2 unchanged sentences
AND SUBSIDIARIES
−Removed: CONDENSED CONSOLIDATED BALANCE SHEETS
+Added: CONDENSED CONSOLIDATED BALANCE
(Expressed in U.S.
−Removed: September 30, 2025
−Removed: December 31, 2024
+Added: 2026 (Unaudited)
Current Assets
2 unchanged sentences
Prepayments and deposits
−Removed: Amount due from related parties
−Removed: Other receivable
+Added: Amounts due from related parties
+Added: Other receivables
Total current assets
6 unchanged sentences
Total non-current assets
−Removed: $ 131,907,547
−Removed: $ 169,455,995
Liabilities and Stockholders’ Equity
Current Liabilities
+Added: Short-term bank borrowing
Accounts payable and accrued expenses
8 unchanged sentences
Operating lease liabilities, net of current portion
+Added: Long-term bank borrowing
Total non-current liabilities
Total Liabilities
−Removed: Commitment and Loss Contingencies
Stockholders’ Equity
7 unchanged sentences
and 1,568,114 shares issued;
−Removed: and 1,353,531 and 1,091,562 shares outstanding as of September 30, 2025 and December 31, 2024, respectively (1)
+Added: and 1,683,531
+Added: and 1,539,531 shares outstanding as of March 31, 2026 and
+Added: December 31, 2025, respectively
Treasury stock;
−Removed: 28,583 shares as of September 30, 2025 and December 31, 2024 at cost
+Added: 28,583 shares as of March 31, 2026 and December 31, 2025 at cost
( 1,372,673 )
1 unchanged sentence
Additional paid-in capital
−Removed: Share to be issued
Retained earnings unappropriated
( 11,452,728 )
+Added: ( 7,526,347 )
Retained earnings appropriated
6 unchanged sentences
$ 133,731,810
−Removed: (1) The shares and per
−Removed: share data are presented on a retroactive basis to reflect the stock split.
−Removed: See accompanying notes to the condensed consolidated financial statements.
+Added: (1) The shares and per share data are presented on a retroactive basis to reflect the stock split.
+Added: See accompanying notes to the
+Added: condensed consolidated financial statements.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE
+Added: CONDENSED CONSOLIDATED STATEMENTS
+Added: OF COMPREHENSIVE INCOME (LOSS)
(Expressed in U.S.
−Removed: Three-Month Period Ended September 30,
−Removed: Nine -Month Period Ended September 30,
−Removed: OPERATING COSTS AND EXPENSES
−Removed: Cost of net revenue
−Removed: ( 7,996,785 )
−Removed: ( 4,071,616 )
+Added: Three-Month Period Ended March 31,
+Added: 2026 (Unaudited)
+Added: 2025 (Unaudited)
+Added: OPERATING COSTS AND EXPENSE
+Added: Cost of revenues
( 2,353,412 )
4 unchanged sentences
( 3,225,808 )
−Removed: ( 7,185,537 )
General and administrative expenses
1 unchanged sentence
( 1,389,523 )
−Removed: ( 2,409,957 )
TOTAL OPERATING COSTS AND EXPENSE
1 unchanged sentence
( 6,214,654 )
−Removed: ( 24,687,634 )
−Removed: ( 20,930,621 )
LOSS FROM OPERATIONS
1 unchanged sentence
( 4,610,207 )
−Removed: ( 14,998,025 )
OTHER INCOME (EXPENSE)
1 unchanged sentence
Interest income
−Removed: Other expense, net
−Removed: ( 3,521,613 )
−Removed: ( 3,524,825 )
−Removed: Loss on disposal of long-lived assets
−Removed: ( 2,008,853 )
−Removed: ( 2,008,853 )
−Removed: ( 29,169,008 )
−Removed: Impairment of long-lived assets
−Removed: ( 29,782,912 )
−Removed: ( 29,782,912 )
−Removed: LOSS BEFORE TAXES
−Removed: ( 35,664,512 )
−Removed: ( 4,596,580 )
−Removed: ( 41,067,789 )
−Removed: ( 44,164,800 )
−Removed: INCOME TAX BENEFIT (EXPENSE)
−Removed: $ ( 35,664,512 )
−Removed: $ ( 3,492,883 )
+Added: LOSS BEFORE INCOME TAXES
( 3,926,381 )
( 4,629,500 )
−Removed: COMPREHENSIVE LOSS
+Added: INCOME TAX EXPENSE
$ ( 3,926,381 )
$ ( 4,629,500 )
+Added: COMPREHENSIVE INCOME (LOSS):
$ ( 3,926,381 )
$ ( 4,629,500 )
−Removed: OTHER COMPREHENSIVE (LOSS) INCOME
+Added: OTHER COMPREHENSIVE INCOME
- Foreign currency translation adjustments
2 unchanged sentences
$ ( 4,407,484 )
−Removed: $ ( 39,530,615 )
−Removed: $ ( 38,723,178 )
BASIC AND DILUTED LOSS PER SHARE (1)
2 unchanged sentences
to reflect the stock split.
−Removed: See accompanying notes to the condensed consolidated financial statements.
+Added: The shares and per share data are presented on a retroactive basis
+Added: to reflect the stock split.
+Added: See accompanying
+Added: notes to the condensed consolidated financial statements.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
−Removed: NINE-MONTH PERIOD ENDED SEPTEMBER 30, 2025
+Added: CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’
+Added: THREE-MONTH PERIOD ENDED MARCH 31, 2026
(Expressed in U.S.
−Removed: comprehensive
−Removed: outstanding(1)
−Removed: unappropriated
−Removed: BALANCE AT JUNE 30, 2025 (Unaudited)
−Removed: ( 1,372,673 )
−Removed: $ ( 20,228,352 )
−Removed: $ 142,214,825
−Removed: Translation adjustment
−Removed: Net loss for three-month period ended September 30, 2025
−Removed: ( 35,664,512 )
+Added: Number of shares issued
+Added: Number of shares outstanding
+Added: Number of treasury stock
+Added: Treasury stock
+Added: Additional paid-in capital
+Added: Retained earnings unappropriated
+Added: Retained earnings appropriated
+Added: Accumulated other comprehensive
+Added: BALANCE AT DECEMBER 31, 2025 (Audited)
$ ( 1,372,673 )
−Removed: BALANCE AT SEPTEMBER 30, 2025 (Unaudited)
$ 105,927,142
2 unchanged sentences
$ 111,477,922
−Removed: comprehensive
−Removed: outstanding(1)
−Removed: unappropriated
−Removed: BALANCE AT JUNE 30, 2024 (Unaudited)
+Added: Restricted shares issued for services
+Added: Currency translation adjustment
+Added: Issuance of Private Placement Units
+Added: Net loss for three-month period ended March 31, 2026
( 3,926,381 )
( 3,926,381 )
+Added: BALANCE AT MARCH 31, 2026 (Unaudited)
$ ( 1,372,673 )
−Removed: Translation adjustment
−Removed: Net income for three-month period ended September 30, 2024
$ 106,441,150
$ ( 11,452,728 )
−Removed: BALANCE AT SEPTEMBER 30, 2024 (Unaudited)
$ ( 10,337,543 )
$ 109,946,159
+Added: Number of shares issued (1)
+Added: Number of shares outstanding (1)
+Added: Number of treasury stock (1)
+Added: Treasury stock
+Added: Additional paid-in capital (1)
+Added: Retained earnings unappropriated
+Added: Retained earnings appropriated
+Added: Accumulated other comprehensive
+Added: BALANCE AT DECEMBER 31, 2024 (Audited) (Restated)
$ ( 1,372,673 )
−Removed: comprehensive
−Removed: outstanding(1)
−Removed: unappropriated
−Removed: BALANCE AT DECEMBER 31, 2024 (Audited)
$ 101,712,325
4 unchanged sentences
Currency translation adjustment
−Removed: Net loss for nine-month period ended September 30, 2025
−Removed: ( 41,067,789 )
−Removed: ( 41,067,789 )
−Removed: BALANCE AT September 30, 2025(Unaudited)
−Removed: ( 1,372,673 )
−Removed: $ ( 3,708,985 )
−Removed: $ ( 19,316,969 )
−Removed: $ 107,461,696
−Removed: comprehensive
−Removed: outstanding(1)
−Removed: unappropriated
−Removed: BALANCE AT DECEMBER 31, 2023 (Audited)
−Removed: ( 1,372,673 )
−Removed: $ ( 18,053,269 )
+Added: Net loss for three-month period ended March 31, 2025
( 4,629,500 )
−Removed: Translation adjustment
−Removed: Net loss for nine-month period ended September 30, 2024
( 4,629,500 )
+Added: BALANCE AT MARCH 31, 2025 (Unaudited)
$ ( 1,372,673 )
−Removed: BALANCE AT SEPTEMBER 30, 2024(Unaudited)
$ 105,192,535
1 unchanged sentence
$ 141,690,732
−Removed: (1) The shares and per share data
−Removed: are presented on a retroactive basis to reflect the stock split.
−Removed: See accompanying notes to the condensed consolidated financial statements.
Treasury Stock
3 unchanged sentences
Share to be Issued
+Added: (1) The shares and per share data are presented on a retroactive basis
+Added: to reflect the stock split.
+Added: The shares and per share data are presented on a retroactive basis
+Added: to reflect the stock split.
+Added: See accompanying notes to the condensed consolidated financial statements.
GULF RESOURCES, INC.
2 unchanged sentences
(Expressed in U.S.
−Removed: Nine-Month Period Ended September 30,
+Added: Three-Month Period Ended March 31,
CASH FLOWS FROM OPERATING ACTIVITIES
4 unchanged sentences
Depreciation and amortization
−Removed: Deferred tax asset
−Removed: ( 3,615,091 )
−Removed: Amortization of right-of-use asset
+Added: Amortization of operating lease right-of-use assets
+Added: Amortization of finance lease right-of-use asset
Stock-based compensation expense
−Removed: Loss on disposal of long-lived assets
−Removed: Impairment of long-lived assets
−Removed: Accrued Liabilities
+Added: Bad debt expense
+Added: Accrued interest receivable
Changes in assets and liabilities:
2 unchanged sentences
Prepayments and deposits
−Removed: Advance from customers
Other receivables
Accounts and other payable and accrued expenses
−Removed: ( 2,685,766 )
−Removed: Amount due to related Parties
Taxes payable
−Removed: Operating lease
+Added: Lease liabilities
Net cash provided by (used in) operating activities
+Added: ( 1,580,128 )
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment
−Removed: ( 8,673,384 )
−Removed: ( 60,526,213 )
−Removed: Net cash used in investing activities
−Removed: ( 8,673,384 )
−Removed: ( 60,526,213 )
+Added: Repayments for loans to third parties
+Added: Net cash provided by investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
−Removed: Repayment of finance lease obligation
−Removed: Net cash used in financing activities
+Added: Proceeds from sale of private placement units
+Added: Proceeds from interest-free loan from a related party
+Added: Net cash provided by financing activities
EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
1 unchanged sentence
( 1,552,117 )
−Removed: ( 60,986,401 )
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD
CASH AND CASH EQUIVALENTS - END OF PERIOD
−Removed: Periods Ended September 30,
+Added: Periods Ended March 31,
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
−Removed: Cash paid during the nine-month period ended September 30, 2025 for:
+Added: Cash paid during the three-month period ended March 31, for:
Paid for taxes
−Removed: Interest on finance lease obligation
+Added: Interest paid
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
3 unchanged sentences
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: MARCH 31, 2026
(Expressed in U.S.
−Removed: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
−Removed: of Presentation and Consolidation
−Removed: The accompanying unaudited consolidated financial
−Removed: statements have been prepared by Gulf Resources, Inc.
−Removed: (“Gulf Resources”), a Nevada corporation and its subsidiaries (collectively,
−Removed: the “Company”).
−Removed: The consolidated financial statements
−Removed: include the accounts of Gulf Resources, Inc.
−Removed: and its wholly-owned subsidiary, Upper Class Group Limited, a company incorporated in
−Removed: the British Virgin Islands, which owns 100% of Hong Kong Jiaxing Industrial Limited, a company incorporated in Hong Kong
+Added: NOTE 1 – NATURE OF BUSINESS AND SUMMARY OF
+Added: SIGNIFICANT ACCOUNTING POLICIES
+Added: (a) Basis of Presentation and Consolidation
+Added: The accompanying unaudited consolidated
+Added: financial statements have been prepared by Gulf Resources, Inc.
+Added: (“Gulf Resources”), a Nevada corporation and its subsidiaries
+Added: (collectively, the “Company”).
+Added: The consolidated financial
+Added: statements include the accounts of Gulf Resources, Inc.
+Added: and its wholly-owned subsidiary, Upper Class Group Limited, a company
+Added: incorporated in the British Virgin Islands, which owns 100% of Hong Kong Jiaxing Industrial Limited, a company incorporated in Hong
+Added: Kong (“HKJI”).
HKJI owns 100% of Shouguang City Haoyuan Chemical Company Limited (“SCHC”) which owns 100% of
1 unchanged sentence
(“DCHC”) and Shouguang Hengde Salt Industry Co.
−Removed: All material intercompany transactions have been eliminated on consolidation.
−Removed: (b) Going Concern Consideration
−Removed: The consolidated financial statements are prepared on the going concern
−Removed: basis, meaning that the enterprise is expected to realize the assets and settle the liabilities through normal business operations.
−Removed: the going concern of the enterprise relies on many factors, such as profitable operations, generating operating cash flows, obtaining
−Removed: financing, etc.
−Removed: The company assesses its liquidity by monitoring cash and cash equivalents,
−Removed: as well as operating and capital expenditure commitments.
−Removed: As of September 30, 2025, the Company had
−Removed: current assets of $ 15.67 million and current liabilities of $ 17.11 million.
−Removed: As a result, the deficit was $ 1.44 million,
−Removed: and it has suffered losses for the nine months ended by September 30, 2025.
−Removed: If it is unable to raise
−Removed: 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
−Removed: continue operations, the company is attempting to alleviate such concerns through measures such as controlling operating expenses, shifting
−Removed: business focus to revenue-generating activities, obtaining authorization from domestic banks and other financial institutions, and seeking
−Removed: equity or debt financing.
−Removed: Additionally, the company will also obtain financial support commitments from related parties.
−Removed: However, these
−Removed: situations still pose significant doubts regarding the company's ability to continue operations.
−Removed: The financial statements do not consider
−Removed: the potential impact on the recoverability of assets, classification, and amounts and classification of liabilities if the company is
−Removed: unable to continue operations.
−Removed: Nature of Business
−Removed: The Company manufactures and trades bromine through
−Removed: its wholly-owned subsidiary, Shouguang City Haoyuan Chemical Company Limited (“SCHC”);
−Removed: manufactures and trades crude salt
−Removed: through its wholly-owned subsidiary, SHSI;
−Removed: and manufactures chemical products for use in the oil industry, pesticides, paper manufacturing
−Removed: industry and for human and animal antibiotics through its wholly-owned subsidiary, Shouguang Yuxin Chemical Industry Co., Limited (“SYCI”)
−Removed: in the People’s Republic of China (“PRC”).
−Removed: DCHC was established to further explore and develop natural gas and brine
−Removed: resources (including bromine and crude salt) in the PRC.
−Removed: DCHC’s business commenced trial operation in January 2019 but has temporarily
−Removed: suspended production insince May 2019 as required by the government to obtain project approval (see Note 1 (b)(iii)).
+Added: All material intercompany transactions have
+Added: been eliminated on consolidation.
+Added: On December 22, 2025, SYCI was sold.
+Added: (b) Nature of Business
+Added: The Company manufactures and
+Added: trades bromine through its wholly-owned subsidiary, Shouguang City Haoyuan Chemical Company Limited (“SCHC”);
+Added: and trades crude salt through its wholly owned subsidiary, SHSI;
+Added: and manufactures chemical products for use in the oil industry, pesticides,
+Added: paper manufacturing industry and for human and animal antibiotics through its wholly- owned subsidiary, Shouguang Yuxin Chemical Industry
+Added: Co., Limited (“SYCI”) in the People’s Republic of China (“PRC”).
+Added: DCHC was established to further explore
+Added: and develop natural gas and brine resources (including bromine and crude salt) in the PRC.
+Added: DCHC’s business commenced trial operation
+Added: in January 2019 but suspended production temporarily in May 2019 as required by the government to obtain project approval (see Note 1
(i) Bromine and Crude Salt Segments
−Removed: In February 2019, the Company received a notification
−Removed: from the local government of Yangkou County that its Factory No.
−Removed: 9 passed inspection and could resume operations.
+Added: In February 2019, the Company
+Added: received a notification from the local government of Yangkou County that its Factory No.
+Added: 9 passed inspection and
+Added: could resume operations.
In April 2019, Factory No.1, and Factory No.7 resumed operation.
−Removed: On November 25, 2019, the government of Shouguang City issued a notice
−Removed: ordering all bromine facilities in Shouguang City, including the Company’s bromine facilities, including Factory No.
−Removed: 1 and Factory
+Added: On November 25, 2019, the
+Added: government of Shouguang City issued a notice ordering all bromine facilities in Shouguang City, including the Company’s
+Added: bromine facilities, including Factory No.
+Added: 1 and Factory No.
7, to temporarily stop production from December 16, 2019 to February 10,
−Removed: Subsequently, due to the coronavirus outbreak in China,
−Removed: the local government ordered those bromine facilities to postpone the commencement of production.
−Removed: Subsequently, the Company received an
−Removed: approval dated February 27, 2020 issued by the local governmental authority allowing the Company to resume production after the winter
−Removed: temporary closure.
−Removed: Further, the Company received another approval from the Shouguang Yangkou People’s Government dated March 5,
−Removed: 2020 allowing the Company to resume production at its bromine factories No.
−Removed: 9 in order to meet the needs of bromide
−Removed: products for epidemic prevention and control (the “March 2020 Approval”).
+Added: Subsequently, due to the coronavirus outbreak in China, the local government ordered those bromine facilities to postpone the
+Added: commencement of production.
+Added: Subsequently, the Company received an approval dated February 27, 2020 issued by the local governmental
+Added: authority allowing the Company to resume production after the winter temporary closure.
+Added: Further, the Company received another
+Added: approval from the Shouguang Yangkou People’s Government dated March 5, 2020 allowing the Company to resume production at its
+Added: bromine factories No.
+Added: 4, No.7 and No.
+Added: 9 in order to meet the needs of bromide products for epidemic prevention and control
+Added: (the “March 2020 Approval”).
The Company’s Factories No.
−Removed: trial production in mid March 2020 and commercial production on April 3, 2020 and its Factories No.
−Removed: 9 commenced commercial production
−Removed: on May 6, 2020.
−Removed: The Company received verbal notification from the government regarding Factory No.
−Removed: 8, allowing it to recommence production
−Removed: in August 2022.
−Removed: 8 began contributing revenue in the fourth quarter 2022.
−Removed: The Company is still waiting for governmental approval for Factories
−Removed: To our knowledge, the government is currently completing its planning process for all mining areas including that for
−Removed: prevention of flood.
−Removed: As a result, we may be required to make some modifications to our current wells and aqueducts prior to commencement
−Removed: of operations of these factories to satisfy the local government's requirements.
+Added: 7 commenced trial production in mid-March 2020
+Added: and commercial production on April 3, 2020 and its Factories No.
+Added: 9 commenced commercial production on May 6, 2020.
+Added: Company received verbal notification from the government regarding Factory No.
+Added: 8, allowing it to recommence production in August
+Added: 8 began contributing revenue in the fourth quarter of 2022.
+Added: The Company is awaiting governmental
+Added: approval for Factories No.
+Added: To our knowledge, the government is finalizing plans for all mining areas, including flood prevention
+Added: As a result, we may be required to make certain modifications to our existing wells and aqueducts prior to commencement of operations
+Added: of these factories in order to satisfy the local government's requirements.
+Added: Pursuant to the notification
+Added: from the government of Shouguang City, all bromine facilities in Shouguang City were temporarily closed from December 10, 2022 until February
+Added: 1, 2023 8:00 AM China Time.
+Added: To comply with such notification, the Company had temporarily stopped production at its bromine facilities
+Added: during the aforesaid period and reopened the operating bromine and crude salt factories in February, 2023 as planned.
In April 2022, Shouguang Hengde Salt Industry Co.
−Removed: Ltd, our subsidiary,
−Removed: was incorporated in Shandong Province, China, for crude salt production and trading.
−Removed: This subsidiary was created in response to a new
−Removed: government policy that required bromine and crude salt companies to have separate registrations.
−Removed: The creation of this subsidiary and the
−Removed: separation of bromine and crude salt does not impact sales or overall profits.
−Removed: However, the establishment of this subsidiary has resulting
−Removed: in a reallocation of costs between bromine and crude salt.
+Added: our subsidiary, was incorporated in Shandong Province, China, for crude salt production and trading.
+Added: This subsidiary was created in response
+Added: to a new government policy that required bromine and crude salt companies to have separate registrations.
+Added: The creation of this subsidiary
+Added: and the separation of bromine and crude salt does not impact sales or overall profits.
+Added: However, the establishment of this subsidiary has
+Added: resulted in a reallocation of costs between bromine and crude salt.
+Added: GULF RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
+Added: (Expressed in U.S.
+Added: NOTE 1 – BASIS OF PRESENTATION
+Added: AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
(ii) Chemical Segment
−Removed: On November 24, 2017, the Company received a letter
−Removed: from the Government of Yangkou County, Shouguang City notifying the Company to relocate its two chemical production plants located in
−Removed: the second living area of the Qinghe Oil Extraction to the Bohai Marine Fine Chemical Industrial Park (“Bohai Park”).
−Removed: This was because the two plants were located in a residential area and their production activities impacted the living environment of
−Removed: the residents.
−Removed: This was as a result of the country’s effort to improve the development of the chemical industry, manage safe production
−Removed: and curb environmental pollution accidents effectively, and ensure the quality of the living environment of residents.
−Removed: All chemical enterprises
−Removed: which did not comply with the requirements of the safety and environmental protection regulations were ordered to shut down.
−Removed: In December 2017, the Company secured from the
−Removed: government the land use rights for its chemical plants located at the Bohai Park and in June 2018, the Company presented a completed construction
−Removed: design draft and other related documents to the local authorities for approval.
−Removed: In January 2020, the Company received the environmental
−Removed: protection approval by the government of Shouguang City, Shandong Province for the proposed Yuxin Chemical factory.
−Removed: The Company began
−Removed: the construction on its new chemical facilities located at Bohai Marine Fine Chemical Industrial Park in June 2020 and basically completed
−Removed: the civil works by the end of June 2021.
−Removed: On November 15, 2021, the Company announced that due to the supply chain issues as well as the
−Removed: electric restrictions in China, the delivery of some equipment, the equipment installation and testing and beginning trial production
−Removed: at the chemical factory had been delayed.
−Removed: On February 22, 2022, the Company announced that discussions with the government have convinced
−Removed: management that the electricity restrictions were eased.
−Removed: Accordingly, the Company contacted its suppliers and expect to have the remainder
−Removed: of the equipment produced and delivered, so the Company can complete installation and begin testing and trial production.
−Removed: The Company believes the relocation process will
−Removed: cost approximately $ 69 million in total.
−Removed: The Company incurred relocation costs comprising prepaid land lease, professional fees related
−Removed: to the design of the new chemical factory, and progress payment and deposit for the construction of the new factory building in the amount
−Removed: 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
−Removed: sheets as of September 30, 2025 and December 31, 2024.
−Removed: The Company does not believe the delay in opening the factory will materially
−Removed: impact the overall cost of the project.
+Added: On November 24, 2017, the Company
+Added: received a letter from the Government of Yangkou County, Shouguang City notifying the Company to relocate its two chemical production
+Added: plants located in the second living area of the Qinghe Oil Extraction to the Bohai Marine Fine Chemical Industrial Park (“Bohai
+Added: This is because the two plants are located in a residential area and their production activities will impact the living
+Added: environment of the residents.
+Added: This is as a result of the country’s effort to improve the development of the chemical industry, manage
+Added: safe production and curb environmental pollution accidents effectively, and ensure the quality of the living environment of residents.
+Added: All chemical enterprises which do not comply with the requirements of the safety and environmental protection regulations will be ordered
+Added: to shut down.
+Added: In December 2017, the Company
+Added: secured from the government the land use rights for its chemical plants located at Bohai Park and in June 2018, the Company presented
+Added: a completed construction design draft and other related documents to the local authorities for approval.
+Added: In January 2020, the Company
+Added: received the environmental protection approval by the government of Shouguang City, Shandong Province for the proposed Yuxin Chemical
+Added: The Company began the construction on its new chemical facilities located at Bohai Marine Fine Chemical Industrial Park in June
+Added: 2020 and basically completed the civil works by the end of June 2021.
+Added: On November 15, 2021, the Company announced that due to the supply
+Added: chain issues as well as the electric restrictions in China, the delivery of some equipment, the equipment installation and testing and
+Added: beginning trial production at the chemical factory had been delayed.
+Added: On February 22, 2022, the Company announced that discussions with
+Added: the government have convinced management that the electricity restrictions are being eased.
+Added: Accordingly, the Company has contacted its
+Added: suppliers and will have the remainder of the equipment produced and delivered, so the Company can complete installation and begin testing
+Added: and trial production.
+Added: The Company believes this relocation process
+Added: will cost approximately $ 69 million in total.
+Added: The Company incurred relocation costs comprising prepaid land lease, professional fees
+Added: related to the design of the new chemical factory, and progress payments and deposits for the construction of the new factory
+Added: building in the amount of $ 45,584,344 and $ 45,584,344 , which were recorded in the prepaid land leases, prepayments and deposits and
+Added: property, plant and equipment in the consolidated balance sheets as of March 31, 2026 and December 31, 2025.
+Added: On December 10, 2025, SCHC entered
+Added: into an equity transfer agreement with Shandong Rongyuan Pharmaceutical Co., Ltd.
+Added: Pursuant to the agreement, Shandong Rongyuan
+Added: Pharmaceutical Co., Ltd.
+Added: agreed to purchase 100 % of the equity interest in SYCI for an aggregate consideration of RMB 21.2 million (US$
+Added: The transaction was completed on December 22, 2025.
(iii) Natural Gas Segment
−Removed: In January 2017, the Company completed the first
−Removed: brine water and natural gas well field construction in Daying located in Sichuan Province, China, and commenced trial production in January
−Removed: On May 29, 2019, the Company received a verbal notice from the government of Tianbao Town, Daying County, Sichuan Province, whereby
−Removed: the Company is required to obtain project approval for its well located in Daying, including the whole natural gas and brine water project,
−Removed: and approvals for safety production inspection, environmental protection assessment, and to solve the related land issue.
−Removed: approvals have been received, the Company has to temporarily halt trial production at its natural gas well in Daying.
−Removed: In compliance with
−Removed: the Chinese government new policies, the Company is also required to obtain an exploration license and a mining license for bromine and
−Removed: natural gas, respectively.
−Removed: Pursuant to the Opinions of the Ministry of Natural Resources on Several Issues in Promoting the Reform of
−Removed: Mineral Resources Management (Trial) promulgated by the Ministry of Natural Resources of PRC on January 9, 2020, which came into effect
−Removed: on May 1, 2020, privately owned enterprises are allowed to participate in the natural gas production.
−Removed: The Company plans to proceed with
−Removed: its applications for the natural gas and brine project approvals with related government departments until the governmental planning has
−Removed: been finalized.
−Removed: (d) Use of Estimates
−Removed: The Company’s consolidated financial statements have been
−Removed: prepared in accordance with accounting principles generally accepted in the United States of America and this requires management to
−Removed: make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial
−Removed: statements and the reported amounts of revenues and expenses during the reporting period.
−Removed: The Company bases its estimates on
−Removed: historical experience and on various other assumptions that are believed to be reasonable under the circumstances.
−Removed: significant accounting estimates with regard to these consolidated financial statements that require the most significant and
−Removed: subjective judgments include, but are not limited to, useful lives of property, plant and equipment, recoverability of long-lived
−Removed: assets, determination of impairment losses, assessment of market value of inventories and provision for inventory obsolescence,
−Removed: allowance for doubtful accounts, recognition and measurement of deferred income taxes, valuation allowance for deferred tax assets,
−Removed: and assumptions used for the valuation of share based payments.
−Removed: Accordingly, actual results may differ significantly from these
−Removed: estimates under different assumptions or conditions.
−Removed: (e) Cash and Cash Equivalents
−Removed: Cash and cash equivalents consist of all cash balances and highly
−Removed: liquid investments with original maturities of three months or less.
−Removed: Because of short maturity of these investments, the carrying
−Removed: amounts approximate their fair values.
−Removed: (f) Allowance
−Removed: for Doubtful Accounts
−Removed: We make estimates of the uncollectibility of accounts
−Removed: receivable, especially analyzing accounts receivable and historical bad debts, customer concentrations, customer credit-worthiness, current
−Removed: economic trends and changes in customer payment terms, when evaluating the adequacy of the allowance for doubtful accounts.
−Removed: Credit evaluations
−Removed: are undertaken for all major sale transactions before shipment is authorized.
−Removed: On a quarterly basis, we evaluate aged items in the accounts
−Removed: receivable aging report and provide an allowance in an amount we deem adequate for doubtful accounts.
−Removed: If management were to make different
−Removed: judgments or utilize different estimates, material differences in the amount of our reported operating expenses could result.
−Removed: (g) Concentration
−Removed: of Credit Risk
−Removed: The Company is exposed to credit risk in the normal course of business,
−Removed: primarily related to accounts receivable and cash and cash equivalents.
−Removed: Substantially all of the Company’s cash and cash equivalents
−Removed: are maintained with financial institutions in the PRC, namely, Industrial and Commercial Bank of China Limited, China Merchants Bank Company
−Removed: Limited, Bank of China Limited and Sichuan Rural Credit Union, which are not insured or otherwise protected.
−Removed: The Company placed $ 5,820,083 and
−Removed: $ 10,075,162 with these institutions as of September 30, 2025 and December 31, 2024, respectively.
−Removed: The Company has not
−Removed: experienced any losses in such accounts in the PRC.
−Removed: Concentrations of credit risk with respect to accounts receivable exists
−Removed: as the Company sells a substantial portion of its products to a limited number of customers.
−Removed: However, such concentrations of credit risks
−Removed: are limited since the Company performs ongoing credit evaluations of its customers’ financial condition and extends credit terms
−Removed: as and when appropriate.
+Added: In January 2017, the Company
+Added: completed the first brine water and natural gas well field construction in Daying located in Sichuan Province, China, and commenced trial
+Added: production in January 2019.
+Added: On May 29, 2019, the Company received a verbal notice from the government of Tianbao Town, Daying County,
+Added: Sichuan Province, whereby the Company is required to obtain project approval for its well located in Daying, including the whole natural
+Added: gas and brine water project, and approvals for safety production inspection, environmental protection assessment, and to solve the related
+Added: Until these approvals have been received, the Company has to temporarily halt trial production at its natural gas well in
+Added: In compliance with the Chinese government new policies, the Company is also required to obtain an exploration license and a mining
+Added: license for bromine and natural gas, respectively.
+Added: Pursuant to the Opinions of the Ministry of Natural Resources on Several Issues in
+Added: Promoting the Reform of Mineral Resources Management (Trial) promulgated by the Ministry of Natural Resources of PRC on January 9, 2020,
+Added: which came into effect on May 1, 2020, privately owned enterprises are allowed to participate in the natural gas production.
+Added: plans to proceed with its applications for the natural gas and brine project approvals with related government departments until the governmental
+Added: planning has been finalized.
+Added: (c) Use of Estimates
+Added: The Company’s consolidated
+Added: financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and
+Added: this requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the
+Added: consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.
+Added: The Company bases its
+Added: estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances.
+Added: significant accounting estimates with regard to these consolidated financial statements that require the most significant and subjective
+Added: judgments include, but are not limited to, useful lives of property, plant and equipment, recoverability of long-lived assets, determination
+Added: of impairment losses, assessment of market value of inventories and provision for inventory obsolescence, allowance for doubtful accounts,
+Added: recognition and measurement of deferred income taxes, valuation allowance for deferred tax assets, and assumptions used for the valuation
+Added: of share based payments.
+Added: Accordingly, actual results may differ significantly from these estimates under different assumptions or conditions.
GULF RESOURCES, INC.
AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
+Added: (Expressed in U.S.
+Added: NOTE 1 – BASIS OF PRESENTATION
+Added: AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
+Added: (d) Cash and Cash Equivalents
+Added: Cash and cash equivalents consist
+Added: of all cash balances and highly liquid investments with original maturities of three months or less.
+Added: Because of short maturity of these
+Added: investments, the carrying amounts approximate their fair values.
+Added: (e) Accounts receivable and Allowance for Doubtful Accounts
+Added: Accounts receivable is stated
+Added: at cost, net of allowance for doubtful accounts.
+Added: The normal credit term extended to customers ranges between 90 and 180 days.
+Added: reviews all receivables that exceed the term.
+Added: The Company establishes an allowance for doubtful accounts based on management’s assessment
+Added: of the collectability of trade and other receivables.
+Added: A considerable amount of judgment is required in assessing the amount of allowance
+Added: and the Company considers the historical level of credit losses.
+Added: The Company makes judgments about the credit worthiness of each customer
+Added: based on ongoing credit evaluations, and monitors current economic trends that might impact the level of credit losses in the future.
+Added: If the financial condition of the customer begins to deteriorate, resulting in their inability to make payments within credit term provided,
+Added: an allowance may be required.
+Added: As of March 31, 2026 and December
+Added: 31, 2025, the provision for doubtful debts was $ 13,440 and $ 16,430 , respectively.
+Added: The reversal for doubtful accounts in the consolidated
+Added: statements of comprehensive income (loss) for the period ended March 31, 2026 was $ 3,236 .
+Added: (f) Concentration of Credit Risk
+Added: The Company is exposed to credit
+Added: risk in the normal course of business, primarily related to accounts receivable and cash and cash equivalents.
+Added: Substantially all of the
+Added: Company’s cash and cash equivalents are maintained with financial institutions in the PRC, namely, Industrial and Commercial Bank
+Added: of China Limited, China Merchants Bank Company Limited, Sichuan Rural Credit Union, Bank of China Limited and Shandong Shouguang Rural
+Added: Commercial Bank Co., Ltd., which are not insured or otherwise protected.
+Added: The Company placed $ 6,537,505 and $ 3,793 with these institutions
+Added: as of March 31, 2026 and December 31, 2025, respectively.
+Added: The Company has not experienced any losses in such accounts in the PRC.
+Added: Concentrations of credit risk
+Added: with respect to accounts receivable exists as the Company sells a substantial portion of its products to a limited number of customers.
+Added: However, such concentrations of credit risks are limited since the Company performs ongoing credit evaluations of its customers’
+Added: financial condition and extends credit terms as and when appropriate.
+Added: (g) Inventories
+Added: Inventories are stated at the
+Added: lower of cost, determined on a first-in first-out cost basis, or net realizable value.
+Added: Costs of work-in-progress and finished goods comprise
+Added: direct materials, direct labor and an attributable portion of manufacturing overhead.
+Added: Net realizable value is based on estimated selling
+Added: price less costs to complete and selling expenses.
+Added: GULF RESOURCES, INC.
+Added: AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: MARCH 31, 2026
(Expressed in U.S.
−Removed: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
−Removed: (h) Property,
−Removed: Plant and Equipment
−Removed: Property, plant and equipment are stated at cost
−Removed: less accumulated depreciation and any impairment losses.
−Removed: Expenditures for new facilities or equipment, and major expenditures for betterment
−Removed: of existing facilities or equipment are capitalized and depreciated, when available for intended use, using the straight-line method at
−Removed: rates sufficient to depreciate such costs less 5% residual value over the estimated productive lives.
−Removed: All other ordinary repair and maintenance
−Removed: costs are expensed as incurred.
−Removed: Mineral rights are recorded at cost less accumulated
−Removed: depreciation and any impairment losses.
−Removed: Mineral rights are amortized ratably over the term of the lease, or the equivalent term under
−Removed: the units of production method, whichever is shorter.
−Removed: Construction in process primarily represents direct
−Removed: costs of construction of property, plant and equipment.
−Removed: Costs incurred are capitalized and transferred to property, plant and equipment
−Removed: upon completion and depreciation will commence when the completed assets are placed in service.
−Removed: The Company’s depreciation and amortization
−Removed: policies on property, plant and equipment, other than mineral rights and construction in process, are as follows:
+Added: NOTE 1 – BASIS OF PRESENTATION
+Added: AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
+Added: (h) Advances to suppliers, net
+Added: Advances to suppliers are stated at
+Added: the original amount less an allowance for doubtful account.
+Added: Advances to suppliers primarily
+Added: consist of prepayments for purchase of raw materials and equipment for production purposes.
+Added: The Company reviews its advances to suppliers
+Added: on a periodic basis and determines the adequacy of provision when amounts outstanding are not likely to be collected in cash or utilized
+Added: against receive of products.
+Added: An allowance for doubtful is recorded in the period in which the Company cash collection or receipts of products
+Added: (i) Property, Plant and Equipment
+Added: Property, plant and equipment
+Added: are stated at cost less accumulated depreciation and any impairment losses.
+Added: Expenditures for new facilities or equipment, and major expenditures
+Added: for betterment of existing facilities or equipment are capitalized and depreciated, when available for intended use, using the straight-line
+Added: method at rates sufficient to depreciate such costs less 5% residual value over the estimated productive lives.
+Added: All other ordinary repair
+Added: and maintenance costs are expensed as incurred.
+Added: Mineral rights are recorded at
+Added: cost less accumulated depreciation and any impairment losses.
+Added: Mineral rights are amortized ratably over the term of the lease, or the
+Added: equivalent term under the units of production method, whichever is shorter.
+Added: Construction in process primarily
+Added: represents direct costs of construction of property, plant and equipment.
+Added: Costs incurred are capitalized and transferred to property,
+Added: plant and equipment upon completion and depreciation will commence when the completed assets are placed in service.
+Added: The Company’s depreciation
+Added: and amortization policies on property, plant and equipment, other than mineral rights and construction in process, are as follows:
Basis of Presentation and Summary of
Significant Accounting Policies - Schedule of Property, Plant and Equipment Useful Life
−Removed: Buildings (including salt pans)
+Added: Useful life (in years)
+Added: Mineral rights
+Added: Leasehold Improvements Leasehold Improvements
Plant and machinery (including protective shells, transmission channels and ducts)
1 unchanged sentence
Furniture, fixtures and equipment
−Removed: Property, plant and equipment under the finance
−Removed: lease are depreciated over their expected useful lives on the same basis as owned assets, or where shorter, the term of the lease.
−Removed: Producing oil and gas properties are depreciated
−Removed: on a unit-of-production basis over the proved developed reserves.
−Removed: Common facilities that are built specifically to service production
−Removed: directly attributed to designate oil and gas properties are depreciated based on the proved developed reserves of the respective oil and
−Removed: gas properties on a pro-rata basis.
−Removed: Common facilities that are not built specifically to service identified oil and gas properties are
−Removed: depreciated using the straight-line method over their estimated useful lives.
−Removed: Costs associated with significant development projects are
−Removed: not depreciated until commercial production commences and the reserves related to those costs are excluded from the calculation of depreciation.
−Removed: (i) Retirement
+Added: Producing oil and gas properties
+Added: are depreciated on a unit-of-production basis over the proved developed reserves.
+Added: Common facilities that are built specifically to service
+Added: production directly attributed to designated oil and gas properties are depreciated based on the proved developed reserves of the respective
+Added: oil and gas properties on a pro-rata basis.
+Added: Common facilities that are not built specifically to service identified oil and gas properties
+Added: are depreciated using the straight-line method over their estimated useful lives.
+Added: Costs associated with significant development projects
+Added: are not depreciated until commercial production commences and the reserves related to those costs are excluded from the calculation of
+Added: depreciation.
+Added: (j) Asset Retirement Obligation
+Added: The Company follows Financial
+Added: Accounting Standards Board Accounting Standards Codification (“FASB ASC”), which established a uniform methodology for accounting
+Added: for estimated reclamation and abandonment costs.
+Added: FASB ASC 410 requires the fair value of a liability for an asset retirement obligation
+Added: to be recognized in the period in which the legal obligation associated with the retirement of the long-lived asset is incurred.
+Added: the liability is initially recorded, the offset is capitalized by increasing the carrying amount of the related long-lived asset.
+Added: time, the liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the
+Added: related asset.
+Added: To settle the liability, the obligation is paid, and to the extent there is a difference between the liability and the
+Added: amount of cash paid, a gain or loss upon settlement is recorded.
+Added: GULF RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
+Added: (Expressed in U.S.
+Added: NOTE 1 – BASIS OF PRESENTATION
+Added: AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
+Added: Currently, there are no reclamation
+Added: or abandonment obligations associated with the land being utilized for exploitation by the bromine and crude salt factories.
+Added: the two chemical plants that are to be relocated, currently, there are no obligations to restore the land to its original condition.
+Added: (k) Recoverability of Long-lived Assets
+Added: In accordance with Financial
+Added: Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10-35 ” Impairment or
+Added: Disposal of Long-lived Assets” , long-lived assets to be held and used are analyzed for impairment whenever events or changes
+Added: in circumstances indicate that the carrying amount of an asset may not be fully recoverable or that the useful lives of those assets are
+Added: no longer appropriate.
+Added: The Company evaluates at each balance sheet date whether events and circumstances have occurred that indicate possible
+Added: The Company determines the existence
+Added: of such impairment by measuring the expected future cash flows (undiscounted and without interest charges) and comparing such amount to
+Added: the carrying amount of the assets.
+Added: An impairment loss, if one exists, is then measured as the amount by which the carrying amount of the
+Added: asset exceeds the discounted estimated future cash flows.
+Added: Assets to be disposed of are reported at the lower of the carrying amount or
+Added: fair value of such assets less costs to sell.
+Added: Asset impairment charges are recorded to reduce the carrying amount of the long-lived asset
+Added: that will be sold or disposed of to their estimated fair values.
+Added: Charges for the asset impairment reduce the carrying amount of the long-lived
+Added: assets to their estimated salvage value in connection with the decision to dispose of such assets.
+Added: For the three-month period ended March
+Added: 31, 2026 and 2025, the Company recognized impairment of long-lived assets of 0 nil.
+Added: (l) Retirement Benefits
Pursuant to the relevant laws and regulations
2 unchanged sentences
The required contributions
−Removed: under the retirement plans are charged to the condensed consolidated statement of loss on an accrual basis when they are due.
−Removed: The Company’s
−Removed: contributions totaled $ 121,872 and $ 99,035 for the three-month period ended September 30, 2025 and 2024, respectively, and totaled $ 418,457
−Removed: and $ 322,448 for the nine-month period ended September 30, 2025 and 2024, respectively.
−Removed: Net revenue is net of discount and value added
−Removed: tax and comprises the sale of bromine, crude salt and chemical products.
−Removed: Revenue is recognized when the control of the promised goods
−Removed: is transferred to the customers in an amount that reflects the consideration that the Company expects to receive from the customers in
−Removed: exchange for those goods.
−Removed: The acknowledgement of receipt of goods by the customers is when control of the product is deemed to be transferred.
−Removed: Invoicing occurs upon acknowledgement of receipt of the goods by the customers.
−Removed: Customers have no rights to return the goods upon acknowledgement
−Removed: of receipt of goods.
−Removed: Revenue from contracts with customers is disaggregated in Note 18.
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
−Removed: (Expressed in U.S.
−Removed: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
−Removed: (k) Recoverability
−Removed: of Long-lived Assets
−Removed: In accordance with Financial Accounting Standards
−Removed: Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10-35 “Impairment or Disposal of Long-lived
−Removed: Assets” , long-lived assets to be held and used are analyzed for impairment whenever events or changes in circumstances indicate
−Removed: that the carrying amount of an asset may not be fully recoverable or that the useful lives of those assets are no longer appropriate.
−Removed: The Company evaluates at each balance sheet date whether events and circumstances have occurred that indicate possible impairment.
−Removed: The Company determines the existence of such impairment
−Removed: by measuring the expected future cash flows (undiscounted and without interest charges) and comparing such amount to the carrying amount
−Removed: of the assets.
−Removed: An impairment loss, if one exists, is then measured as the amount by which the carrying amount of the asset exceeds the
−Removed: discounted estimated future cash flows.
−Removed: Assets to be disposed of are reported at the lower of the carrying amount or fair value of such
−Removed: assets less costs to sell.
−Removed: Asset impairment charges are recorded to reduce the carrying amount of the long-lived asset that will be sold
−Removed: or disposed of to their estimated fair values.
−Removed: Charges for the asset impairment reduce the carrying amount of the long-lived assets to
−Removed: their estimated salvage value in connection with the decision to dispose of such assets.
−Removed: For the three-month and nine-month periods ending September 30, 2025,
−Removed: the impairment of the company's long-term assets was $ 29,782,912 .
−Removed: For the three-month and nine-month periods ending September 30, 2024, there
−Removed: was no impairment of the company's long-term assets.
−Removed: and Diluted Earnings per Share of Common Stock
−Removed: Basic earnings per common share are based
−Removed: on the weighted average number of shares outstanding during the periods presented.
−Removed: Diluted earnings per share are computed using weighted
−Removed: average number of common shares plus dilutive common share equivalents outstanding during the period.
−Removed: Potential common shares that would
−Removed: have the effect of increasing diluted earnings per share are considered to be anti-dilutive, i.e.
−Removed: the exercise prices of the outstanding
−Removed: stock options were greater than the market price of the common stock.
−Removed: 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 nine-month periods ended September 30,
−Removed: 2025 and 2024, respectively.
−Removed: Because the Company reported a net loss
−Removed: for the nine-month periods ended September 30, 2025 and 2024, common stock equivalents including stock options and warrants were anti-dilutive,
−Removed: therefore the amounts reported for basic and diluted loss per share were the same.
+Added: under the retirement plans are charged to the consolidated statement of comprehensive income (loss) on an accrual basis when they are
+Added: The Company’s contributions totaled $ 107,657 and $ 173,485 for the three-month period ended March 31, 2026 and 2025, respectively.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
−Removed: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
−Removed: (m) Reporting
−Removed: Currency and Translation
−Removed: The financial statements of the Company’s
−Removed: foreign subsidiaries are measured using the local currency, Renminbi (“RMB”), as the functional currency;
−Removed: whereas the functional
−Removed: currency and reporting currency of the Company is the United States dollar (“USD” or “$”).
−Removed: As such, the Company uses the “current rate
−Removed: method” to translate its PRC operations from RMB into USD, as required under FASB ASC 830 “Foreign Currency Matters”.
−Removed: The assets and liabilities of its PRC operations are translated into USD using the rate of exchange prevailing at the balance sheet date.
−Removed: The capital accounts are translated at the historical rate.
−Removed: 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 loss.
−Removed: The statement of loss and
−Removed: comprehensive loss is translated at average rate during the reporting period.
−Removed: Gains or losses resulting from transactions in currencies
−Removed: other than the functional currencies are recognized in net loss for the reporting periods as part of general and administrative expense.
−Removed: The statement of cash flows is translated at average rate during the reporting period, with the exception of the consideration paid for
−Removed: the acquisition of business which is translated at historical rates.
−Removed: All of the Company’s operations and assets
−Removed: are located in PRC.
−Removed: The Company may be adversely affected by possible political or economic events in this country.
−Removed: effect of these factors cannot be accurately predicted.
−Removed: (o) Inventories .
−Removed: Inventories are stated at the lower of cost, determined
−Removed: on a first-in first-out cost basis, or net realizable value.
−Removed: Costs of work-in-progress and finished goods comprise direct materials, direct
−Removed: labor and an attributable portion of manufacturing overhead.
−Removed: Net realizable value is based on estimated selling price less costs to complete
−Removed: and selling expenses.
−Removed: The Company determines if an arrangement is a
−Removed: lease at inception.
−Removed: Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities
+Added: NOTE 1 – BASIS OF PRESENTATION
+Added: AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
+Added: (m) Mineral Rights
+Added: The Company follows FASB ASC 805
+Added: “Business Combinations” that certain mineral rights are considered tangible assets and that mineral rights should be accounted
+Added: for based on their substance.
+Added: Mineral rights are included in property, plant and equipment.
+Added: The Company determines if an arrangement
+Added: is a lease at inception.
+Added: Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease
+Added: liabilities in the consolidated balance sheets.
+Added: Finance leases are included in finance lease ROU assets and finance lease liabilities
in the consolidated balance sheets.
−Removed: Finance leases are included in finance lease ROU assets and finance lease liabilities in the consolidated
−Removed: balance sheets.
−Removed: ROU assets represent the Company’s right
−Removed: to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising
−Removed: from the lease.
−Removed: Operating lease and finance lease ROU assets and liabilities are recognized at January 1, 2019 based on the present value
−Removed: of lease payments over the lease term discounted using the rate implicit in the lease.
+Added: ROU assets represent the Company’s
+Added: right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments
+Added: arising from the lease.
+Added: Operating lease and finance lease ROU assets and liabilities are recognized at January 1, 2019 based on the present
+Added: value of lease payments over the lease term discounted using the rate implicit in the lease.
In cases where the implicit rate is not readily
2 unchanged sentences
Lease expense for lease payments is recognized on a straight-line basis over the lease term.
−Removed: The Company does not recognize operating lease
−Removed: ROU assets and liabilities arising from lease arrangements with lease term of twelve months or less.
−Removed: (q) Stock-based Compensation
−Removed: Stock-based awards issued to employees are recorded
−Removed: at their fair values estimated at grant date using the Black-Scholes model and the portion that is ultimately expected to vest is recognized
−Removed: as compensation cost over the requisite service period.
−Removed: Consistent with the accounting requirement for employee stock-based awards, nonemployee
−Removed: stock-based awards are measured at the grant-date fair value of the equity instruments that the Company is obligated to issue when the
−Removed: good has been delivered or the service has been rendered and any other conditions necessary to earn the right to benefit from the instruments
−Removed: have been satisfied.
−Removed: The Company has elected to account for the forfeiture
−Removed: of stock-based awards as they occur.
−Removed: Contingencies
−Removed: The Company accrues for loss contingencies relating
−Removed: to legal matters, including litigation defense costs, claims and other contingent matters, including liquidated damage liabilities, when
−Removed: such liabilities become probable and could be reasonably estimable.
−Removed: Such estimates may be based on advice from third parties or on management’s
−Removed: judgment, as appropriate.
−Removed: Revisions to accruals are reflected in earnings (loss) in the period in which different facts or information
−Removed: become known or circumstances change that affect the Company’s previous assumptions with respect to the likelihood or amount of
−Removed: Amounts paid upon the ultimate resolution of such liabilities may be materially different from previous estimates .
−Removed: The Company accounts for income taxes in accordance
−Removed: with the Income Taxes Topic of the FASB ASC, which requires the use of the liability method of accounting for deferred income taxes.
−Removed: this method, deferred income taxes are recorded to reflect the tax consequences on future years of temporary differences between the tax
−Removed: basis of assets and liabilities and their reported amounts at each period end.
−Removed: Deferred tax assets and liabilities are measured using
−Removed: tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized
+Added: The Company has elected not to recognize
+Added: operating lease ROU assets and liabilities arising from short-term lease.
+Added: Finance leases are initially
+Added: recorded at the net present value of future minimum lease payments, which includes certain lease and non- lease components.
+Added: Finance leases
+Added: generally have one of these five attributes:
+Added: 1) ownership of the underlying asset transfers to the Company at the end of the lease term,
+Added: 2) the lease agreement contains a purchase option that the Company is reasonably certain to exercise, 3) the lease term represents the
+Added: major part of the asset’s economic life, 4) the present value of lease payments over the lease term equals or exceeds substantially
+Added: all of the fair value of the asset, and 5) the underlying asset is so specialized in nature that it provides no alternative use to the
+Added: lessor after the lease term.
+Added: Finance Lease Assets are presented separately on the Consolidated Balance Sheets.
+Added: (o) Basic and Diluted Earnings per Share of Common Stock
+Added: Basic earnings per common stock
+Added: are based on the weighted average number of shares outstanding during the periods presented.
+Added: Diluted earnings per share are computed using
+Added: weighted average number of common stocks plus dilutive common stock equivalents outstanding during the period.
+Added: Potential common stocks
+Added: that would have the effect of increasing diluted earnings per stock are considered to be anti- dilutive, i.e.
+Added: the exercise prices of the
+Added: outstanding stock options were greater than the market price of the common share.
+Added: Anti-dilutive common stock equivalents which were excluded
+Added: from the calculation of number of dilutive common stock equivalents amounted to 0 share for the three-month periods ended March 31, 2026 and 2025.
+Added: awards could be dilutive in the future if the market price of the common stock increases and is greater than the exercise price of these
+Added: (p) Reporting Currency and Translation
+Added: The financial statements of the
+Added: Company’s foreign subsidiaries are measured using the local currency, Renminbi (“RMB”), as the functional currency;
+Added: whereas the functional currency and reporting currency of the Company is the United States dollar (“USD” or “$”).
+Added: GULF RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
+Added: (Expressed in U.S.
+Added: NOTE 1 – BASIS OF PRESENTATION
+Added: AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
+Added: As such, the Company uses the
+Added: “current rate method” to translate its PRC operations from RMB into USD, as required under FASB ASC 830 “Foreign Currency
+Added: The assets and liabilities of its PRC operations are translated into USD using the rate of exchange prevailing at the
+Added: balance sheet date.
+Added: The capital accounts are translated at the historical rate.
+Added: Adjustments resulting from the translation of the balance
+Added: sheets of the Company’s PRC subsidiaries are recorded in stockholders’ equity as part of accumulated other comprehensive income
+Added: The statement of comprehensive income (loss) is translated at average rate during the reporting period.
+Added: Gains or losses resulting
+Added: from transactions in currencies other than the functional currencies are recognized in net loss for the reporting periods as part of general
+Added: and administrative expense.
+Added: The statement of cash flows is translated at average rate during the reporting period, with the exception
+Added: of the consideration paid for the acquisition of business which is translated at historical rates.
+Added: (q) Revenue Recognition
+Added: Net revenue is net of discount and value added
+Added: tax and comprises the sale of bromine, crude salt and chemical products.
+Added: Revenue is recognized at a point in time when the control
+Added: of the promised goods is transferred to the customers in an amount that reflects the consideration that the Company expects to
+Added: receive from the customers in exchange for those goods.
+Added: The acknowledgement of receipt of goods by the customers is when control of
+Added: the product is deemed to be transferred.
+Added: Invoicing occurs upon acknowledgement of receipt of the goods by the customers.
+Added: have no rights to return the goods upon acknowledgement of receipt of goods.
+Added: Customers typically pay after the Company delivers and
+Added: transfers the products to them in accordance to terms set forth in their contract.
+Added: Revenue from contracts with customers is
+Added: disaggregated in Note 20.
+Added: (r) Income Taxes
+Added: The Company accounts for income
+Added: taxes in accordance with the Income Taxes Topic of the FASB ASC, which requires the use of the liability method of accounting for deferred
+Added: income taxes.
+Added: Under this method, deferred income taxes are recorded to reflect the tax consequences on future years of temporary differences
+Added: between the tax basis of assets and liabilities and their reported amounts at each period end.
+Added: Deferred tax assets and liabilities are
+Added: measured using tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected
+Added: to be realized or settled.
The deferred income tax effects of a change in tax rates are recognized in the period of enactment.
−Removed: If it is more likely than
−Removed: not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.
−Removed: The guidance also provides
−Removed: criteria for the recognition, measurement, presentation and disclosures of uncertain tax positions.
−Removed: A tax benefit from an uncertain tax
−Removed: position may be recognized if it is “more likely than not” that the position is sustainable based solely on its technical
−Removed: Interests and penalties associated with unrecognized tax benefits are included within the (benefit from) provision for income
−Removed: tax in the consolidated statement of income (loss).
−Removed: Accounting Pronouncements
+Added: more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.
+Added: also provides criteria for the recognition, measurement, presentation and disclosures of uncertain tax positions.
+Added: A tax benefit from an
+Added: uncertain tax position may be recognized if it is “more likely than not” that the position is sustainable based solely on
+Added: its technical merits.
+Added: Interests and penalties associated with unrecognized tax benefits are included within the (benefit from) provision
+Added: for income tax in the consolidated statement of comprehensive income (loss).
+Added: (s) Exploration Costs
+Added: Exploration costs, which included
+Added: the cost of researching for appropriate places to drill wells and the cost of well drilling in search of potential natural brine or other
+Added: resources, are charged to the income statement as incurred.
+Added: Once the commercial viability of a project has been confirmed, all subsequent
+Added: costs are capitalized.
+Added: GULF RESOURCES, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
+Added: (Expressed in U.S.
+Added: NOTE 1 – BASIS OF PRESENTATION
+Added: AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
+Added: For oil and gas properties, the
+Added: successful efforts method of accounting is adopted.
+Added: The Company carries exploratory well costs as an asset when the well has found a sufficient
+Added: quantity of reserves to justify its completion as a producing well and where the Company is making sufficient progress assessing the reserves
+Added: and the economic and operating viability of the project.
+Added: Exploratory well costs not meeting these criteria are charged to expenses.
+Added: wells that discover potentially economic reserves in areas where major capital expenditure will be required before production would begin
+Added: and when the major capital expenditure depends upon the successful completion of further exploratory work remain capitalized and are reviewed
+Added: periodically for impairment.
+Added: (t) Fair Value Measurement
+Added: The Company applies Accounting
+Added: Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures which defines fair value, establishes a
+Added: framework for measuring fair value and expands financial statement disclosure requirements for fair value measurements.
+Added: ASC Topic 820 defines fair value
+Added: as the price that would be received from the sale of an asset or paid to transfer a liability (an exit price) on the measurement date
+Added: in an orderly transaction between market participants in the principal or most advantageous market for the asset or liability.
+Added: ASC Topic 820 specifies a hierarchy
+Added: of valuation techniques, which is based on whether the inputs into the valuation technique are observable or unobservable.
+Added: The hierarchy
+Added: is as follows:
+Added: Level 1 inputs to the valuation methodology are quoted prices
+Added: (unadjusted) for identical assets or liabilities in active markets.
+Added: Level 2 inputs to the valuation
+Added: methodology include quoted prices for identical or similar assets and liabilities in active markets or in inactive markets, and inputs
+Added: that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
+Added: Level 3 inputs to the valuation methodology are unobservable
+Added: and significant to the fair value.
+Added: The carrying amounts of the Company’s
+Added: financial instruments approximate their fair values because of their short-term nature.
+Added: The Company’s financial instruments
+Added: include cash, accounts receivable, amounts due to related parties, short-term borrowing, long-term borrowing, other receivables,
+Added: accounts payable and other current payables.
+Added: There were no material unrecognized financial assets and liabilities as of March 31,
+Added: 2026 and December 31, 2025.
+Added: (u) Loss Contingencies
+Added: The Company accrues for loss
+Added: contingencies relating to legal matters, including litigation defense costs, claims and other contingent matters, including liquidated
+Added: damage liabilities, when such liabilities become probable and reasonably able to be estimated.
+Added: Such estimates may be based on advice from
+Added: third parties or on management’s judgment, as appropriate.
+Added: Revisions to accruals are reflected in income (loss) in the period in
+Added: which different facts or information become known or circumstances change that affect the Company’s previous assumptions with respect
+Added: to the likelihood or amount of loss.
+Added: Amounts paid upon the ultimate resolution of such liabilities may be materially different from previous
+Added: (v) Stock-based Compensation
+Added: The Company accounts for stock-based
+Added: compensation under the provisions of FASB ASC 718, Compensation Stock Compensation, which requires the measurement and recognition
+Added: of compensation expense for all stock-based awards made to employees and directors based on estimated fair values on the grant date.
+Added: Company estimates the fair value of stock-based awards on the date of grant using the Black- Scholes model.
+Added: The value of the portion of
+Added: the award that is ultimately expected to vest is recognized as expense over the requisite service periods using the straight-line method.
+Added: In June 2018, the FASB issued ASU No.
+Added: 201807, Compensation - Stock Compensation (Topic 7 I8), Improvements to Nonemployee
+Added: Share-Based Payment Accounting.
+Added: The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions
+Added: for acquiring goods and services from non-employees.
+Added: Prior to this Update, Topic 718 applied only to share-based transactions to employees.
+Added: Consistent with the accounting requirement for employee share-based payment awards, nonemployee share-based payment awards within the
+Added: scope of Topic 718 are measured at grant-date fair value of the equity instruments that an entity is obligated to issue when the good
+Added: has been delivered or the service has been rendered and any other conditions necessary to earn the right to benefit from the instruments
+Added: have been satisfied.
+Added: The Company has elected to account for the forfeiture of stock-based awards as they occur.
+Added: (w) New Accounting Pronouncements
Recent accounting pronouncements adopted
−Removed: There were no recent accounting pronouncements adopted during the nine
−Removed: months ended September 30, 2025.
−Removed: Recently Issued Accounting Pronouncements Not
−Removed: There were no recently issued accounting pronouncements not yet adopted
−Removed: during the nine months ended September 30, 2025.
−Removed: (u) Fair Value Measurement
−Removed: The Company applies Accounting Standards Codification
−Removed: (“ASC”) Topic 820, Fair Value Measurements and Disclosures which defines fair value, establishes a framework for measuring
−Removed: fair value and expands financial statement disclosure requirements for fair value measurements.
−Removed: ASC Topic 820 defines fair value as the price
−Removed: that would be received from the sale of an asset or paid to transfer a liability (an exit price) on the measurement date in an orderly
−Removed: transaction between market participants in the principal or most advantageous market for the asset or liability.
−Removed: ASC Topic 820 specifies a hierarchy of valuation
−Removed: techniques, which is based on whether the inputs into the valuation technique are observable or unobservable.
−Removed: The hierarchy is as follows:
−Removed: Level 1 inputs to the valuation methodology are
−Removed: quoted prices (unadjusted) for identical assets or liabilities in active markets.
−Removed: Level 2 inputs to the valuation methodology include
−Removed: quoted prices for identical or similar assets and liabilities in active markets or in inactive markets, and inputs that are observable
−Removed: for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
−Removed: Level 3 inputs to the valuation methodology are
−Removed: unobservable and significant to the fair value.
−Removed: The carrying amounts of the Company’s financial
−Removed: instruments approximate their fair values because of their short-term nature.
−Removed: The Company’s financial instruments include cash,
−Removed: accounts receivable, amounts due to related parties, accounts payable and other current payables.
−Removed: There were no material unrecognized
−Removed: financial assets and liabilities as of September 30, 2025 and 2024.
−Removed: The Company determines the fair value with
−Removed: the help from independent third party professional valuation specialists, and the assumptions used in estimating fair value require
−Removed: significant judgment.
−Removed: The use of different assumptions and judgments could result in a materially different estimate of fair value.
−Removed: There are Base land price coefficient correction method and market comparison method for Prepaid land leases, and cost method for
−Removed: Property, Plant and equipment are used in the valuation, which are all classified in Level 3 of the valuation hierarchy.
−Removed: The following table presents the Company’s
−Removed: assets measured at fair value on a non-recurring basis for the years ended September 30, 2025:
−Removed: Basis of Presentation and Consolidation - Fair Value Assets
−Removed: Measured on Non-Recurring Basis
−Removed: Fair Value Measurement Non-Recurring
−Removed: Fair Value Measurements at Reporting Date Using
−Removed: September 30,2025
−Removed: Quoted Prices
−Removed: Total Gain(Loss)
−Removed: September 30,2025
−Removed: As of September 30, 2025
−Removed: Prepaid land leases
−Removed: As of September 30, 2025
−Removed: Property, Plant and equipment
+Added: There was no recent accounting pronouncements adopted for the three
+Added: months ended March 31, 2026.
+Added: Recently Issued Accounting Pronouncements Not Yet Adopted
+Added: In November 2024, the FASB issued ASU No.
+Added: 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40), which
+Added: requires disaggregated disclosure of income statement expenses for public business entities.
+Added: The objective of ASU 2024-03 is to
+Added: “address requests from investors for more detailed information about the types of expenses .
+Added: in commonly presented expense
+Added: captions (such as cost of sales, selling, general, and administrative expenses, and research and development).” Investors
+Added: advised the FASB that “disclosure of disaggregated information about expenses is critically important in understanding an
+Added: entity’s performance, assessing an entity’s prospects for future cash flows, and comparing an entity’s performance
+Added: over time and with that of other entities.” ASU 2024-03 adds ASC 220-40 to require a footnote disclosure about specific
+Added: expenses by requiring public entities to disaggregate, in a tabular presentation, each relevant expense caption on the face of the
+Added: income statement that includes any of the following natural expenses:
+Added: (1) purchases of inventory, (2) employee compensation, (3)
+Added: depreciation, (4) intangible asset amortization, and (5) depreciation, depletion, and amortization (DD&A) recognized as part of
+Added: oil- and gas-producing activities or other types of depletion expenses.
+Added: The tabular disclosure would also include certain other
+Added: expenses, when applicable.
+Added: The ASU does not change or remove existing expense disclosure requirements;
+Added: however, it may affect where
+Added: that information appears in the footnotes to the financial statements.
+Added: ASU 2024-03 is effective for all public entities for fiscal
+Added: years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.
+Added: Early adoption
+Added: is permitted.
+Added: The Company does not expect the adoption to have a material impact on the consolidated financial statements.
+Added: In July 2025, the FASB issued
+Added: ASU 2025-05, Financial Instruments—Credit Losses (Topic 326) Measurement of Credit Losses for Accounts Receivable and Contract Assets.
+Added: The ASU addresses challenges encountered when applying the guidance in Topic 326, Financial Instruments—Credit Losses, to current
+Added: accounts receivable and current contract assets arising from transactions accounted for under Topic 606, Revenue from Contracts with Customers.
+Added: The amendments will be effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within
+Added: those annual reporting periods.
+Added: Early adoption is permitted.
+Added: The Company is in the process of assessing the impact of the amendments on
+Added: the Company’s consolidated financial statements.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
1 unchanged sentence
Accounts receivable net consist of:
−Removed: September 30,
+Added: Accounts Receivable, Net -
+Added: Schedule of Accounts Receivable
Accounts receivable
Allowance for doubtful debt
−Removed: Accounts receivable, net
The overall accounts receivable balance as of
−Removed: September 30, 2025 increased by $ 2,858,041 , as compared to those of December 31, 2024.
−Removed: The increase was due to the rise in sales.
−Removed: policies in place to ensure that sales are made to customers with an appropriate credit history.
−Removed: We perform ongoing credit evaluation
−Removed: on the financial condition of our customer.
+Added: March 31, 2026 decreased by $ 594,979 , as compared to those of December 31, 2025.
+Added: The decrease in accounts receivable is due to the decrease in sales
+Added: We have policies in place to ensure that sales are made to customers with an appropriate credit history.
+Added: We perform ongoing credit
+Added: evaluation on the financial condition of our customer.
NOTE 3 – INVENTORIES
1 unchanged sentence
Inventories - Schedule of Inventories, Current
−Removed: September 30,
Raw materials
Finished goods
−Removed: ( 1,240,760 )
−Removed: Inventory, net
−Removed: The Company recorded impairment charges for slow moving inventory in
−Removed: the amounts of nil and $ 989,035 for the years ended September 30, 2025 and December 31, 2024.
+Added: Inventories, net
+Added: The Company recorded impairment charges for slow moving inventory
+Added: in the amounts of nil 0 for the three months ended March 31, 2026 and 2025.
NOTE 4 – PREPAYMENTS AND DEPOSITS, NET
2 unchanged sentences
Deposits, Net - Schedule of Prepayments and Deposits, Net
−Removed: September 30,
−Removed: December 31, 2024
Prepayments and deposits
1 unchanged sentence
( 1,685,900 )
−Removed: ( 1,648,454 )
Prepayments and deposits, net
−Removed: As of September 30, 2025, the total amount of advance payments and
−Removed: deposits recorded by the company, net of impairment provisions was $ 5,916,171 .
−Removed: NOTE 5 – PREPAID LAND LEASES
−Removed: The Company has the rights to use certain parcels
−Removed: of land located in Shouguang, Shandong, PRC, through lease agreements signed with local townships or the government authority.
−Removed: The production
−Removed: facilities and warehouses of the Company are located on these parcels of land.
−Removed: The lease term ranges from ten to fifty years.
−Removed: the lease contracts were paid in one lump sum upfront and some are paid annually at the beginning of each anniversary date.
−Removed: have no purchase option at the end of the lease term and were classified as operating leases prior to and as of January 1, 2019 when the
−Removed: new lease standard was adopted.
−Removed: Prior to January 2019, the prepaid land lease was amortized on a straight line basis.
−Removed: As of January 1,
−Removed: 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 sum upfront amount of
−Removed: $ 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
−Removed: factory under construction.
−Removed: There is no purchase option at the end of the lease term.
−Removed: This was classified as an operating lease prior
−Removed: to and as of January 1, 2019.
−Removed: The land use certificate was issued on October 25, 2019.
−Removed: The lease term expires on August 12, 2069.
−Removed: amount paid was recorded as prepaid land leases, net of current portion in the consolidated balance sheet as of September 30 2025 and
−Removed: December 31, 2024.
−Removed: As of September 30, 2025, the prepaid land lease increased to $ 9,242,933 due to an additional amount paid for stamp
−Removed: duty and related land use rights fees.
−Removed: Amortization of this prepaid land lease will commence when the chemical factory is completed and
−Removed: placed in service.
−Removed: The above leased-land had done the impairment of
−Removed: based on the independent third party evaluation report , and further been auctioned by the court due to the compulsory execution
−Removed: related to litigation.
−Removed: Please see note 16 for more details.
+Added: For the three months ended March 31, 2026 and 2025, the Company recognized
+Added: provision of nil for the prepayments and deposits.
+Added: NOTE 5 – OTHER RECEIVABLES, NET
+Added: Other receivables consisted of the following:
+Added: Other Receivable, Net - Schedule of Other Receivable
+Added: Loan receivable (1)
+Added: Proceeds receivable from sale of subsidiary (2)
+Added: Other receivables, net
+Added: (1) During the year ended December 31, 2025, the Company entered into five borrowing arrangements with a third party for an aggregate principal amount of $14,383,955, bearing interest at 9% per annum.
+Added: Certain borrowings were guaranteed by individuals or entities or secured by certain assets.
+Added: As of March 31, 2026, the outstanding balance of these borrowings and the associated interests were $8,815,666 and $204,964, respectively.
+Added: To date, all of the above borrowings, including the related accrued interest, had been fully repaid.
+Added: (2) The amount represents the receivable from the sale of SYCI, which is
+Added: due in December, 2026 from Shandong Rongyuan Pharmaceutical Co., Ltd.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
NOTE 6 – PROPERTY, PLANT AND EQUIPMENT, NET
−Removed: Property, plant and equipment, net consist of the following:
−Removed: Property, Plant and Equipment, Net - Schedule of Property, Plant
−Removed: and Equipment, Net
−Removed: September 30,
+Added: plant and equipment, net consist of the following:
+Added: Property, Plant and Equipment, Net - Schedule of Property, Plant and Equipment
Mineral rights
+Added: Leasehold Improvements
Plant and machinery
5 unchanged sentences
( 79,598,798 )
−Removed: ( 6,744,380 )
Net book value
+Added: The rollforward of property, plant and equipment, net were as follows:
+Added: Property, Plant and
+Added: Equipment, Net - Schedule of Rollforward of Property, Plant and Equipment
+Added: of Brine Well (a)
+Added: Remodel of Chlorine Gas
+Added: Mineral rights
+Added: Leasehold Improvements
+Added: Plant and machinery
+Added: Furniture, fixtures and office equipment
+Added: Motor vehicles
+Added: Construction in progress
+Added: Accumulated depreciation and amortization
( 79,598,798 )
( 3,356,786 )
−Removed: The Company has certain buildings and salt
−Removed: pans erected on parcels of land located in Shouguang, PRC, and such parcels of land are collectively owned by local townships or the
−Removed: government authority.
−Removed: The Company has not been able to obtain property ownership certificates over these buildings and salt pans.
−Removed: The aggregate carrying values of these properties situated on parcels of the land are $ 57,674,442
−Removed: and $ 50,219,026
−Removed: as at September 30, 2025 and December 31, 2024, respectively.
−Removed: The increase in this amount is
−Removed: mainly due to the renovation project of crude salt pans.
−Removed: During the three-month period ended September 30, 2025, depreciation
−Removed: 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
−Removed: incurred during plant shutdown , administrative expenses and cost of net
−Removed: During the nine-month period ended September 30, 2025 , depreciation
−Removed: 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
−Removed: overheads incurred during plant shutdown , administrative expenses and
−Removed: cost of net revenue .
−Removed: During the three-month period ended September 30, 2024,
−Removed: depreciation and amortization expense totaled $ 4,522,525 ,
−Removed: of which $ 1,211,694 , $ 203,244 and $ 3,107,587 were recorded in direct labor and factory overheads incurred during plant shutdown ,
−Removed: administrative expenses and cost of net revenue .
−Removed: nine-month period ended September 30, 2024 , depreciation and
−Removed: amortization expense totaled $ 13,980,751 of which $ 5,601,791 , $ 605,945 and $ 7,773,015 were recorded in direct labor and factory
−Removed: overheads incurred during plant shutdown , administrative expenses
−Removed: and cost of net revenue .
−Removed: The company had done the impairment of $ 22,790,991 for these assets based
−Removed: on the independent third party evaluation report, and further been auctioned by the court due to the compulsory execution related to
−Removed: Please see note 16 for more details.
−Removed: For those acquired crude salt assets bought back
−Removed: in year 2024.
−Removed: The company carried out and completed an update and renovation on them during year 2025, with a total cost of $ 8,673,384 .
+Added: ( 1,271,209 )
+Added: ( 83,904,706 )
+Added: Net book value
+Added: ( 3,356,786 )
+Added: Company was undergoing renovation and upgrade work on the brine well,
+Added: which remained incomplete as of March 31, 2026.
+Added: Accordingly, the brine well’s original cost and related accumulated depreciation
+Added: were reclassified to construction in progress pending completion of the renovation and upgrade work.
+Added: (b) In the first quarter of 2026, the Company completed the renovation and
+Added: upgrade project for the chlorine gas shed, at a total cost of $548,296.
+Added: (c) During the three months ended
+Added: March 31, 2026, depreciation and amortization expense totaled $ 3,356,786 were recorded in direct labor and factory overheads incurred
+Added: during plant shutdown, cost of revenue, and general & administrative expenses.
NOTE 7 – FINANCE LEASE RIGHT-OF-USE ASSETS
−Removed: Property, plant and equipment under finance leases, net consist of
−Removed: the following:
+Added: Property, plant and equipment under finance leases, net consist of the following:
Finance Lease Right-Of-Use Assets - Schedule of Property,
Plant and Equipment Under Finance Leases
−Removed: September 30,
−Removed: Buildings Buildings
Accumulated depreciation and amortization
+Added: ( 20,433,786 )
+Added: ( 19,390,837 )
Net book value
1 unchanged sentence
located in Shouguang, PRC, are collectively owned by local townships.
−Removed: The Company has not been able to obtain property ownership
−Removed: 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 nine months period ended
−Removed: September 30, 2025, depreciation and amortization expense totaled $ 1,266 and $ 3,778 , respectively, which was recorded in direct labor
−Removed: and factory overheads incurred during plant shutdown.
−Removed: During the three and nine months period ended
−Removed: September 30, 2024, depreciation and amortization expense totaled $ 1,268 and $ 3,808 , respectively, which was recorded in direct labor
−Removed: and factory overheads incurred during plant shutdown.
+Added: The Company has not been able to obtain property ownership certificates
+Added: over these buildings as the Company could not obtain land use rights certificates on the underlying parcels of land.
+Added: During the three months ended March 31, 2026,
+Added: depreciation and amortization expense totaled $ 733,298 , which was recorded in direct labor and factory overheads incurred during plant
+Added: shutdown, cost of revenue, and general & administrative expenses.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
−Removed: NOTE 8 – OPERATING LEASE RIGHT–OF
+Added: NOTE 8 – OPERATING LEASE RIGHT–OF USE ASSETS
The Company has the rights to use certain parcels
3 unchanged sentences
The parcels of land of which the
−Removed: 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 $ 6,980,537 as at September 30, 2025.
−Removed: As of September 30, 2025, the total operating
−Removed: lease ROU assets was $ 5,847,348 .
−Removed: The total operating lease cost for the nine-month
−Removed: period ended September 30, 2025 and 2024 was $ 654,450 and $ 659,509 .
+Added: Company cannot obtain land use rights certificates covers a total of approximately 34.93 square kilometers at March 31, 2026.
+Added: As of March 31, 2026, the total operating lease right-of-use assets
+Added: was $ 5,621,918 .
+Added: The total operating lease cost for the three-month period ended March
+Added: 31, 2026 and 2025 was $ 222,161 and $ 217,801 , respectively.
+Added: NOTE 9– BORROWINGS
+Added: The company entered into a loan agreement
+Added: with Shandong Shouguang Industrial and Commercial Bank Co., Ltd.
+Added: for a principal amount of $ 2,890,382 , bearing interest at 6.375 % per
+Added: annum, with a maturity date of December 26, 2025 .
+Added: The borrowing was guaranteed by Yang Ming, Yu Wenxiang, and Shouguang Broadcasting and
+Added: Television Group Col, Ltd.
+Added: The borrowing was also secured by land and buildings owned by Shandong Shouguang Vegetable Seed Industry Group
+Added: The Company paid interest on a monthly basis, however, the principal balance became past due and remained unpaid as of March 31, 2026 due to disputes between the Company and the bank.
+Added: The Company entered into a loan agreement
+Added: with Shandong Shouguang Rural Commercial Bank Co., Ltd.
+Added: for a principal amount of $ 2,381,675 , bearing interest at 6.35 % per annum, with
+Added: a maturity date of March 26, 2027 .
+Added: The borrowing was guaranteed by Yang Ming and Yu Wenxiang secured by the 15 th
+Added: and 16 th floors of Meilin Building, located in Shouguang, Shandong China, which are owned by Shandong
+Added: Shouguang Hongye Economic and Trade Co., Ltd.
+Added: The Company pays interest monthly and the principal is due at maturity.
NOTE 10 – PAYABLE AND ACCRUED EXPENSES
−Removed: Payables and accrued expenses
−Removed: consist of the following:
+Added: Payables and accrued expenses consist of the following:
Payable and Accrued
Expenses - Schedule of Accounts Payable and Accrued Liabilities
−Removed: September 30,
Accounts payable
3 unchanged sentences
Accrued expense-others (1)
−Removed: Accrued expense-others mainly include the purchase of the unpaid portion
−Removed: of salt Pans of $ 4,788,641 , and others.
−Removed: NOTE 10– RELATED PARTY TRANSACTIONS
−Removed: On September 25, 2012, the Company purchased
−Removed: five floors of a commercial building in the PRC, through SYCI, from Shandong Shouguang Vegetable Seed Industry Group Co., Ltd.
−Removed: “Seller”) at a cost of approximately $ 5.7
−Removed: million in cash, of which Mr.
−Removed: Ming Yang, the former chairman of the board of directors of the Company, had a 99 %
−Removed: equity interest in the Seller.
−Removed: During the first quarter of 2018, the Company entered into an agreement with the Seller, a related
−Removed: party, to provide property management services for an annual amount of approximately $ 86,911
−Removed: years from January 1, 2023 to December 31, 2027 .
−Removed: The expense associated with this agreement for the three and nine months
−Removed: ended September 30, 2025 was approximately $ 21,877
−Removed: and $ 65,300 .
−Removed: The expense associated with this agreement for the three and nine months ended September 30, 2024 was approximately
−Removed: $ 22,258 and $ 66,125 .
+Added: (1) Accrued expense-others mainly included
+Added: accrued professional fees and accrued interest payable that is disputed by the Company in connection with its borrowing from
+Added: Shouguang Industrial and Commercial Bank Co., Ltd.
+Added: Accrued expense-others mainly included
+Added: accrued professional fees and accrued interest payable that is disputed by the Company in connection with its borrowing from
+Added: Shouguang Industrial and Commercial Bank Co., Ltd.
NOTE 11– RELATED PARTY TRANSACTIONS
−Removed: Related parties
Name of related parties
−Removed: Former Chairman Of the Board
−Removed: Chief Executive Officer and Chairman of the Board
+Added: Chief Executive Officer
Chief Financial Officer
−Removed: Chief Operating Officer,Director
+Added: Chief Operating Officer
Chengdu Dianjinshi Culture media Co., LTD
Affiliated with company officers
−Removed: September 30,
Amount due to related parties:
−Removed: September 30,
−Removed: Due from related party:
+Added: Amount due from related parties:
Chengdu Dianjinshi Culture media Co., LTD
NOTE 12– TAXES PAYABLE
−Removed: September 30,
−Removed: Land use tax payable
Value added tax and other taxes payable
−Removed: NOTE 12 – LEASE LIABILITIES-FINANCE AND OPERATING
−Removed: The components of finance lease liabilities were
−Removed: Lease Liabilities - Finance and Operating
−Removed: Lease - Schedule of Finance and Operating Leased Liabilities
−Removed: September 30,
−Removed: Interest rate
+Added: Of the remaining balance as of
+Added: March 31, 2026, $ 263,269 was overdue, as notified by the Tax Bureau in a Tax Matters Notice.
+Added: The overdue amount was attributable to certain
+Added: value-added tax invoices issued by the Company's upstream suppliers during 2018 and 2019 that were subsequently identified as abnormal
+Added: deductions in the tax authorities' system.
+Added: NOTE 13 – LEASE LIABILITIES - FINANCE AND OPERATING LEASE
+Added: The components of finance lease liabilities were as follows:
+Added: Liabilities - Finance and Operating Lease - Schedule of Finance Leased Liabilities
Total finance lease liability
1 unchanged sentence
Finance lease liability, net of current portion
−Removed: Interest expenses from finance lease obligations
−Removed: amounted to $ 18,184 and $ 21,191 for the three-month period ended September 30, 2025 and 2024, respectively, which were charged to the
−Removed: condensed consolidated statement of income (loss).
−Removed: Interest expenses from finance lease obligations amounted to $ 61,580 and $ 70,835 for
−Removed: the nine-month period ended September 30, 2025 and 2024, respectively, which were charged to the condensed consolidated statement of income
−Removed: The components of operating lease liabilities
−Removed: September 30,
−Removed: Discount rate
+Added: The financing lease includes
+Added: one contract with a lease term from January 1, 2011 to December 31, 2030, and five contracts with the lease term from June 29, 2024 to
+Added: June 28, 2044.
+Added: All contracts have a non-cancellable lease period of 20 years, and the company has the right to preferentially renew the
+Added: lease contract under the same conditions upon the contract expires.
+Added: However, the Company will decide whether to renew the lease based on
+Added: the market operation situation upon the expiration.
+Added: The components of operating lease liabilities are as follows:
+Added: Lease Liabilities - Finance and Operating Lease - Schedule of
+Added: operating Lease Liabilities
Total Operating lease liabilities
1 unchanged sentence
Operating lease liabilities, net of current portion
−Removed: The weighted average remaining operating lease
−Removed: term at September 3 0 , 2025 was 17 years and the weighted average discounts
−Removed: rate was 4.89 %.
−Removed: Lease payments for the three-month period ended September 30, 2025 and 2024, respectively, were $ 79,507 and $ 66,387 .
−Removed: payments for the nine-month period ended September 30, 2025 and 2024, respectively, were $ 824,305 and $ 823,608 .
+Added: The components of lease cost were as follows:
+Added: Lease Liabilities -
+Added: Finance and Operating Lease - Schedule of Lease Cost
+Added: Three-Month Period Ended March 31,
+Added: Finance lease cost:
+Added: - Amortization of right-of-use assets
+Added: - Interest on lease liabilities
+Added: Operating lease cost
+Added: Total lease cost
Maturities of lease liabilities were as follows:
−Removed: Lease Liabilities - Finance and Operating
−Removed: Lease - Schedule of Financing and Operating Lease Maturities
−Removed: Financial lease
+Added: Liabilities - Finance and Operating Lease - Schedule of Maturities of Lease Liabilities
+Added: Finance Lease
Operating Lease
−Removed: Payable within:
the next 12 months
6 unchanged sentences
Present value of net minimum lease payments
+Added: A summary of supplemental information related to leases is listed as
+Added: Liabilities - Finance and Operating Lease - Schedule of Supplemental Information Related to Leases
+Added: Three-Month Period Ended March 31,
+Added: Weighted average remaining lease term:
+Added: Finance leases
+Added: Operating leases
+Added: Weighted average discount rate:
+Added: Finance leases
+Added: Operating lease
+Added: Supplemental cash flow information related to leases were as follows:
+Added: Liabilities - Finance and Operating Lease - Schedule of Cash Flow, Supplemental
+Added: Three-Month Period Ended March 31,
+Added: Cash paid for amounts included in measurement of lease liabilities :
+Added: -Operating cash flows from operating leases
+Added: -Financing cash flows from finance leases
+Added: Non-cash information on lease liabilities arising from obtaining right-of-use assets:
+Added: -Finance leases
+Added: -Operating leases
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
19 unchanged sentences
determined based on the closing price of the Company's common stock on the grant date.
−Removed: The Company granted an aggregate of 295,000 restricted shares
−Removed: of common stock in January 2025 to a consultant, the Company's directors, officers, and an employee as compensation for services rendered
−Removed: for the year ended December 31, 2024.
+Added: The Company granted an aggregate of 295,000 (post reverse share split
+Added: 29,500 shares) restricted shares of common stock in January 25, 2025 to a consultant, the Company's directors, officers, and an employee
+Added: as compensation for services rendered in the year ended December 31, 2024.
+Added: The restricted shares award was granted under the 2019 Omnibus
+Added: Equity Incentive Plan (See Note 16) and vested immediately.
+Added: The fair value of the award on the date of grant was $ 194,700 (post reverse
+Added: share split 19,470 shares) which was expensed in full during the year ended December 31, 2024.
+Added: The Company granted in the aggregate, 265,000 (post reverse share split
+Added: 26,500 shares) restricted shares of common stock on March 21, 2025 to a consultant, the Company's directors, officers and an employee
+Added: as compensation for services rendered.
The restricted shares award were granted under the 2019 Omnibus Equity Incentive Plan and vested
−Removed: 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 nine months ended September 30, 2025, the Company granted
−Removed: in the aggregate, 265,000 restricted shares of common stock on March 21, 2025 to a consultant, the company's directors, officers
−Removed: and an employee as compensation for services rendered for the current year.
−Removed: The restricted shares award were granted under the 2019 Omnibus
−Removed: Equity Incentive Plan and vested immediately.
−Removed: The fair value of the award on the date of grant was $ 196,100 which was expensed in
−Removed: full during the nine months period ended September 30, 2025.
+Added: The fair value of the award on the date of grant was $ 196,100 (post reverse share split 19,610 shares) which was expensed
+Added: in full during the year ended December 31, 2025.
+Added: The Company granted in the aggregate, 186,000 restricted shares of
+Added: common stock on November 21, 2025 to a consultant, the Company's directors, officers and an employee as compensation for services rendered.
+Added: The restricted shares award were granted under the 2025 Omnibus Equity Incentive Plan and vested immediately.
+Added: The fair value of the award
+Added: on the date of grant was $ 734,700 which was expensed in full during the year ended December 31, 2025.
Retained Earnings - Appropriated
−Removed: In accordance with the relevant PRC regulations
−Removed: and the PRC subsidiaries’ Articles of Association, the Company’s PRC subsidiaries are required to allocate its profit after
−Removed: tax to the following reserve:
−Removed: Statutory Common Reserve Funds
−Removed: SCHC, SYCI, SHSI and DCHC are required each year
−Removed: to transfer at least 10% of the profit after tax as reported under the PRC statutory financial statements to the Statutory Common Reserve
−Removed: Funds until the balance reaches 50% of the registered share capital.
−Removed: This reserve can be used to make up any loss incurred
−Removed: or to increase share capital.
−Removed: Except for the reduction of losses incurred, any other application should not result in this
−Removed: reserve balance falling below 25% of the registered capital.
−Removed: As at September 30, 2025 GULF RESOURCES 'statutory provident fund stood at
−Removed: $ 26.67 million.
−Removed: NOTE 14 – TREASURY STOCK
−Removed: As of September 30, 2025 and December 31, 2024,
−Removed: the number of treasury stock of the Company was 28,583 and 28,583 , respectively.
−Removed: NOTE 15 – STOCK-BASED COMPENSATION
−Removed: Pursuant to the Company’s 2019 Omnibus Equity
−Removed: Incentive Plan adopted and approved in 2019 (“2019 Plan”), awards under the 2019 Plan is limited in the aggregate to 2,068,398
−Removed: shares of our common stock, inclusive of the awards that were previously issued and outstanding under the Company’s 2007 Equity
−Removed: Incentive Plan, as amended (the “2007 Plan”).
−Removed: Upon adoption and approval of the 2019 Plan, the 2007 Plan was frozen, no new
−Removed: awards will be granted under the 2007 Plan, and outstanding awards under the 2007 Plan will continue to be governed by the terms and condition
−Removed: of the 2007 Plan and applicable award agreement.
−Removed: As of September 30, 2025, the number of shares of the Company’s common stock available
−Removed: for grant of awards under the 2019 Plan was 1,801 shares.
−Removed: The fair value of each option award is estimated
−Removed: on the date of grant using the Black-Scholes option-pricing model.
−Removed: The risk free rate is based on the yield-to-maturity in continuous
−Removed: compounding of the US Government Bonds with the time-to-maturity similar to the expected tenor of the option granted, volatility is based
−Removed: 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 nine months ended September 30, 2025 and 2024, total
−Removed: compensation costs for options issued recorded in the consolidated statement of loss were $ 0 .
−Removed: There were no related tax benefits as a
−Removed: full valuation allowance was recorded in the three and nine months ended September 30, 2025 and 2024.
−Removed: The following table summarizes all Company
−Removed: stock option transactions between January 1, 2025 and September 30, 2025.
+Added: In accordance with the relevant PRC regulations and the PRC subsidiaries’
+Added: Articles of Association, the Company’s PRC subsidiaries are required to allocate its profit after tax to the following reserve:
+Added: Statutory Reserve
+Added: The Company’s PRC subsidiaries are required each year to transfer
+Added: at least 10% of the profit after tax as reported under the PRC statutory financial statements to the Statutory Reserve until the balance
+Added: reaches 50% of the registered share capital.
+Added: This reserve can be used to make up any loss incurred or to increase share capital.
+Added: for the reduction of losses incurred, any other application should not result in this reserve balance falling below 25% of the registered
+Added: As of March 31, 2026, the Company’s statutory provident fund stood at $26.67 million.
+Added: Issued For The Private Equity Financing
+Added: On January 26, 2026, March 5, 2026, March
+Added: 19, 2026 and March 28, 2026, respectively, the Company entered into equity financing agreements (individually the “Private Placement
+Added: collectively the “Private Placement Agreements”), with four individual investors (individually the “Private
+Added: Placement Purchaser”;
+Added: collectively “Private Placement Purchasers”), pursuant to which the Company agreed to issue new
+Added: shares of common stock to such investors that in aggregate accounted for approximately 18% of the total shares issued and outstanding
+Added: of the Company as of December 31, 2025.
+Added: The purchase price per share under the Private Placement Agreement dated January 26, 2026, was
+Added: set at 90% of the average closing price of the Company’s common stock for the five trading days prior to the date of such agreement,
+Added: while the purchase prices under the Private Placement Agreements executed in March 2026 were set at 85% of, or 15% off, the closing price
+Added: of the Company’s common stock on the trading day immediately preceding the respective agreement dates, as quoted on the Nasdaq Stock
+Added: On February 10, 2026, the company issued 69,000 shares
+Added: of its common stock to one individual investor at an agreed price of $ 3.57 per
+Added: share for aggregate proceeds of $ 246,330 ,
+Added: pursuant to the private placement agreement dated on January 26, 2026.
+Added: On March 24, 2026, the company issued 75,000
+Added: shares of its common stock to one individual investor at an agreed price of $ 3.57
+Added: per share for aggregate proceeds of $ 267,750 ,
+Added: pursuant to the private placement agreement dated on March 5, 2026.
+Added: NOTE 15 – TREASURY
+Added: As of March 31, 2026 and December 31, 2025, the number of treasury
+Added: stock of the Company was 28,583 and 28,583 , respectively.
+Added: NOTE 16 – STOCK-BASED
+Added: Pursuant to the Company’s
+Added: 2025 Omnibus Equity Incentive Plan adopted and approved in 2025 (“2025 Plan”), awards under the 2025 Plan are limited in the
+Added: aggregate to 2,000,000 shares of our common stock, inclusive of the awards that were previously issued and outstanding under the Company’s
+Added: 2019 Omnibus Equity Incentive Plan,, as amended (the “2019 Plan”).
+Added: Upon adoption and approval of the 2025 Plan, the 2019 Plan
+Added: was frozen, no new awards will be granted under the 2019 Plan, and outstanding awards under the 2019 Plan will continue to be governed
+Added: by the terms and condition of the 2019 Plan and applicable award agreement.
+Added: As of March 31, 2026, the number of shares of the Company’s
+Added: common stock available for grant of stock options and issuance under the 2025 Plan is 14,000 shares.
+Added: The fair value of each option
+Added: award is estimated on the date of grant using the Black-Scholes option-pricing model.
+Added: The risk free rate is based on the yield-to-maturity
+Added: in continuous compounding of the US Government Bonds with the time-to-maturity similar to the expected tenor of the option granted, volatility
+Added: is based on the annualized historical stock price volatility of the Company, and the expected life is based on the historical option exercise
+Added: the three months ended March 31, 2026 and 2025, total compensation costs for options issued recorded in the consolidated statement of
+Added: comprehensive income (loss) were nil.
+Added: There were no related tax benefits as a full valuation allowance was recorded in the three months
+Added: ended March 31, 2026 and 2025.
+Added: The following table summarizes all Company stock option transactions
+Added: between January 1, 2026 and March 31, 2026.
Stock-Based Compensation - Schedule of Stock
Option Activity
−Removed: Number of Option
−Removed: Outstanding and exercisable
−Removed: Weighted- Average Exercise price of Option
−Removed: Exercise Price per Common Share
+Added: Number of Option and Warrants Outstanding and exercisable
+Added: Weighted- Average Exercise price of Option and Warrants
+Added: Range of Exercise Price per Common Share
Balance, January 1, 2026
2 unchanged sentences
Expired during the period
−Removed: Balance, September 30, 2025
+Added: Balance, March 31, 2026
Stock Options and Warrants Outstanding and Exercisable
−Removed: Weighted Average
−Removed: Outstanding at September 30, 2025
+Added: Outstanding at
+Added: March 31, 2026
Exercise Prices
−Removed: Contractual Life
+Added: Weighted Average Remaining Contractual Life
Outstanding and exercisable
−Removed: All options exercisable and outstanding at September
−Removed: 30, 2025 are fully vested.
−Removed: As of September 30, 2025 there was no unrecognized compensation cost related to outstanding stock options,
−Removed: The aggregate intrinsic value of options outstanding and exercisable
−Removed: as of September 30, 2025 was $ 0 .
−Removed: During the three and nine months ended September
−Removed: 30, 2025 and 2024, there were no options exercised.
+Added: All options exercisable and outstanding as at
+Added: March 31, 2026 are fully vested.
+Added: As of March 31, 2026 there was no unrecognized compensation cost related to outstanding stock options.
+Added: aggregate intrinsic value of options outstanding and exercisable as of March 31, 2026, was nil 0 .
+Added: During the three months ended March 31, 2026 and 2025, there were no
+Added: options exercised.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
−Removed: 16 – ACCRUED LIABILITIES
−Removed: 18, 2023 , Shandong Shouguang Vegetable Industry Group Co., Ltd.
+Added: NOTE 17 – ACCRUED LIABILITIES
+Added: Settled Litigation
+Added: On September 18, 2023, Shandong Shouguang Vegetable
+Added: Industry Group Co., Ltd.
and Shandong Shouguang Vegetable Seed Group Co., Ltd.
−Removed: into loan agreements with Shandong Deepin City Emergency Loan Fund Co., Ltd..
−Removed: A total of nine companies and individuals providing
−Removed: guarantee to these loans, including SCHC and SYCI.
+Added: entered into loan agreements with Shandong Deepin City
+Added: Emergency Loan Fund Co., Ltd..
+Added: A total of nine companies and individuals providing guarantee to these loans, including SCHC and SYCI.
As of July 2024, Shangdong Shouguang Vegetable Industry Group Co., Ltd.
−Removed: Shandong Shouguang Vegetable Seed Group Co., Ltd.
−Removed: owed a principal of $2,104,050 and RMB $1,402,700 to Shandong Deepin City
−Removed: Emergency Loan Fund Co., Ltd., respectively.
−Removed: Mediated by the Local Arbitration
−Removed: Commission and documented in mediation documents No.
+Added: and Shandong Shouguang Vegetable Seed Group Co., Ltd.
+Added: owed a principal
+Added: of $2,104,050 and RMB $1,402,700 to Shandong Deepin City Emergency Loan Fund Co., Ltd., respectively.
+Added: Mediated by the Local Arbitration Commission and
+Added: documented in mediation documents No.
1358 and 1357, Shandong Shouguang Vegetable Industry Group Co., Ltd.
−Removed: Shouguang Vegetable Seed Industry Group Co., Ltd.
−Removed: were to repay $2,104,050 and $1,402,700 to Shandong Deepin City Emergency Loan Fund
−Removed: before May 8, 2024, respectively.
+Added: and Shandong Shouguang Vegetable
+Added: Seed Industry Group Co., Ltd.
+Added: were to repay $2,104,050 and $1,402,700 to Shandong Deepin City Emergency Loan Fund Co., Ltd.
+Added: 8, 2024, respectively.
In addition, they were required to pay interests every ten days starting from January 1, 2024.
−Removed: SCHC and SYCI are jointly and severally liable for both the principal and
+Added: SCHC and SYCI are
+Added: jointly and severally liable for both the principal and interests.
Shandong Deepin City Emergency Loan Fund Co.,
7 unchanged sentences
would be used to repay Shandong Deepin City Emergency Loan Fund Co., Ltd.
−Removed: The court engaged a third-party
−Removed: valuer for evaluation of the land at Xiangjiang road, Yangkou town ,Shouguang city and its attached properties.
−Removed: The valuation report returned
−Removed: a fair value of $ 4,580,892 .
+Added: The court engaged a third-party valuer for evaluation
+Added: of the land at Xiangjiang road, Yangkou town, Shouguang city and its attached properties.
+Added: The valuation report returned a fair value of
+Added: $ 4,580,892 .
The Company recognized an impairment loss of $ 29,782,912 accordingly.
−Removed: The court imposed a forced
−Removed: auction of the land and its attached properties in July, 2025 however the auction was filed.
+Added: The court imposed a forced auction of the land
+Added: and its attached properties in July, 2025 however the auction was failed.
A second auction was held on August 15, 2025.
−Removed: The land and its attached properties were sold at $ 2,556,733 .
−Removed: As the selling price was lower than the fair value, the Company recognized
−Removed: a loss on disposal of long-term assets of $ 2,008,853 .
−Removed: As of September 30, 2025, as
−Removed: SCHC and SYCI were liable for a sum of principal and interests of $ 3,521,613 , net of auction proceeds, the Company recognized accrued
−Removed: liabilities of $ 968,113 accordingly.
+Added: The land and its
+Added: attached properties were sold at $ 2,556,733 .
+Added: As the selling price was lower than the fair value, the Company recognized a loss on disposal
+Added: of long-lived assets of $ 2,008,853 .
+Added: As of March 31, 2026, as SCHC were liable for
+Added: a sum of principal and interests of $ 507,587 , net of auction proceeds, the Company recognized accrued liabilities of $ 507,587 accordingly.
NOTE 18 – INCOME TAXES
−Removed: The Company utilizes the asset and liability
−Removed: method of accounting for income taxes in accordance with FASB ASC 740-10.
−Removed: If it is more likely
−Removed: than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.
−Removed: States (“US”)
−Removed: United States
+Added: The Company utilizes the asset and liability method
+Added: of accounting for income taxes in accordance with FASB ASC 740-10.
+Added: If it is more likely than not that some portion or all of a deferred
+Added: tax asset will not be realized, a valuation allowance is recognized.
+Added: (a) United States (“US”)
Gulf Resources, Inc.
2 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 nine-month periods ended September 30, 2025 and 2024, and management believes that its earnings are permanently
−Removed: invested in the PRC.
−Removed: Virgin Islands (“BVI”)
+Added: income for the three-month period ended March 31, 2026 and 2025, and management believes that its earnings are permanently invested in
+Added: (b) British 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 nine-month periods ended September 30,
−Removed: 2025 and 2024.
−Removed: HKJI, a subsidiary of Upper Class Group Limited, was
−Removed: incorporated in Hong Kong and is subject to Hong Kong taxation on its activities conducted in Hong Kong and income arising in or derived
+Added: Upper Class Group Limited did not generate assessable profit for the three-month period ended March 31, 2026 and 2025.
+Added: (c) Hong Kong
+Added: HKJI, a subsidiary of Upper Class Group Limited,
+Added: was incorporated in Hong Kong and is subject to Hong Kong taxation on its activities conducted in Hong Kong and income arising in or derived
from Hong Kong.
−Removed: No provision for income tax has been made as it has no taxable income for the three-month and nine-month periods
−Removed: ended September 30, 2025 and 2024.
−Removed: The applicable statutory tax rates for the three-month and nine-month periods ended September
−Removed: 30, 2025 and 2024 are 16.5 %.
−Removed: There is no dividend withholding tax in Hong Kong.
−Removed: Enterprise income tax (“EIT”) for SCHC, SYCI, SHSI and
−Removed: DCHC in the PRC is charged at 25 % of the assessable profits.
−Removed: The operating subsidiaries SCHC is a wholly foreign-owned enterprises
−Removed: (“FIE”), SYCI, DCHC, and SHSI are incorporated in the PRC and are subject to PRC Local Income Tax Law.
−Removed: The PRC tax losses
−Removed: may be carried forward to be utilized against future taxable profit for ten years for High-tech enterprises and small and medium-sized
−Removed: enterprises of science and technology and for five years for other companies.
−Removed: Tax losses of the operating subsidiaries of the Company
−Removed: may be carried forward for five years.
−Removed: On February 22, 2008, the Ministry of Finance
−Removed: (“MOF”) and the State Administration of Taxation (“SAT”) jointly issued Cai Shui [2008] Circular 1 (“Circular
−Removed: According to Article 4 of Circular 1, distributions of accumulated profits earned by a FIE prior to January 1, 2008 to foreign
−Removed: investor(s) in 2008 will be exempted from withholding tax (“WHT”) while distribution of the profit earned by an FIE after
−Removed: January 1, 2008 to its foreign investor(s) shall be subject to WHT at 10% effective tax rate.
−Removed: As of September 30, 2025 and December 31, 2024,
−Removed: the accumulated distributable earnings under the Generally Accepted Accounting Principles (GAAP”) of PRC that are subject to WHT
−Removed: are $ 12,985,585 and $ 40,524,183 , respectively.
−Removed: Since the Company intends to reinvest its earnings to further expand its businesses in
−Removed: mainland China, its foreign invested enterprises do not intend to declare dividends to their immediate foreign holding companies in the
−Removed: foreseeable future.
−Removed: Accordingly, as of September 30, 2025 and December 31, 2024, the Company has not recorded any WHT on the cumulative
−Removed: amount of distributable retained earnings of its foreign invested enterprises that are subject to WHT in China.
−Removed: As of September 30, 2025
−Removed: and December 31, 2024, the unrecognized WHT are $ 0 and $ 1,078,743 , respectively.
+Added: No provision for income tax has been made as it has no taxable income for the three-month period ended March 31, 2026
+Added: The applicable statutory tax rates for the three-month period ended March 31, 2026 and 2025 are 16.5 % .
+Added: There is no dividend
+Added: withholding tax in Hong Kong.
+Added: Enterprise income tax (“EIT”) for the subsidiaries in the PRC is charged at 25 % of the assessable profits.
+Added: SCHC, SYCI, DCHC, and SHSI are a wholly foreign-owned enterprises (“FIE”)
+Added: incorporated in the PRC.
+Added: They are subject to the PRC Local Income Tax Law.
+Added: The PRC tax losses may be carried forward to be utilized against
+Added: future taxable profit for ten years for High-tech enterprises and small and medium-sized enterprises of science and technology and for
+Added: five years for other companies.
+Added: Tax losses of the operating subsidiaries of the Company may be carried forward for five years.
The Company’s income tax returns are subject
12 unchanged sentences
The tax returns for 2014 and 2018 have been examined, and there is no Hong Kong Profits Tax was charged.
−Removed: The components of the income tax benefit from
−Removed: continuing operations are:
+Added: The components of the income tax benefit from continuing operations
Income Taxes - Schedule of Components of Income Tax Expense Benefit
−Removed: Three-Month Period Ended September 30,
−Removed: Nine-Month Period Ended September 30,
+Added: Three-Month Period Ended March 31,
Current taxes – PRC
1 unchanged sentence
Total Income tax (expenses) benefits
−Removed: Significant components of the Company’s
−Removed: deferred tax assets and liabilities at September 30, 2025 and December 31, 2024 are as follows:
+Added: Significant components of the Company’s deferred tax assets and
+Added: liabilities at March 31, 2026 and December 31, 2025 are as follows:
Income Taxes - Schedule of Deferred
Tax Assets and Liabilities
−Removed: September 30,
Deferred tax liabilities
10 unchanged sentences
Net deferred tax asset
−Removed: Deferred tax assets consist of future reversals of existing taxable
−Removed: temporary differences and adequate future taxable income, exclusive of reversing deductible temporary differences.
−Removed: As of September 30,
−Removed: 2025 and 2024, valuation allowances were mainly provided against deferred tax assets caused by exploration costs and net operating loss
−Removed: 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
−Removed: The increase in valuation allowance for the three-month
−Removed: period ended September 30, 2025 is $ 9,138,862 .
−Removed: The decrease in valuation allowance for the three-month
−Removed: period ended September 30, 2024 is $ 14,209 .
−Removed: The increase in valuation allowance for the nine-month
−Removed: period ended September 30, 2025 is $ 10,491,391 .
−Removed: The decrease in valuation allowance for the nine-month
−Removed: period ended September 30, 2024 is $ 71,237 .
+Added: Deferred tax assets consist of future reversals
+Added: of existing taxable temporary differences and adequate future taxable income, exclusive of reversing deductible temporary differences.
+Added: As of March 31, 2026 and 2025, valuation allowances were mainly provided against deferred tax assets caused by exploration costs and net
+Added: operating loss where it was determined it was more likely than not that the benefits of the deferred tax assets will not be realized due
+Added: to their continuous losses.
+Added: The increase in valuation allowance for the three-month period ended
+Added: March 31, 2026 is $ 114,900 .
+Added: The increase in valuation allowance for the three-month period ended
+Added: March 31, 2025 is $ 1,083,817 .
There were no unrecognized tax benefits and accrual
−Removed: for uncertain tax positions as of September 30, 2025 and December 31, 2024 and no amounts accrued for penalties and interest for the three
−Removed: and nine months ended September 30, 2025 and 2024.
+Added: for uncertain tax positions as of March 31, 2026 and December 31, 2025 and no amounts accrued for penalties and interest for the three
+Added: months ended March 31, 2026 and 2025.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
NOTE 19 – BUSINESS SEGMENTS
−Removed: The Company has four reportable segments:
−Removed: bromine, crude
−Removed: salt, chemical products and natural gas.
−Removed: The reportable segments are consistent with how management views the markets served by the Company
−Removed: and the financial information that is reviewed by its chief operating decision maker.
−Removed: An operating segment’s performance is primarily
−Removed: evaluated based on segment operating income, which excludes share-based compensation expense, certain corporate costs and other income
−Removed: not associated with the operations of the segment.
−Removed: These corporate costs (income) are separately stated below and also include costs that
−Removed: are related to functional areas such as accounting, treasury, information technology, legal, human resources, and internal audit.
−Removed: Company believes that segment operating income, as defined above, is an appropriate measure for evaluating the operating performance of
−Removed: its segments.
−Removed: All the customers are located in PRC.
−Removed: September 30, 2025 Operating Segment
−Removed: Corporate Corporate
−Removed: (external customers)
−Removed: (intersegment)
−Removed: Loss from operations before income tax benefit
−Removed: Income tax benefit (expense)
−Removed: Loss from operations after
−Removed: income tax benefit (expense)
−Removed: Depreciation and amortization
−Removed: Capital expenditures
−Removed: September 30, 2024
−Removed: (external customers)
−Removed: (intersegment)
−Removed: Loss from operations before income tax benefit
−Removed: ( 4,029,999 )
−Removed: ( 4,510,766 )
−Removed: ( 4,581,609 )
−Removed: Income tax benefit (expense)
−Removed: Loss from operations after
−Removed: income tax benefit (expense)
−Removed: ( 3,028,932 )
−Removed: ( 3,407,069 )
−Removed: ( 3,477,912 )
−Removed: Depreciation and amortization
−Removed: Capital expenditures
−Removed: * Certain common production overheads, operating
−Removed: 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.
−Removed: Commencing May 2022,
−Removed: costs were assigned to the two subsidiaries (SCHC and SHSI) by independent accounting.
−Removed: GULF RESOURCES, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
−Removed: (Expressed in U.S.
−Removed: NOTE 18 – BUSINESS SEGMENTS – Continued
−Removed: September 30, 2025
+Added: ASC 280, Disclosures about Segments,
+Added: of an Enterprise and Related Information, establishes standards for reporting information about operating segments.
+Added: Operating segments
+Added: are defined as components of an enterprise engaging in business activities from which they may earn revenues and incurred expenses, and
+Added: about which separate financial information is available that is evaluated regularly by the chief operating decision-marker, or decision-making
+Added: group( the “CODM”), in deciding how to allocate resources and assessing performance.
+Added: The Company’s Chief Executive
+Added: Xiaobin Liu) is determined as the CODM of the Company, Mr Liu measures the performance of each segment based on metrics of
+Added: revenue and profit before taxes from operations and uses these results to evaluate the performance of, and to allocate resources to each
+Added: of the segments.
+Added: The Company has organized operations into four different business segments:
+Added: (1) bromine, (2) crude salt, (3) chemical
+Added: products, (4) natural gas.
+Added: As of March 31, 2026 and March 31, 2025, the detailed
+Added: income statements of each of our divisions are presented below:
+Added: March 31, 2026
+Added: Operating Segment
(external customers)
−Removed: (intersegment)
−Removed: Loss from operations before income tax benefit
−Removed: ( 3,775,713 )
+Added: Loss from operations before income
( 3,067,778 )
2 unchanged sentences
Income tax benefit (expense)
−Removed: Loss from operations after
−Removed: income tax benefit (expense)
−Removed: ( 3,775,713 )
+Added: Loss from operations after income tax (expense) benefit
( 3,067,778 )
3 unchanged sentences
Capital expenditures
−Removed: September 30, 2024
+Added: Three-Month Period Ended March 31, 2025
(external customers)
(intersegment)
−Removed: Loss from operations before income tax benefit
+Added: Loss from operations before income expense
( 3,370,836 )
1 unchanged sentence
( 4,610,207 )
−Removed: Income tax benefit (expense)
−Removed: Loss from operations after
−Removed: income tax benefit (expense)
+Added: Income tax (expense) benefit
+Added: Loss from operations after income taxes (expense) benefit
( 3,370,836 )
3 unchanged sentences
Capital expenditures
−Removed: * Certain common production overheads, operating
−Removed: 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 each respective segment through April 2022.
−Removed: Commencing May 2022,
−Removed: costs were assigned to the two subsidiaries (SCHC and SHSI) by independent accounting.
+Added: Certain common production overheads, operating and administrative expenses
+Added: and asset items (mainly cash and certain office equipment) of bromine and crude salt segments in SCHC were split by reference to the average
+Added: selling price and production volume of the respective segments.
+Added: Certain common production overheads, operating and administrative expenses and asset items (mainly cash and certain office equipment)
+Added: of bromine and crude salt segments in SCHC were split by reference to the average selling price and production volume of the respective
+Added: segment until April 2022.
+Added: Commencing May 2022, costs were assigned to the two subsidiaries (SCHC and SHSI) by independent accounting.
GULF RESOURCES, INC.
AND SUBSIDIARIES
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: SEPTEMBER 30, 2025
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: MARCH 31, 2026
(Expressed in U.S.
NOTE 19 – BUSINESS SEGMENTS – Continued
−Removed: Three-Month Period Ended September 30,
−Removed: Nine-Month Period Ended September 30,
+Added: Three-Month Period Ended March 31,
Reconciliations
2 unchanged sentences
$ ( 4,328,371 )
−Removed: $ ( 5,207,267 )
−Removed: $ ( 14,656,795 )
Corporate costs
+Added: Unrealized gain (loss) on translation of intercompany balance
Loss from operations
1 unchanged sentence
( 4,610,207 )
−Removed: ( 14,998,025 )
−Removed: Interest income, net of expense
−Removed: Other expense, net
−Removed: ( 3,521,613 )
−Removed: ( 3,524,825 )
−Removed: Loss on disposal of long-lived assets
−Removed: ( 2,008,853 )
−Removed: ( 2,008,853 )
−Removed: ( 29,169,008 )
−Removed: Impairment of long-lived assets
−Removed: ( 29,782,912 )
−Removed: ( 29,782,912 )
+Added: Interest income
+Added: Interest expense
Loss before taxes
1 unchanged sentence
$ ( 4,629,500 )
−Removed: $ ( 41,067,789 )
−Removed: $ ( 44,164,800 )
−Removed: The following table shows the major customer(s)
−Removed: (10% or more) for the three-month period ended September 30, 2025.
+Added: The following table shows the major customers
+Added: (10% or more) for the three-month period ended March 31, 2026.
Business Segments - Schedule of
1 unchanged sentence
Chemical Products
−Removed: Percentage of Total Revenue (%)
−Removed: Shandong Brother Technology Limited
−Removed: Shandong Morui Chemical Company Limited
−Removed: Shandong Shouguangshen Runfa Marine Chemical Company Limited
−Removed: Shouguang Weidong Chemical Company Limited
−Removed: Shandong Xurui New Materials Company Limited
−Removed: The following table shows the major customer(s)
−Removed: (10% or more) for the nine-month period ended September 30, 2025.
−Removed: Chemical Products
Percentage of
−Removed: Shandong Morui Chemical Company Limited
+Added: Shandong Shouguang Shenruifa Marine Chemical Company Limited
Shandong Brother Technology Limited
−Removed: Shouguang Weidong Chemical Company Limited
−Removed: Shandong Shouguangshen Runfa Marine Chemical Company Limited
−Removed: The following table shows the major customer(s)
−Removed: (10% or more) for the three-month period ended September 30, 2024.
−Removed: Chemical Products
−Removed: Percentage of
Shandong Morui Chemical Company Limited
−Removed: Shandong Brother Technology Limited
−Removed: Shouguang Weidong Chemical Company Limited
−Removed: The following table shows the major customer(s)
−Removed: (10% or more) for the nine-month period ended September 30, 2024.
+Added: Weidong Chemical Company Limited
+Added: Shandong Xuruixin Materials Company Limited
+Added: The following table shows the major customers
+Added: (10% or more) for the three-month period ended March 31, 2025.
Chemical Products
3 unchanged sentences
Shouguang Weidong Chemical Company Limited
+Added: Shouguangshen Runfa Marine Chemical Company Limited
NOTE 20– CUSTOMER CONCENTRATION
Customer Concentration
−Removed: During the nine-month period ended September 30,
+Added: During the three-month period ended March
31, 2026, the Company sold 66 % of its products to its top five customers.
−Removed: As of September 30, 2025, amounts due from these customers were
−Removed: $ 2,579,855 .
−Removed: During the nine-month period ended September 30,
+Added: As of March 31, 2026, amounts due from these customers
+Added: were $ 1,774,034 .
+Added: During the three-month period ended March
31, 2025, the Company sold 62.4 % of its products to its top five customers.
−Removed: As of September 30, 2024, amounts due from these customers were
+Added: As of March 31, 2025, amounts due from these customers
+Added: were $ 1,462,756 .
NOTE 21– MAJOR SUPPLIERS
1 unchanged sentence
Cost of Goods
−Removed: During the nine-month period ended September 30,
−Removed: 2025 the Company purchased 100 % of its raw materials from its top four suppliers.
−Removed: As of September 30, 2025, amounts due to
−Removed: those suppliers were $ 379,806 .
−Removed: During the nine-month period ended September 30,
−Removed: 2024 the Company purchased 100 % of its raw materials from its top four suppliers.
−Removed: As of September 30, 2024, amounts due to
−Removed: those suppliers were $ 127,698 .
+Added: During the three-month period ended March
+Added: 31, 2026 the Company purchased 100 % of its raw materials from its top three suppliers.
+Added: As of March 31, 2026, amounts due to those
+Added: suppliers were $ 434,275 .
+Added: During the three-month period ended March
+Added: 31, 2025, the Company purchased 100 % of its raw materials from its top three suppliers.
+Added: As of March 31, 2025, amounts due
+Added: to those suppliers were $ 390,250 .
NOTE 22 – LOSS CONTINGENCIES
−Removed: Settled Litigation
−Removed: On or about August 3, 2018, written decisions of administration penalty
−Removed: captioned Shou Guo Tu Zi Fa Gao Zi [2018] No.
+Added: On or about August 3, 2018, written decisions
+Added: of administration penalty captioned Shou Guo Tu Zi Fa Gao Zi [2018] No.
291, Shou Guo Tu Zi Fa Gao Zi [2018] No.
+Added: 292, Shou Guo Tu Zi Fa
+Added: Gao Zi [2018] No.
293, Shou Guo Tu Zi Fa Gao Zi [2018] No.
−Removed: 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] No.
−Removed: 296 (together, the
−Removed: “Written Decisions”) were served on Shouguang City Haoyuan Chemical Company Limited (“SCHC”) by Shouguang City
−Removed: Natural Resources and Planning Bureau (the “Bureau”), naming SCHC as respondent respectively thereof.
−Removed: The Decisions challenged
−Removed: the land use of Factory nos.
−Removed: 2, 9, 7, 4, 8 and 10, respectively, and alleged, among other things, that SCHC had illegally occupied and
−Removed: 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, respectively.
−Removed: The Written Decisions ordered SCHC, among other things, to return the land subject to the Written Decisions to its respective legal owner,
−Removed: restore the land to its original state, and demolish or confiscate all the buildings and facilities thereon and pay monetary penalty of
−Removed: approximately RMB 1.3 million ($184,000) in the aggregate.
−Removed: Each of the Written Decisions shall be executed within 15 days upon serving
−Removed: Additional interest penalty shall be imposed at a daily rate of 3% in the event that SCHC does not make the monetary penalty
−Removed: payment in a timely manner.
−Removed: Subsequently, the Bureau filed enforcement actions to the People’s Court of Shouguang City, Shandong
−Removed: Province (the “Court”), naming SCHC as enforcement respondent and alleged, among other things, that SCHC failed to perform
−Removed: its obligations under each of the Written Decisions within the specified timeframe.
−Removed: The enforcement proceedings sought court orders to
−Removed: enforce the Written Decisions.
+Added: 295 and Shou Guo Tu Zi Fa Gao Zi [2018]
+Added: 296 (together, the “Written Decisions”) were served on Shouguang City Haoyuan Chemical Company Limited (“SCHC”)
+Added: by Shouguang City Natural Resources and Planning Bureau (the “Bureau”), naming SCHC as respondent respectively thereof.
+Added: Decisions challenged the land use of Factory nos.
+Added: 2, 9, 7, 4, 8 and 10, respectively, and alleged, among other things, that SCHC had illegally
+Added: occupied and 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,
+Added: respectively.
+Added: The Written Decisions ordered SCHC, among other things, to return the land subject to the Written Decisions to its respective
+Added: legal owner, restore the land to its original state, and demolish or confiscate all the buildings and facilities thereon and pay monetary
+Added: penalty of approximately RMB 1.3 million ($184,000) in the aggregate.
+Added: Each of the Written Decisions shall be executed within 15 days upon
+Added: serving on SCHC.
+Added: Additional interest penalty shall be imposed at a daily rate of 3% in the event that SCHC does not make the monetary
+Added: penalty payment in a timely manner.
+Added: Subsequently, the Bureau filed enforcement actions to the People’s Court of Shouguang City,
+Added: Shandong Province (the “Court”), naming SCHC as enforcement respondent and alleged, among other things, that SCHC failed to
+Added: perform its obligations under each of the Written Decisions within the specified timeframe.
+Added: The enforcement proceedings sought court orders
+Added: to 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 knowledge, there were
−Removed: no government regulations requiring bromine manufacturers to obtain land use and planning approval document.
−Removed: As such, the Company believes
−Removed: most of the bromine manufacturers in Shouguang City do not have land use and planning approval documents and lease their land parcels
−Removed: from the village associations.
−Removed: They are facing the same issues in connection with land use and planning as the Company.
−Removed: To the Company’s
−Removed: knowledge, the local government has submitted its plan to solve the issues to higher authority and are waiting for approval from the higher
−Removed: The Company is in the process of resolving the issues in connection
−Removed: with SCHC’s land use and planning diligently.
−Removed: The Company has been in discussions closely with the local government authorities
−Removed: with the help from Shouguang City Bromine Association to seek reliefs and, based on verbal confirmation by local government authorities,
−Removed: believes the administrative penalties imposed by the Bureau according to the Written Decisions are being re-assessed by local government
−Removed: authorities and may be revoked.
−Removed: Pursuant to a Written Application dated October 28, 2019 addressed to the Court by the Bureau, the Bureau
−Removed: withdrew its application for the enforcement proceedings regarding the administrative penalty imposed on Factory No.
−Removed: 7, Factory No.
+Added: In the last twenty years, to the Company’s
+Added: knowledge, there were no government regulations requiring bromine manufacturers to obtain land use and planning approval document.
+Added: such, the Company believes most of the bromine manufacturers in Shouguang City do not have land use and planning approval documents and
+Added: lease their land parcels from the village associations.
+Added: They are facing the same issues in connection with land use and planning as the
+Added: To the Company’s knowledge, the local government has submitted its plan to solve the issues to higher authority and are
+Added: waiting for approval from the higher authority.
+Added: The Company is in the process of resolving the
+Added: issues in connection with SCHC’s land use and planning diligently.
+Added: The Company has been in discussions closely with the local government
+Added: authorities with the help from Shouguang City Bromine Association to seek reliefs and, based on verbal confirmation by local government
+Added: authorities, believes the administrative penalties imposed by the Bureau according to the Written Decisions are being re-assessed by local
+Added: government authorities and may be revoked.
+Added: Pursuant to a Written Application dated October 28, 2019 addressed to the Court by the Bureau,
+Added: the Bureau withdrew its application for the enforcement proceedings regarding the administrative penalty imposed on Factory No.
8 and Factory No.10.
Pursuant to a written decisions of administrative ruling captioned (2019) Lu 0783 Xing Shen No.
−Removed: 389 Zhi Yi, dated November
−Removed: 25, 2020, the Court orders to terminate the enforcement of the case captioned (2019) Lu 0783 Xing Shen No.
−Removed: Production of Factory
+Added: 389 Zhi Yi, dated
+Added: November 25, 2020, the Court orders to terminate the enforcement of the case captioned (2019) Lu 0783 Xing Shen No.
+Added: Production of
7 was allowed to resume in April 2019.
−Removed: The Company received a notification from the Shouguang City Government in February 2019 informing
−Removed: the Company that Factory No.
+Added: The Company received a notification from the Shouguang City Government in February
+Added: 2019 informing 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 Government of Shandong
−Removed: Province, issued a regulation titled “Investment Project Management Requirements of Chemical Companies in Shandong Province”
−Removed: permitting the construction of facilities on existing sites or infrastructure of bromine manufacturing and other chemical industry-related
−Removed: types of projects (clause 11 of section 3).
−Removed: The Company believes that the goal of the government is to standardize and regulate the industry
−Removed: and not to demolish the facilities or penalize the manufacturers.
−Removed: As of the date of this report, the Company has not been notified by
−Removed: the local government that it will take any measure to enforce the administrative penalties.
−Removed: Based on information known to date, the Company
−Removed: believes that it is remote that the Written Decisions or Court Rulings will be enforced within the expected timeframe and a material penalty
−Removed: or costs and expenses against the Company will result.
−Removed: However, there can be no assurance that there will not be any further enforcement
−Removed: action, the occurrence of which may result in further liabilities, penalties and operational disruption.
−Removed: In view of the above facts and circumstances, the Company believes
−Removed: that it is not necessary to accrue for any estimated losses or impairment as of September 30, 2025.
+Added: In addition, on August 28, 2019, the People’s
+Added: Government of Shandong Province, issued a regulation titled “Investment Project Management Requirements of Chemical Companies in
+Added: Shandong Province” permitting the construction of facilities on existing sites or infrastructure of bromine manufacturing and other
+Added: chemical industry-related types of projects (clause 11 of section 3).
+Added: The Company believes that the goal of the government is to standardize
+Added: and regulate the industry and not to demolish the facilities or penalize the manufacturers.
+Added: As of the date of this report, the Company
+Added: has not been notified by the local government that it will take any measure to enforce the administrative penalties.
+Added: Based on information
+Added: known to date, the Company believes that it is remote that the Written Decisions or Court Rulings will be enforced within the expected
+Added: timeframe and a material penalty or costs and expenses against the Company will result.
+Added: However, there can be no assurance that there
+Added: will not be any further enforcement action, the occurrence of which may result in further liabilities, penalties and operational disruption.
+Added: In view of the above facts and circumstances,
+Added: the Company believes that it is not necessary to accrue for any estimated losses or impairment as of March 31, 2026.
NOTE 23 - SUBSEQUENT EVENT
Subsequent Event
−Removed: As previously disclosed, at the 2025 Annual Meeting
−Removed: of Stockholders of the Company held on September 9, 2025, the stockholders of the Company approved a proposal to authorize the Company’s
−Removed: Board of Directors (the “Board”) to amend the Company’s Articles of Incorporation with the Secretary of State of the
−Removed: State of Nevada to effect a reverse stock split of the outstanding shares of the Company’s common stock, par value $0.0005 (“Common
−Removed: Stock”) at a reverse split ratio of between 1-for-2 and 1-for-10 as determined by the Board.
−Removed: On October 10, 2025, pursuant to the authority granted
−Removed: by the Company’s stockholders, the Board effectuated and approved a one-for-ten (1:10) reverse stock split ratio (the “Reverse
−Removed: Stock Split”) of the Common Stock.
−Removed: The Reverse Stock Split became effective at 12:01 am Eastern Time on October 27, 2025 (the
−Removed: “Effective Time”).
−Removed: When the Reverse Stock Split became effective, every ten (10) shares of the Company’s issued and
−Removed: outstanding Common Stock immediately prior to the Effective Time automatically be reclassified into one (1) share of Common Stock, without
−Removed: any change in the par value per share.
−Removed: The Reverse Stock Split reduced the number of issued and outstanding shares of Common stock from
−Removed: approximately 13.3 million to approximately 1.3 million.
−Removed: The Reverse Stock Split did not change the total number of authorized shares
−Removed: of Common Stock.
−Removed: No fractional shares were issued as a result of the
−Removed: Reverse Stock Split.
−Removed: Stockholders who otherwise be entitled to receive a fractional share in connection with the Reverse Stock Split received
−Removed: one full share of the post-reverse stock split Common Stock in lieu of such fractional share.
−Removed: Commencing on October 27, 2025, trading of the Company’s
−Removed: Common Stock continues The Nasdaq Capital Market on a Reverse Stock Split-adjusted basis.
−Removed: The new CUSIP number for the Company’s
−Removed: Common Stock following the Reverse Stock Split is 40251W507.
−Removed: On November 12, 2025, the Company issued a press release providing
−Removed: certain updates on its hearing scheduling process with the Nasdaq Hearings Panel.
−Removed: The Company has received a hearing notification letter
−Removed: from Nasdaq scheduling an oral hearing for December 9, 2025.
−Removed: As of November 10, 2025, the Company’s common stock had maintained
−Removed: the requisite closing bid price in compliance with Listing Rule 5550(a)(2).
−Removed: In light of the above and in accordance with the instructions
−Removed: provided by the hearing notification letter, the Company has submitted a request to cancel the hearing, subject to the Company’s
−Removed: Listing Analyst review and confirmation.
+Added: Private Placement
+Added: On June 25, 2026, Company received a written notice from Nasdaq (the
+Added: “Extension Letter”) stating that it had accepted the Company’s plan to regain compliance with Nasdaq Listing Rule 5250(c)(1)
+Added: (the “Rule”).
+Added: Nasdaq granted the Company a plan period to regain compliance with the Rule.
+Added: (I) As previously reported in the
+Added: current report on Forms 8- K (the “Previous Announcements”) filed on April 27, 2026 and May 29, 2026 with the Securities Exchange
+Added: Commission by the Company, the Company announced that it received delinquency notifications from Nasdaq on April 23, 2026 and May 26,
+Added: 2026 (the “Deficiency Letters”), due to the Company’s non-compliance with the Rule as a result of the Company’s
+Added: failure to timely file its annual report on Form 10-K for the period ended December 31, 2025 (the “2025 Form 10-K”) and its
+Added: quarterly report on Form 10-Q for the period ended March 31, 2026 (the “2026 Q1 Form 10-Q” and together with the “2025
+Added: Form 10- K”, the “Delinquent Reports”), respectively.
+Added: (II) The Company submitted a plan to the Nasdaq Listing Qualification
+Added: (the “Staff”) to regain compliance (the “Compliance Plan”) with the Nasdaq Requirements on June 17, 2026.
+Added: the Extension Letter, the Company is required to file its delinquent 2025 Form 10-K and 2026 Q1 Form 10-Q by the applicable extended deadline
+Added: to evidence compliance with the relevant Nasdaq requirements.The Extension Letter further provides that if the Company fails to evidence
+Added: compliance upon filing the Delinquent Reports, Staff will notify the Company that its securities will be subject to delisting.
+Added: previously received Deficiency Letters and the Extension Letter have no immediate effect on the listing or trading of the Company’s
+Added: common stock on Nasdaq, subject to the Company’s continued compliance with the other applicable listing requirements.
+Added: (IV)The Company
+Added: subsequently filed the 2025 Form 10-K on August 17, 2026 with the Securities and Exchange Commission.
+Added: On April 8,2026, the company issued
+Added: 70,000 shares of its common stock to one individual investor at an agreed price of $ 3.94 per share for aggregate proceeds of $ 275,800 , pursuant
+Added: to the private placement agreement dated on March 19, 2026.
+Added: On April 14,2026, the company
+Added: issued 60,000 shares of its common stock to one individual investor at an agreed price of $ 4.1 per share for aggregate proceeds of $ 246,000 , pursuant
+Added: to the private placement agreement dated on March 28, 2026.
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.