Removed: Pursuant to a Written Application dated October 28, 2019 addressed to the Court by the Bureau,
−Removed: the Bureau withdrew its application for the enforcement proceedings regarding the administrative penalty imposed on Factory No.
+Added: In the last twenty years, to the Company’s knowledge, there were
+Added: no government regulations requiring bromine manufacturers to obtain land use and planning approval document.
+Added: As such, the Company believes
+Added: most of the bromine manufacturers in Shouguang City do not have land use and planning approval documents and lease their land parcels
+Added: from the village associations.
+Added: They are facing the same issues in connection with land use and planning as the Company.
+Added: To the Company’s
+Added: knowledge, the local government has submitted its plan to solve the issues to higher authority and are waiting for approval from the higher
+Added: The Company is in the process of resolving the issues in connection
+Added: with SCHC’s land use and planning diligently.
+Added: The Company has been in discussions closely with the local government authorities
+Added: with the help from Shouguang City Bromine Association to seek reliefs and, based on verbal confirmation by local government authorities,
+Added: believes the administrative penalties imposed by the Bureau according to the Written Decisions are being re-assessed by local government
+Added: authorities and may be revoked.
+Added: Pursuant to a Written Application dated October 28, 2019 addressed to the Court by the Bureau, the Bureau
+Added: withdrew its application for the enforcement proceedings regarding the administrative penalty imposed on Factory No.
+Added: 7, Factory No.
and Factory No.10.
Pursuant to a written decisions of administrative ruling captioned (2019) Lu 0783 Xing Shen No.
−Removed: 389 Zhi Yi, dated
−Removed: November 25, 2020, the Court orders to terminate the enforcement of the case captioned (2019) Lu 0783 Xing Shen No.
−Removed: Production of
+Added: 389 Zhi Yi, dated November
+Added: 25, 2020, the Court orders to terminate the enforcement of the case captioned (2019) Lu 0783 Xing Shen No.
+Added: Production of Factory
7 was allowed to resume in April 2019.
−Removed: The Company received a notification from the Shouguang City Government in February
−Removed: 2019 informing the Company that Factory No.
+Added: The Company received a notification from the Shouguang City Government in February 2019 informing
+Added: the Company that Factory No.
9 have passed inspection and were approved to resume operation.
−Removed: In addition, on August 28, 2019, the People’s
−Removed: Government of Shandong Province, issued a regulation titled “Investment Project Management Requirements of Chemical Companies in
−Removed: Shandong Province” permitting the construction of facilities on existing sites or infrastructure of bromine manufacturing and other
−Removed: chemical industry-related types of projects (clause 11 of section 3).
−Removed: The Company believes that the goal of the government is to standardize
−Removed: and regulate the industry and not to demolish the facilities or penalize the manufacturers.
−Removed: As of the date of this report, the Company
−Removed: has not been notified by the local government that it will take any measure to enforce the administrative penalties.
−Removed: Based on information
−Removed: known to date, the Company believes that it is remote that the Written Decisions or Court Rulings will be enforced within the expected
−Removed: timeframe and a material penalty or costs and expenses against the Company will result.
−Removed: However, there can be no assurance that there
−Removed: will not be any further enforcement action, the occurrence of which may result in further liabilities, penalties and operational disruption.
−Removed: In view of the above facts and circumstances,
−Removed: the Company believes that it is not necessary to accrue for any estimated losses or impairment as of June 30, 2025.
+Added: In addition, on August 28, 2019, the People’s Government of Shandong
+Added: Province, issued a regulation titled “Investment Project Management Requirements of Chemical Companies in Shandong Province”
+Added: permitting the construction of facilities on existing sites or infrastructure of bromine manufacturing and other chemical industry-related
+Added: types of projects (clause 11 of section 3).
+Added: The Company believes that the goal of the government is to standardize and regulate the industry
+Added: and not to demolish the facilities or penalize the manufacturers.
+Added: As of the date of this report, the Company has not been notified by
+Added: the local government that it will take any measure to enforce the administrative penalties.
+Added: Based on information known to date, the Company
+Added: believes that it is remote that the Written Decisions or Court Rulings will be enforced within the expected timeframe and a material penalty
+Added: or costs and expenses against the Company will result.
+Added: However, there can be no assurance that there will not be any further enforcement
+Added: action, the occurrence of which may result in further liabilities, penalties and operational disruption.
+Added: In view of the above facts and circumstances, the Company believes
+Added: that it is not necessary to accrue for any estimated losses or impairment as of September 30, 2025.
NOTE 22 - SUBSEQUENT EVENT
Subsequent Event
−Removed: On July 3, 2025, the Company filed with the SEC a Form
−Removed: S-3 (Registration Statement No.
−Removed: 333- 168591), to register the Company's common stock, preferred stock and warrants with an aggregate offering
−Removed: price not to exceed $10,000,000, to be sold by us under a “shelf” registration process ("Shelf Registration").
−Removed: terms of such sales will be provided in the relevant prospectus supplement.
−Removed: Any prospectus supplements also will describe the specific
−Removed: manner in which these securities will be offered and may supplement, update or amend information contained in the registration Form S-3.
−Removed: As of the date of this report, the registration statement on Form
−Removed: S-3 has not been declared effective and we have not entered into any agreement in relation to the Shelf Registration.
−Removed: [Not applicable.]
+Added: As previously disclosed, at the 2025 Annual Meeting
+Added: of Stockholders of the Company held on September 9, 2025, the stockholders of the Company approved a proposal to authorize the Company’s
+Added: Board of Directors (the “Board”) to amend the Company’s Articles of Incorporation with the Secretary of State of the
+Added: State of Nevada to effect a reverse stock split of the outstanding shares of the Company’s common stock, par value $0.0005 (“Common
+Added: Stock”) at a reverse split ratio of between 1-for-2 and 1-for-10 as determined by the Board.
+Added: On October 10, 2025, pursuant to the authority granted
+Added: by the Company’s stockholders, the Board effectuated and approved a one-for-ten (1:10) reverse stock split ratio (the “Reverse
+Added: Stock Split”) of the Common Stock.
+Added: The Reverse Stock Split became effective at 12:01 am Eastern Time on October 27, 2025 (the
+Added: “Effective Time”).
+Added: When the Reverse Stock Split became effective, every ten (10) shares of the Company’s issued and
+Added: outstanding Common Stock immediately prior to the Effective Time automatically be reclassified into one (1) share of Common Stock, without
+Added: any change in the par value per share.
+Added: The Reverse Stock Split reduced the number of issued and outstanding shares of Common stock from
+Added: approximately 13.3 million to approximately 1.3 million.
+Added: The Reverse Stock Split did not change the total number of authorized shares
+Added: of Common Stock.
+Added: No fractional shares were issued as a result of the
+Added: Reverse Stock Split.
+Added: Stockholders who otherwise be entitled to receive a fractional share in connection with the Reverse Stock Split received
+Added: one full share of the post-reverse stock split Common Stock in lieu of such fractional share.
+Added: Commencing on October 27, 2025, trading of the Company’s
+Added: Common Stock continues The Nasdaq Capital Market on a Reverse Stock Split-adjusted basis.
+Added: The new CUSIP number for the Company’s
+Added: Common Stock following the Reverse Stock Split is 40251W507.
+Added: On November 12, 2025, the Company issued a press release providing
+Added: certain updates on its hearing scheduling process with the Nasdaq Hearings Panel.
+Added: The Company has received a hearing notification letter
+Added: from Nasdaq scheduling an oral hearing for December 9, 2025.
+Added: As of November 10, 2025, the Company’s common stock had maintained
+Added: the requisite closing bid price in compliance with Listing Rule 5550(a)(2).
+Added: In light of the above and in accordance with the instructions
+Added: provided by the hearing notification letter, the Company has submitted a request to cancel the hearing, subject to the Company’s
+Added: Listing Analyst review and confirmation.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.