What changed in this filing

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Item 1. Financial Statements

2025-11-19 compared with 2025-08-19 · 135 added, 104 removed, 525 unchanged (31% of the section changed)

2 unchanged sentences

Balance Sheets

September 30,

Current Assets

2 unchanged sentences

Accounts receivable, net

Notes receivable

Prepaid expense and other receivable

2 unchanged sentences

Property and equipment, net of accumulated

Deferred expenses

Right of use assets

13 unchanged sentences

5,000,000 shares authorized;

$ 0.001 par value 5,000,000 issued and outstanding at June 30, 2025 and December 31, 2024

$ 0.001 par value 5,000,000 issued and outstanding at September 30, 2025

and December 31, 2024

Common stock:

2,000,000,000 shares authorized;

$ 0.001 par value 74,640,766 shares issued and outstanding at June 30, 2025 and December 31, 2024

$ 0.001 par value 74,640,766 shares issued and outstanding at September 30, 2025

and December 31, 2024

Additional Paid-in Capital

11 unchanged sentences

Statements of Operations

Six Months Ended

Three Months Ended

Nine Months Ended

September 30,

Cost of revenue

4 unchanged sentences

Total Operating Expenses

Operating income from continuing operations

Operating income (loss) from continuing operations

Other Income and Expense

Interest income

Other expense

Total other income (expense)

Provision for income taxes

Income from continuing operations

Income (loss) from continuing operations

Discontinued operations

3 unchanged sentences

Net Income (loss)

Net (loss) attributable to non-controlling interests

$ ( 119,747 )

Net income (loss) attributable to non-controlling interests

Net income (loss) attributable to Hong Yuan Holding Group

Other comprehensive income (loss)

Comprehensive Income

Comprehensive Income (Loss)

$ ( 118,964 )

Basic and dilutive net income (loss) per common share

5 unchanged sentences

Income (Loss)

controlling Interests

Stockholders’

Preferred Stock

Comprehensive

Income (Loss)

controlling Interests

Stockholders’

Balance - December 31, 2024

- December 31, 2023

$ ( 97,685,122 )

$ ( 137,483 )

Net income (loss)

Accumulated other comprehensive income

Balance - March 31, 2025

contribution received by VIE

other comprehensive income

- June 30, 2024

$ ( 97,754,577 )

$ ( 158,789 )

Deconsolidation of the discontinued operations

Net income (loss)

Accumulated other comprehensive income

Balance - June 30, 2025

contribution received by VIE

other comprehensive income

–September 30, 2024

$ ( 97,804,028 )

Preferred Stock

$ ( 148,192 )

Comprehensive

1 unchanged sentence

Stockholders’

Balance - December 31, 2023

$ ( 97,685,122 )

$ ( 137,483 )

Capital contribution received by VIE

Accumulated other comprehensive income

Balance - March 31, 2024

$ ( 97,731,676 )

$ ( 135,656 )

- December 31, 2024

$ ( 97,784,280 )

$ ( 168,802 )

Net income loss

Accumulated other comprehensive income

Balance – June 30, 2024

Deconsolidation

of the discontinued operations

other comprehensive income

- June 30, 2025

$ ( 97,716,425 )

other comprehensive income

– September 30, 2025

$ ( 97,667,803 )

3 unchanged sentences

Statements of Cash Flows

Six Months Ended June 30,

Nine Months Ended

September 30,

CASH FLOWS FROM OPERATING ACTIVITIES

Net Income (loss)

Net income from discontinued operations

$ ( 119,747 )

Net (loss) from discontinued operations

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation expense

Depreciation and amortization

Lease expense

8 unchanged sentences

Net Cash Used in Operating Activities from Discontinued Operations

Net Cash Provided by (Used in) Operating Activities

Net Cash (Used in) Operating Activities

CASH FLOWS FROM INVESTING ACTIVITIES

Deferred renovation expenses

Net Cash (Used in) Investing Activities

CASH FLOWS FROM FINANCING ACTIVITIES

9 unchanged sentences

NON-CASH INVESTING AND FINANCING ACTIVITIES

Right of use asset and related liability modification

Right of use asset and related liability

accompanying notes are an integral part of these consolidated financial statements.

4 unchanged sentences

State of Nevada under the name of Biocorp North America Inc.

On March 18, 2005, we filed an amendment to our certificate of incorporation

to change our name to Cereplast, Inc.

On March 18, 2005, the Company filed an amendment to its certificate of

incorporation to change its name to Cereplast, Inc.

February 10, 2014, the Company, filed a voluntary petition for relief under Chapter 11 of Title 11 of the United States Bankruptcy Code

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fields such as pre-packaged food, agricultural and by-products, and household goods.

April 2025, the Company changed its business model.

Rongcheng relinquished its 55 % ownership in Xuchang and received its original investment

back, but will still fund the opening of stores operated by Xuchang.

In the future, the investment funds for stores will be recovered

as loans from the stores’ profits.

As a result, Xuchang was deconsolidated from the Company’s consolidated financial statements

starting in the second quarter of 2025 and Xuchang’s operating results prior to the deconsolidation was accounted for as discontinued

accompanying financial statements have been prepared assuming the continuation of the Company as a going concern.

58 unchanged sentences

of Estimated Useful Lives of Property and Equipment

Machinery & equipment

Office equipment

Topic 842, “Leases” requires recognition of leases on the balance sheets as right-of-use (“ROU”) assets

22 unchanged sentences

The Company’s diluted income and loss per share is the same as the basic income

and loss per share for the three months ended June 30, 2025 and 2024, as there are no potential shares outstanding that would have a

dilutive effect.

and loss per share for the nine months ended September 30, 2025 and 2024, as there are no potential shares outstanding that would have

a dilutive effect.

tax expense is based on pretax financial accounting income.

4 unchanged sentences

The Company recorded a valuation allowance against

its deferred tax assets as of June 30, 2025 and December 31, 2024.

its deferred tax assets as of September 30, 2025 and December 31, 2024.

Company accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions.

21 unchanged sentences

of Property and Equipment

September 30,

Office Equipment

10 unchanged sentences

of Balance Sheet Information Related to Company’s Leases

June 30, 2025

September 30, 2025

Operating Leases

5 unchanged sentences

of Company’s Lease Expenses

Six Months Ended June 30,

Nine Months Ended September 30,

Operating lease expense

1 unchanged sentence

of Other Information Related to Leases

Six Months Ended

June 30, 2025

Nine Months Ended

September 30, 2025

Cash Paid For Amounts Included In Measurement of Liabilities:

14 unchanged sentences

6 – Related party transaction

the six months ended June 30, 2025, the Company’s current majority shareholder advanced $ 22,572 to the Company as working capital.

As of June 30, 2025 and December 31, 2024, the Company owed its current majority shareholder of $ 274,459 and $ 251,887 , respectively,

including $ 64,103 for acquisition of Hongyuan HK.

the nine months ended September 30, 2025, the Company’s current majority shareholder advanced $ 65,435 to the Company as working

As of September 30, 2025 and December 31, 2024, the Company owed its current majority shareholder of $ 317,322 and $ 251,887 ,

respectively, including $ 64,103 for acquisition of Hongyuan HK.

The advances are non-interest bearing and are due on demand.

7 – Common stock

June 30, 2025, the Company is authorized to issue 2,000,000,000 shares of $ 0.001 par value common stock.

of June 30, 2025, a total of 74,640,766 shares of common stock with par value $ 0.001 remain outstanding.

September 30, 2025, the Company is authorized to issue 2,000,000,000 shares of $ 0.001 par value common stock.

of September 30, 2025, a total of 74,640,766 shares of common stock with par value $ 0.001 remain outstanding.

8 – Preferred stock

of June 30, 2025, a total of 5,000,000 shares of Series A-1 preferred stock with par value $ 0.001 remain outstanding.

of September 30, 2025, a total of 5,000,000 shares of Series A-1 preferred stock with par value $ 0.001 remain outstanding.

9 – Income taxes

4 unchanged sentences

Temporary differences result primarily from the recording of tax benefits of net operating loss carry forwards.

of June 30, 2025, the Company has an insufficient history to support the likelihood of ultimate realization of the benefit associated

of September 30, 2025, the Company has an insufficient history to support the likelihood of ultimate realization of the benefit associated

with the deferred tax asset.

3 unchanged sentences

expenses in the statements of operations.

For the six months ended June 30, 2025 and 2024, the Company had no unrecognized tax benefits

and related interest and penalties expenses.

For the nine months ended September 30, 2025 and 2024, the Company had no unrecognized tax

benefits and related interest and penalties expenses.

Currently, the Company is not subject to examination by major tax jurisdictions.

5 unchanged sentences

as loans from the stores’ profits.

As a result, the Company recorded a loss on deconsolidation of the discontinued operations of

As a result, Xuchang was deconsolidated from the Company’s consolidated financial statements

starting in the second quarter of 2025 and Xuchang’s operating results prior to the deconsolidation was accounted for as discontinued

The Company recorded a loss on deconsolidation of the discontinued operations of $ 2,788 in the second quarter of 2025.

Company has reclassified its previously issued financial statements to segregate the discontinued operations as of the earliest period

65 unchanged sentences

as loans from the stores’ profits.

As a result, the Company recorded a loss on deconsolidation of the discontinued operations of

As a result, Xuchang was deconsolidated from the Company’s consolidated financial statements

starting in the second quarter of 2025 and Xuchang’s operating results prior to the deconsolidation was accounted for as discontinued

have not yet generated sustained profits from our prior operations.

Our independent accountants have expressed a “going concern”

As of June 30, 2025, we had an accumulated deficit of $97,716,424 and a net working capital deficit of $128,101.

As of September 30, 2025, we had an accumulated deficit of $97,667,803 and a net working capital deficit of $65,836.

our current burn rate is nominal, it is expected that our costs of operations will continue to exceed revenues, primarily due to the

41 unchanged sentences

in the length of time that the receivables are past due greater than the historical assumptions used, additional allowances may be required.

The Company has no allowance for doubtful accounts as of June 30, 2025 and December 31, 2024, respectively.

The Company has no allowance for doubtful accounts as of September 30, 2025 and December 31, 2024, respectively.

Company follows the asset and liability method of accounting for future income taxes.

6 unchanged sentences

The Company’s effective tax rate approximates the Federal statutory rates.

of Operations for the Three Months Ended June 30, 2025 compared to the Three Months Ended June 30, 2024

was $112,812 in the three months ended June 30, 2025 compared to $15,205 in the same period last year.

The increase in revenue was mainly

because the Chinese VIEs started generating revenue in the second quarter of 2024 and have been ramping up the operations to generate

more revenues.

of goods sold was $17,252 in the three months ended June 30, 2025 compared to $6,149 in the same period last year due to the increase

expenses were $57,676 in the three months ended June 30, 2025 compared to $32,127 in the same period last year, an increase of $25,549

The increase was mainly due to the increase in general and administrative expenses and selling and marketing expenses.

increase in general and administrative expenses in the second quarter of 2025 was mainly due to the increase in personnel expense, rent

and office expense, partly offset by the decrease in travel expense.

the three months ended June 30, 2025, the Company had a net income of $29,679, compared to a net loss of $22,912 during the same period

last year, an increase of $52,591.

The increase in net income in the second quarter of 2025 was primarily due to the increase in gross

profit as a result of the Chinese VIEs ramping up the operations to generate more revenues, partly offset by higher operating expenses

the loss from discontinued operations.

of Operations for the Six Months Ended June 30, 2025 compared to the Six Months Ended June 30, 2024

was $353,877 in the six months ended June 30, 2025 compared to $15,205 in the same period last year.

of Operations for the Three Months Ended September 30, 2025 compared to the Three Months Ended September 30, 2024

was $258,329 in the three months ended September 30, 2025 compared to $85 in the same period last year.

The increase in revenue was mainly

1 unchanged sentence

more revenues.

of goods sold was $141,599 in the six months ended June 30, 2025 compared to $6,149 in the same period last year due to the increase

expenses were $134,256 in the six months ended June 30, 2025 compared to $78,683 in the same period last year, an increase of $55,573

The increase was mainly due to the increase in general and administrative expenses, selling and marketing expenses, and professional

The increase in general and administrative expenses in the six months ended June 30, 2025 was mainly due to the increase in personnel

expense and office expense, partly offset by the decrease in travel expense.

the six months ended June 30, 2025, the Company had a net income of $67,036, compared to a net loss of $69,466 during the same period

last year, an increase of $136,502.

The increase in net income in the six months ended June 30, 2025 was primarily due to the increase

of goods sold was $80,318 in the three months ended September 30, 2025 compared to $30 in the same period last year due to the increase

expenses were $122,241 in the three months ended September 30, 2025 compared to $50,340 in the same period last year, an increase of

$71,901 or 142.8%.

The increase was mainly due to the increase in professional fees, general and administrative expenses and selling

and marketing expenses.

The increase in general and administrative expenses in the third quarter of 2025 was mainly due to the increase

in personnel expense, and license and regulatory fee related to maintaining the public company, partly offset by the decrease in rent,

travel, and office expense.

the three months ended September 30, 2025, the Company had a net income of $50,778, compared to a net loss of $50,282 during the same

period last year, an increase of $101,060.

The increase in net income in the third quarter of 2025 was primarily due to the increase

in gross profit as a result of the Chinese VIEs ramping up the operations to generate more revenues, partly offset by higher operating

expenses and the loss from discontinued operations.

of Operations for the Nine Months Ended September 30, 2025 compared to the Nine Months Ended September 30, 2024

was $612,206 in the nine months ended September 30, 2025 compared to $15,290 in the same period last year.

The increase in revenue was

mainly because the Chinese VIEs started generating revenue in the second quarter of 2024 and have been ramping up the operations to generate

more revenues.

of goods sold was $221,917 in the nine months ended September 30, 2025 compared to $6,179 in the same period last year due to the increase

expenses were $256,498 in the nine months ended September 30, 2025 compared to $129,023 in the same period last year, an increase of

$127,475 or 98.8%.

The increase was mainly due to the increase in general and administrative expenses, selling and marketing expenses,

and professional fees.

The increase in general and administrative expenses in the nine months ended September 30, 2025 was mainly due

to the increase in personnel expense, and license and regulatory fee related to maintaining the public company, partly offset by the

decrease in travel and rent expense.

the nine months ended September 30, 2025, the Company had a net income of $117,813, compared to a net loss of $119,747 during the same

period last year, an increase of $237,560.

The increase in net income in the nine months ended September 30, 2025 was primarily due to

the increase in gross profit as a result of the Chinese VIEs ramping up the operations to generate more revenues, partly offset by higher

operating expenses and the loss from discontinued operations.

and Capital Resources

of June 30, 2025 and December 31, 2024, we had a cash balance of $45,238 and $38,527 respectively.

During the six months ended June 30,

2025 and 2024, the company’s operations are primarily funded by the Company’s CEO and major shareholder and the minority

owners of the Chinese VIEs.

of September 30, 2025 and December 31, 2024, we had a cash balance of $12,610 and $38,527 respectively.

During the nine months ended

September 30, 2025 and 2024, the company’s operations are primarily funded by the Company’s CEO and major shareholder and

the minority owners of the Chinese VIEs.

the extent that the Company’s capital resources are insufficient to meet current or planned operating requirements, the Company

22 unchanged sentences

raise substantial doubt about the ability of the Company to continue as a going concern.

the six months ended June 30, 2025, net cash used in operating activities was $1,905.

This was primarily due to the net income of $67,036,

adjusted by non-cash related expenses including depreciation of $359, and then decreased by unfavorable changes in working capital of

The unfavorable changes in working capital mainly resulted from an increase in accounts receivable of $93,161, and an increase

in prepaid expense and other receivable of $60,118, partly offset by an increase in deferred revenue of $40,444, an increase in accounts

payable and accrued liabilities of $15,982, and an increase in due to related party of $22,571.

the six months ended June 30, 2024, net cash used in operating activities was $41,464.

the nine months ended September 30, 2025, net cash used in operating activities was $28,822.

This was primarily due to the net income

of $123,626, adjusted by non-cash related expenses of $696 which consisted primarily of depreciation and amortization expenses, and then

decreased by unfavorable changes in working capital of $145,295.

The unfavorable changes in working capital mainly resulted from an increase

in accounts receivable of $216,590, and an increase in prepaid expense and other receivable of $91,102, partly offset by an increase

in deferred revenue of $60,657, an increase in accounts payable and accrued liabilities of $29,819, and an increase in due to related

party of $65,435.

the nine months ended September 30, 2024, net cash used in operating activities was $95,411.

This was primarily due to the net loss of

adjusted by non-cash related expenses including depreciation of $676, and then increased by favorable changes in working capital of $27,326.

The favorable changes in working capital mainly resulted from an increase in due to related party of $20,280, and an increase in accounts

payable and accrued liabilities of $9,375, offset by an increase in accounts receivable of $1,220, and an increase in prepaid expense

and other receivable of $1,109.

neither generated nor used cash in investing activities during the six months ended June 30, 2025 and 2024.

neither generated nor used cash in financing activities during the six months ended June 30, 2025.

the six months ended June 30, 2024, net cash provided by financing activities were proceeds from capital contribution received by Chinese

VIEs of $48,510.

$119,747, adjusted by non-cash related expenses including depreciation of $1,017, and then increased by favorable changes in working

capital of $23,319.

The favorable changes in working capital mainly resulted from an increase in due to related party of $31,218, and

an increase in accounts payable and accrued liabilities of $10,897, offset by an increase in inventory of $2,397, and an increase in

prepaid expense and other receivable of $16,395.

the nine months ended September 30, 2025, net cash used in investing activities was payment for deferred renovation of $5,540.

neither generated nor used cash in investing activities during the nine months ended September 30, 2024.

neither generated nor used cash in financing activities during the nine months ended September 30, 2025.

the nine months ended September 30, 2024, net cash provided by financing activities were proceeds from capital contribution received

by Chinese VIEs of $108,368.

accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As shown in the accompanying

financial statements, we had a net income of $67,036 for the six months ended June 30, 2025 and incurred a net loss of $69,466 for the

six months ended June 30, 2024, and had a working capital deficit of $128,101 as of June 30, 2025, in addition to a stockholders’

deficit of $99,044 which raise substantial doubt about the Company’s ability to continue as a going concern.

financial statements, we had a net income of $117,813 for the nine months ended September 30, 2025 and incurred a net loss of $119,747

for the nine months ended September 30, 2024, and had a working capital deficit of $65,836 as of September 30, 2025, in addition to a

stockholders’ deficit of $46,139 which raise substantial doubt about the Company’s ability to continue as a going concern.

believes the Company may continue to incur losses and negative cash flows from operating activities for the foreseeable future and will

22 unchanged sentences

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.

What changed 10-Q

Item 1. Financial Statements