2 unchanged sentences
(the “Planet Green”), headquartered in Flushing, NY, is not an operating company in the PRC but a Nevada holding company with
−Removed: its operations conducted through its subsidiaries in the PRC, Hong Kong and Canada (the “Subsidiaries”).
−Removed: Planet Green is engaged
−Removed: in a number of diverse business activities, including consumer products, chemical products and online advertising.
+Added: its operations conducted through its subsidiaries in the PRC and Canada (the “Subsidiaries”).
+Added: Planet Green is engaged in a
+Added: number of diverse business activities, including consumer products, chemical products and online advertising.
Under our corporate structure,
3 unchanged sentences
(1) we may transfer funds to our WFOEs
−Removed: through our Hong Kong subsidiaries, Promising Prospect HK Limited, and Bless Chemical Co., Ltd.
−Removed: (HK) by additional capital contributions
−Removed: or shareholder loans, as the case may be, and (2) our PRC subsidiaries may make dividends or other distributions to the Planet Green.
−Removed: We do not have cash management policies dictating how funds are transferred throughout our organization.
−Removed: We may encounter difficulties
−Removed: in our ability to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed
+Added: through our Hong Kong subsidiaries, PinnacleTech HK Limited, and Bless Chemical Co., Ltd.
+Added: (HK) by additional capital contributions or
+Added: shareholder loans, as the case may be, and (2) our PRC subsidiaries may make dividends or other distributions to the Planet Green.
+Added: do not have cash management policies dictating how funds are transferred throughout our organization.
+Added: We may encounter difficulties in
+Added: our ability to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed
on foreign exchange.
18 unchanged sentences
by the government on our subsidiaries’ ability to transfer cash and assets.
−Removed: We face various legal and operational risks and uncertainties related
−Removed: to being based in and having significant operations in mainland China.
−Removed: The PRC government has significant authority to exert influence
−Removed: on the ability of a China-based company, such as us, to conduct its business, accept foreign investments or list on U.S.
−Removed: or other foreign
−Removed: For example, we face risks associated with regulatory approvals of offshore offerings, oversight on cybersecurity and data
−Removed: Such risks could result in a material change in our operations and/or the value of the common stock or could significantly limit
−Removed: or completely hinder our ability to offer common stock and/or other securities to investors and cause the value of such securities to
−Removed: significantly decline or be worthless.
−Removed: These regulatory risks and uncertainties could become applicable to our Hong Kong subsidiaries
−Removed: if regulatory authorities in Hong Kong adopt similar rules and/or regulatory actions.
+Added: We face various legal and
+Added: operational risks and uncertainties related to being based in and having significant operations in mainland China.
+Added: The PRC government
+Added: has significant authority to exert influence on the ability of a China-based company, such as us, to conduct its business, accept foreign
+Added: investments or list on U.S.
+Added: or other foreign exchanges.
+Added: For example, we face risks associated with regulatory approvals of offshore offerings,
+Added: oversight on cybersecurity and data privacy.
+Added: Such risks could result in a material change in our operations and/or the value of the common
+Added: stock or could significantly limit or completely hinder our ability to offer common stock and/or other securities to investors and cause
+Added: the value of such securities to significantly decline or be worthless.
+Added: These regulatory risks and uncertainties could become applicable
+Added: to our Hong Kong subsidiaries if regulatory authorities in Hong Kong adopt similar rules and/or regulatory actions.
Because our operations are
−Removed: primarily located in the PRC and Hong Kong through our subsidiaries, we are subject to certain legal and operational risks associated
−Removed: with our operations in China and Hong Kong, including changes in the legal, political and economic policies of the Chinese government,
−Removed: the relations between China and the United States, or Chinese or United States regulations may materially and adversely affect our business,
−Removed: financial condition and results of operations.
−Removed: PRC laws and regulations governing our current business operations are sometimes vague
−Removed: and uncertain, and therefore, these risks may result in a material change in our operations and the value of our common stock, or could
−Removed: significantly limit or completely hinder our ability to offer or continue to offer our securities to investors and cause the value of
−Removed: such securities to significantly decline or be worthless.
−Removed: Recently, the PRC government initiated a series of regulatory actions and statements
−Removed: to regulate business operations in China with little advance notice, including cracking down on illegal activities in the securities market,
−Removed: enhancing supervision over China-based companies listed overseas using a variable interest entity structure, adopting new measures to
−Removed: extend the scope of cybersecurity reviews, and expanding the efforts in anti-monopoly enforcement.
−Removed: We do not believe that our subsidiaries
−Removed: are directly subject to these regulatory actions or statements, as we have not implemented any monopolistic behavior and our business
−Removed: does not involve the collection of user data or implicate cybersecurity.
−Removed: As of the date of this annual report, no relevant laws or regulations
−Removed: in the PRC explicitly require us to seek approval from the China Securities Regulatory Commission (the “CSRC”), Cyberspace
−Removed: Administration of China (the “CAC”) or any other PRC governmental authorities, nor has our Nevada holding company or any of
−Removed: our subsidiaries received any inquiry, notice, warning or sanctions regarding our listing on NYSE America from the CSRC or any other PRC governmental
−Removed: However, since these statements and regulatory actions by the PRC government are newly published and official guidance and
−Removed: related implementation rules have not been issued, it is highly uncertain how soon legislative or administrative regulation making bodies
−Removed: will respond and what existing or new laws or regulations or detailed implementations and interpretations will be modified or promulgated,
−Removed: if any, and the potential impact such modified or new laws and regulations will have on our daily business operation, the ability to accept
−Removed: foreign investments and list on an U.S.
+Added: primarily located in the PRC and Canada through our subsidiaries, we are subject to certain legal and operational risks associated with
+Added: our operations in China, including changes in the legal, political and economic policies of the Chinese government, the relations between
+Added: China and the United States, or Chinese or United States regulations may materially and adversely affect our business, financial condition
+Added: and results of operations.
+Added: PRC laws and regulations governing our current business operations are sometimes vague and uncertain, and therefore,
+Added: these risks may result in a material change in our operations and the value of our common stock, or could significantly limit or completely
+Added: hinder our ability to offer or continue to offer our securities to investors and cause the value of such securities to significantly decline
+Added: or be worthless.
+Added: Recently, the PRC government initiated a series of regulatory actions and statements to regulate business operations
+Added: in China with little advance notice, including cracking down on illegal activities in the securities market, enhancing supervision over
+Added: China-based companies listed overseas using a variable interest entity structure, adopting new measures to extend the scope of cybersecurity
+Added: reviews, and expanding the efforts in anti-monopoly enforcement.
+Added: We do not believe that our subsidiaries are directly subject to these
+Added: regulatory actions or statements, as we have not implemented any monopolistic behavior and our business does not involve the collection
+Added: of user data or implicate cybersecurity.
+Added: As of the date of this annual report, no relevant laws or regulations in the PRC explicitly require
+Added: us to seek approval from the China Securities Regulatory Commission (the “CSRC”), Cyberspace Administration of China (the
+Added: “CAC”) or any other PRC governmental authorities, nor has our Nevada holding company or any of our subsidiaries received any
+Added: inquiry, notice, warning or sanctions regarding our listing on NYSE America from the CSRC or any other PRC governmental authorities.
+Added: since these statements and regulatory actions by the PRC government are newly published and official guidance and related implementation
+Added: rules have not been issued, it is highly uncertain how soon legislative or administrative regulation making bodies will respond and what
+Added: existing or new laws or regulations or detailed implementations and interpretations will be modified or promulgated, if any, and the potential
+Added: impact such modified or new laws and regulations will have on our daily business operation, the ability to accept foreign investments
+Added: and list on an U.S.
or other foreign exchange.
−Removed: The Standing Committee of the National People’s Congress, or
−Removed: the SCNPC, or other PRC regulatory authorities may in the future promulgate laws, regulations or implementing rules that requires our
−Removed: company or any of our subsidiaries to obtain regulatory approval from Chinese authorities before offering in the U.S.
−Removed: In other words,
−Removed: although the Company is currently not required to obtain permission from any of the PRC central or local government to obtain such permission
−Removed: and has not received any denial to list on the U.S.
+Added: The Standing Committee of the National People’s Congress, or the SCNPC, or other
+Added: PRC regulatory authorities may in the future promulgate laws, regulations or implementing rules that requires our company or any of our
+Added: subsidiaries to obtain regulatory approval from Chinese authorities before offering in the U.S.
+Added: In other words, although the Company is
+Added: currently not required to obtain permission from any of the PRC central or local government to obtain such permission and has not received
+Added: any denial to list on the U.S.
exchange, our operations could be adversely affected, directly or indirectly;
−Removed: ability to offer, or continue to offer, securities to investors would be potentially hindered and the value of our securities might significantly
−Removed: decline or be worthless, by existing or future laws and regulations relating to its business or industry or by intervene or interruption
−Removed: by PRC governmental authorities, if we or our subsidiaries (i) do not receive or maintain such permissions or approvals, (ii) inadvertently
−Removed: conclude that such permissions or approvals are not required, (iii) applicable laws, regulations, or interpretations change and we are
−Removed: required to obtain such permissions or approvals in the future, or (iv) any intervention or interruption by PRC governmental with little
−Removed: advance notice.
+Added: our ability to offer, or
+Added: continue to offer, securities to investors would be potentially hindered and the value of our securities might significantly decline or
+Added: be worthless, by existing or future laws and regulations relating to its business or industry or by intervene or interruption by PRC governmental
+Added: authorities, if we or our subsidiaries (i) do not receive or maintain such permissions or approvals, (ii) inadvertently conclude that
+Added: such permissions or approvals are not required, (iii) applicable laws, regulations, or interpretations change and we are required to obtain
+Added: such permissions or approvals in the future, or (iv) any intervention or interruption by PRC governmental with little advance notice.
As of the date of this annual
−Removed: report, the two Hong Kong subsidiaries of Planet Green do not have any material operation in Hong Kong and they have not collected, stored,
+Added: report, the two Hong Kong subsidiaries of Planet Green do not have any material operation in Hong Kong nor have they ever collected, stored,
or managed any personal information in Hong Kong.
−Removed: Therefore, we have concluded that currently it does not expect that laws and regulations
−Removed: in Mainland China on data security, data protection, cybersecurity or anti-monopoly to be applied to its Hong Kong subsidiaries or that
+Added: Therefore, we have concluded that currently it is not expected that laws and regulations
+Added: in Mainland China on data security, data protection, cybersecurity or anti-monopoly to be applied to the Hong Kong subsidiaries or that
the oversight of the Cyberspace Administration of China will be extended to its operations outside of Mainland China.
In order to operate our business,
−Removed: in addition to the required regular business licenses, Jingshan Sanhe is required to obtain Permit for Hazardous Chemical Products and
−Removed: Shandong Yunchu is required to obtain Permit for Food Products.
−Removed: As of the date of this annual report, our subsidiaries, WFOEs have received
−Removed: from PRC authorities all requisite licenses, permissions, and approvals needed to engage in the businesses currently conducted in the
−Removed: PRC, and no permission or approval has been denied.
−Removed: However, we cannot assure you that any of these entities will be able to receive
−Removed: clearance of such compliance requirements in a timely manner, or at all in the future.
−Removed: Any failure of these entities to fully comply with
−Removed: such compliance requirements may cause our PRC subsidiaries or the PRC operating entities to be unable to begin their new businesses or
−Removed: operations in the PRC, subject them to fines, relevant new businesses or operations suspension for rectification, or other sanctions.
+Added: in addition to the required regular business licenses, Jingshan Sanhe is required to obtain Permit for Hazardous Chemical Products.
+Added: of the date of this annual report, our subsidiaries have received from PRC authorities all requisite licenses, permissions, and approvals
+Added: needed to engage in the businesses currently conducted in the PRC, and no permission or approval has been denied.
+Added: However, we cannot
+Added: assure you that any of these entities will be able to receive clearance of such compliance requirements in a timely manner, or at all
+Added: in the future.
+Added: Any failure of these entities to fully comply with such compliance requirements may cause our PRC subsidiaries or the PRC
+Added: operating entities to be unable to begin their new businesses or operations in the PRC, subject them to fines, relevant new businesses
+Added: or operations suspension for rectification, or other sanctions.
As advised by our PRC counsel,
12 unchanged sentences
and adversely affect our financial condition and results of operations and cause our securities to significantly decline in value or become
−Removed: In light of the recent statements and regulatory actions by the PRC
−Removed: government, such as those related to data security, and anti-monopoly concerns, Planet Green may be subject to the risks of uncertainty
−Removed: of any future actions of the PRC government in this regard.
−Removed: Planet Green may also be subject to penalties and sanctions imposed by the
−Removed: PRC regulatory agencies, including the CSRC, if it fails to comply with such rules and regulations, which could adversely affect the ability
−Removed: of Planet Green to continue to be listed for trading on NYSE American or another foreign exchange, which may cause the value of Planet
−Removed: Green’s securities to significantly decline or become worthless.
−Removed: The Holding Foreign Companies Accountable Act (the “HFCA
−Removed: Act”) and related regulations call for additional and more stringent criteria to be applied to emerging market companies upon assessing
−Removed: the qualification of their auditors and could add uncertainties to Planet Green’s offering that trading in Planet Green’s
−Removed: securities may be prohibited under the HFCA Act.
−Removed: Planet Green’s auditor, YCM CPA INC., is headquartered in California and has been
−Removed: inspected by the Public Company Accounting Oversight Board (United States) (the “PCAOB”) on a regular basis.
−Removed: Our auditor is
−Removed: not included in the list of PCAOB Identified Firms of having been unable to be inspected or investigated completely by the PCAOB in the
−Removed: PCAOB Determination Report issued in December 2021.
+Added: In light of the recent statements
+Added: and regulatory actions by the PRC government, such as those related to data security, and anti-monopoly concerns, Planet Green may be
+Added: subject to the risks of uncertainty of any future actions of the PRC government in this regard.
+Added: Planet Green may also be subject to penalties
+Added: and sanctions imposed by the PRC regulatory agencies, including the CSRC, if it fails to comply with such rules and regulations, which
+Added: could adversely affect the ability of Planet Green to continue to be listed for trading on NYSE American or another foreign exchange,
+Added: which may cause the value of Planet Green’s securities to significantly decline or become worthless.
+Added: The Holding Foreign Companies
+Added: Accountable Act (the “HFCA Act”) and related regulations call for additional and more stringent criteria to be applied to
+Added: emerging market companies upon assessing the qualification of their auditors and could add uncertainties to Planet Green’s offering
+Added: that trading in Planet Green’s securities may be prohibited under the HFCA Act.
+Added: Planet Green’s auditor, YCM CPA INC., is headquartered
+Added: in California and has been inspected by the Public Company Accounting Oversight Board (United States) (the “PCAOB”) on a regular
+Added: Our auditor is not included in the list of PCAOB Identified Firms of having been unable to be inspected or investigated completely
+Added: by the PCAOB in the PCAOB Determination Report issued in December 2021.
On June 22, 2021, the U.S.
−Removed: Senate passed the Accelerating Holding Foreign Companies
−Removed: Accountable Act, which, if enacted, would reduce the number of consecutive non-inspection years required for triggering the prohibitions
−Removed: under the HFCA Act from three years to two.
−Removed: On December 29, 2022, the President signed the Consolidated Appropriations Act, 2023, which,
−Removed: among other things, amended the HFCAA to reduce the number of consecutive years an issuer can be identified as a Commission-Identified
+Added: Senate passed the Accelerating Holding
+Added: Foreign Companies Accountable Act, which, if enacted, would reduce the number of consecutive non-inspection years required for triggering
+Added: the prohibitions under the HFCA Act from three years to two.
+Added: On December 29, 2022, the President signed the Consolidated Appropriations
+Added: Act, 2023, which, among other things, amended the HFCAA to reduce the number of consecutive years an issuer can be identified as a Commission-Identified
Issuer before the Commission must impose an initial trading prohibition on the issuer’s securities from three years to two years.
4 unchanged sentences
might pose regulatory risks to and impose restrictions on us because of our operations in mainland China.
−Removed: Planet Green is engaged
−Removed: in a number of diverse businesses, including consumer products, chemical products, advertising.
Consumer Products Business
−Removed: The Company’s consumer products business
−Removed: is conducted through two subsidiaries:
−Removed: Shandong Yunchu and Xianning Bozhuang.
−Removed: Shandong Yunchu imports and
−Removed: distributes animal proteins, mainly beef products in Chinese market.
−Removed: It markets and transports the best beef products from the world’s
−Removed: major agricultural regions.
−Removed: Shandong Yunchu has the mature global purchasing network and has gained the trust and authority of many international
−Removed: brands with more than 8 years of development and accumulation.
−Removed: Beef products are marketed domestically to food retailers, foodservice
−Removed: distributors, restaurant operators, hotel chains and other food processors.
−Removed: Over the past few years, Yunchu develops into a professional
−Removed: integrated company, which can manage import, storage, whole sale, retail and distribution.
−Removed: Xianning Bozhuang produces
−Removed: and distributes a variety of Chinese tea leaves broadly categories including Cyan brick tea, black tea and green tea in China.
−Removed: Shandong Yunchu mainly purchased frozen beef from six countries including
−Removed: Uruguay, Brazil, Chile, Argentina, Australia and New Zealand and 25 factories are involved.
−Removed: The top ten suppliers include Marrig, Minerva
−Removed: S.A., G & K O’Connor Pty Ltd, Frigorifico matadero Pando ontilcor S.A., Las Moras, Frigorifico de Osorno S.A., Ersinal S.A.
−Removed: ecoparks S.A., lorsinal S.A., and Minerva S.A.
−Removed: The Company has established a stable long term cooperative relationship with these beef
−Removed: and mutton manufacturers.
−Removed: The stable supply provides competitive advantage for Company to procure various beef products with high quality
−Removed: and low price to meet the needs of domestic customers.
−Removed: Our food products compete
−Removed: with those of other food producers and processors and certain prepared food manufacturers.
−Removed: We seek to achieve a leading market position
−Removed: for our products via our principal marketing and competitive strategy, which includes:
−Removed: ● identifying
−Removed: target markets for value-added products;
−Removed: ● concentrating
−Removed: production, sales and marketing efforts to appeal to and enhance demand from those markets;
−Removed: our national distribution systems and customer support services.
−Removed: Past efforts indicate customer
−Removed: demand can be increased and sustained through application of our marketing strategy, as supported by our distribution systems.
−Removed: The principal
−Removed: competitive elements are price, product safety and quality, brand identification, innovation, breadth and depth of product offerings,
−Removed: availability of products, customer service and credit terms.
−Removed: Black tea is produced in Guangxi,
−Removed: Sichuan, Yunnan, Hunan, Hubei, Shanxi and Anhui provinces in China.
−Removed: Our black tea products are processed in our factory in Hubei province
−Removed: and distributed nationwide.
−Removed: There are few large players on the market but we face fierce competition from numerous small black tea manufactures
−Removed: and distributors.
−Removed: However, as our brand has over hundreds of year’s history, we have accumulated loyal consumers and gained favorable
−Removed: market reputation over years.
+Added: We operate a tea products
+Added: business focused on the production, processing, and sale of dark tea, primarily in the form of compressed brick tea, commonly referred
+Added: to as Qingzhuan tea, a category of post-fermented tea within the broader dark tea segment.
+Added: Our business integrates raw material sourcing,
+Added: fermentation, product refinement, and distribution, allowing us to maintain quality control across key stages of production while responding
+Added: to evolving market demand.
+Added: Our operations begin with
+Added: the procurement of high-quality fresh green tea leaves from selected suppliers.
+Added: These raw materials undergo a series of processing steps,
+Added: including withering, rolling, controlled microbial fermentation, and drying.
+Added: The fermentation stage is critical, as it involves carefully
+Added: managed microbial activity that develops the tea’s distinctive flavor profile, aroma, and color, as well as its characteristic aging
+Added: Through this process, the tea acquires the attributes commonly associated with traditional dark tea products.
+Added: Following fermentation, the
+Added: tea is refined and compressed into standardized shapes, primarily brick form, to facilitate storage, transportation, and long-term aging.
+Added: Compressed products such as Qingzhuan tea are valued for their durability, extended shelf life, and ability to improve in taste and complexity
+Added: over time under appropriate storage conditions.
+Added: Leveraging our expertise in processing and fermentation, we focus on preserving these
+Added: traditional qualities while enhancing product consistency and usability.
+Added: Our flagship product is brick
+Added: To better align with modern consumption preferences, we apply proprietary physical processing techniques to reshape and refine
+Added: traditional compressed tea bricks.
+Added: Through controlled cutting, portioning, and re-compression, we produce tea products that are easier
+Added: to handle and brew, reducing the need for specialized tools while maintaining the integrity, flavor, and aging characteristics of the
+Added: original tea material.
+Added: These innovations are designed to enhance convenience without compromising authenticity.
+Added: Building on this foundation,
+Added: we have expanded our product portfolio to include mini brick dark tea and loose-leaf dark tea in various forms.
+Added: Mini brick products provide
+Added: pre-portioned servings suitable for individual consumption and on-the-go use, while loose-leaf offerings cater to consumers who prefer
+Added: more traditional or flexible brewing methods.
+Added: We also offer products in a range of shapes, sizes, and packaging formats to address diverse
+Added: consumption scenarios, including retail, gifting, and bulk purchases.
+Added: We sell our tea products
+Added: through a combination of direct sales and third-party distribution channels.
+Added: In addition, we have recently expanded our sales and marketing
+Added: efforts by engaging sales agents to promote our products and enhance market penetration.
+Added: These agents support customer acquisition, order
+Added: generation, and geographic expansion, particularly in regions where we do not maintain a direct sales presence.
+Added: We believe this sales
+Added: agent model enables us to scale our distribution network efficiently while maintaining flexibility in managing selling expenses.
+Added: Our products are marketed
+Added: to distributors and consumers who value traditional Chinese dark tea for its cultural significance, distinctive characteristics, and perceived
+Added: health benefits.
+Added: Through continuous product innovation, refinement of processing techniques, and expansion of our sales network, we aim
+Added: to bridge traditional tea culture with modern lifestyle needs and position ourselves to serve both domestic and international markets.
+Added: The tea products industry
+Added: in China is highly competitive and fragmented, particularly within the dark tea segment, which includes Qingzhuan tea, Pu-erh tea, Liubao
+Added: tea, and other post-fermented tea products.
+Added: The broader Chinese tea market is characterized by a large number of regional producers, traditional
+Added: tea factories, agricultural cooperatives, local processing workshops, branded consumer tea companies, distributors, and e-commerce-oriented
+Added: sellers, with no single participant holding a dominant nationwide market share.
+Added: Within the dark tea category,
+Added: the Company competes with well-established producers and brands located in major tea-producing regions, including Hubei, Hunan, Guangxi,
+Added: and Yunnan, many of which have long operating histories, recognized geographic origins, and strong brand awareness among tea consumers.
+Added: Certain larger competitors benefit from greater scale in raw material procurement, vertically integrated production facilities, broader
+Added: distribution networks, and stronger financial and marketing resources.
+Added: At the same time, the Company
+Added: also faces substantial competition from numerous smaller local tea processors, specialty tea merchants, and family-operated workshops
+Added: that compete on regional reputation, traditional craftsmanship, flexible pricing, and niche customer relationships.
+Added: Because tea production
+Added: in China remains highly fragmented at both the raw material sourcing and finished product distribution levels, barriers to entry for smaller
+Added: market participants can be relatively low in certain local markets.
+Added: The Company primarily competes
+Added: on the basis of product quality, fermentation and compression expertise, consistency of flavor and aging characteristics, convenience-oriented
+Added: product design, brand reputation, pricing, packaging, and distribution reach.
+Added: In particular, the Company believes its ability to modernize
+Added: traditional brick dark tea through proprietary reshaping, portioning, and re-compression techniques differentiates its products by improving
+Added: ease of use while preserving the authenticity and cultural attributes valued by consumers.
+Added: Competition is also influenced
+Added: by access to high-quality fresh tea leaves, quality control throughout fermentation and storage, innovation in product form and packaging,
+Added: effectiveness of sales channels, and the ability to respond to evolving consumer preferences, including demand for smaller portions, gifting
+Added: formats, and products suited for modern lifestyles.
+Added: The Company’s use of direct sales, third-party distributors, and commissioned
+Added: sales agents further intensifies competition by placing it alongside both established branded tea enterprises and smaller regionally focused
Chemical Business
−Removed: Jingshan Sanhe has four
−Removed: production lines on an 11,000-square-meter facility and owns capacities to complete manufacturing, labeling, and packaging.
−Removed: Sanhe researches, manufactures and distributes ethanol fuel products in China.
−Removed: There are many other companies
−Removed: operating in the renewable energy.
−Removed: Evolving consumer preferences, regulatory conditions, ongoing industry trends, and project economics
−Removed: have a strong effect on the competitive landscape.
−Removed: The clean energy markets are heavily fragmented.
−Removed: We believe we are in a strong position
−Removed: to compete for new project development and supply opportunities.
−Removed: Competition for such opportunities, however, including the prices being
−Removed: offered for fuel supply, affect the profitability of the opportunities we pursue, and may make opportunities unsuitable to pursue.
−Removed: Sanhe is one of the top ten private enterprises in the region of Jingshan.
−Removed: Jingshan Sanhe has 12 patents, 17 sets of professional laboratory
−Removed: equipment and 2 advanced and complete production lines.
+Added: Jingshan Sanhe has two production
+Added: lines situated within an 11,000 square-meter facility and owns capacities to complete manufacturing, labeling, and packaging.
+Added: Sanhe researches, manufactures and distributes methanol fuel additives, alcohol based fuel, and diesel fuel in China.
+Added: Methanol fuel additives
+Added: are designed to enhance the combustion performance, stability, and safety of methanol-based fuels.
+Added: These additives improve fuel efficiency,
+Added: optimize energy output, and reduce engine wear, thereby increasing overall operational reliability.
+Added: Alcohol based fuel is primarily used
+Added: in catering stoves, industrial boilers, heating equipment, and other applications as a clean, cost-effective alternative energy source.
+Added: It offers environmental benefits compared to traditional fossil fuels and is widely adopted in commercial and light industrial settings.
+Added: Diesel fuel is extensively used in diesel-powered vehicles, construction machinery, generator sets, and various industrial operations.
+Added: It serves as a reliable source of power generation and heating in transportation, infrastructure development, and manufacturing sectors.
+Added: The renewable energy industry
+Added: is highly competitive, with numerous companies operating across the sector.
+Added: The competitive landscape is significantly influenced by evolving
+Added: consumer preferences, regulatory developments, prevailing industry trends, and project-level economic considerations.
+Added: In addition, the
+Added: clean energy markets in which we operate remain highly fragmented.
+Added: We believe our industry experience, operational capabilities, and established
+Added: relationships position us competitively in pursuing new project development and supply opportunities.
+Added: However, competition for these opportunities,
+Added: including pricing pressure on fuel supply and other key inputs, may adversely affect the profitability of projects we evaluate and could
+Added: render certain opportunities economically unattractive.
The market for vehicle fuels
is highly competitive.
−Removed: The biggest competition for alcohol-based high clean fuel used as a vehicle fuel is gasoline and diesel because
−Removed: most vehicles in our key markets are powered by these fuels.
−Removed: Many established businesses are in the market for alcohol-based high clean
−Removed: fuels and other alternatives for use as vehicle fuel, including alternative vehicle and alternative fuel companies, refuse collectors,
−Removed: industrial gas companies, truck stop and fuel station owners, fuel providers, utilities and their affiliates and other organizations.
−Removed: If the alternative vehicle
−Removed: fuel market grows then the number and type of participants in this market and their level of capital and commitments to alternative vehicle
−Removed: fuel programs will increase.
−Removed: We compete for vehicle fuel users based on demand for the type of fuel, which may be affected by a variety
−Removed: of factors, including, among others, cost, supply, availability, quality, cleanliness, and safety of the fuel;
−Removed: cost, availability and
−Removed: reputation of vehicles and engines;
−Removed: convenience and accessibility of fueling stations;
−Removed: regulatory mandates and other requirements;
−Removed: recognition of the brand.
−Removed: We believe we compare favorably with our competitors based on these factors;
−Removed: however, some of our competitors
−Removed: have substantially greater financial, marketing, and other resources than we have.
−Removed: As a result, these competitors may be able to respond
−Removed: more quickly to changes in customer preferences, legal requirements or other industry or regulatory trends;
−Removed: devote greater resources to
−Removed: the development, promotion and sale of their products;
−Removed: adopt more aggressive pricing policies, dedicate more effort to infrastructure
−Removed: and systems development in support of their business or product development activities;
−Removed: implement more robust or creative initiatives
−Removed: to advance consumer acceptance of their products;
−Removed: or exert more influence on the regulatory landscape that impacts the vehicle fuels market.
+Added: The principal competition for alcohol-based high-clean fuels used in transportation is conventional gasoline and
+Added: diesel, as the majority of vehicles in our key markets continue to rely on these fuels.
+Added: In addition, numerous established participants
+Added: compete in the market for alcohol-based high-clean fuels and other alternative vehicle fuels, including alternative vehicle and fuel companies,
+Added: waste management and refuse collection companies, industrial gas providers, truck stop and fuel station operators, fuel distributors,
+Added: utilities and their affiliates, and other industry participants.
+Added: As the market for alternative
+Added: vehicle fuels continues to expand, we expect the number and diversity of market participants, as well as the level of capital investment
+Added: and strategic commitment to alternative fuel programs, to increase.
+Added: We compete for vehicle fuel customers based on several factors that
+Added: influence demand, including fuel cost, supply, availability, quality, cleanliness, and safety;
+Added: the cost, availability, and reputation
+Added: of compatible vehicles and engines;
+Added: the convenience and accessibility of fueling infrastructure;
+Added: applicable regulatory mandates and other
+Added: governmental requirements;
+Added: and overall brand recognition.
+Added: We believe our products compare
+Added: favorably with those of our competitors across these factors.
+Added: However, certain of our competitors possess substantially greater financial,
+Added: marketing, operational, and other resources than we do.
+Added: As a result, these competitors may be better positioned to respond more rapidly
+Added: to shifts in customer preferences, changes in legal requirements, or broader industry and regulatory developments.
+Added: They may also be able
+Added: to devote greater resources to product development, marketing, sales, infrastructure expansion, and systems enhancement, pursue more
+Added: aggressive pricing strategies, undertake broader initiatives to increase consumer acceptance of their products, and exert greater influence
+Added: over the regulatory environment affecting the vehicle fuels market.
Advertising Business
−Removed: Fast Approach is a North America demand side platform
−Removed: that directly connects to Chinese market without middleman and is supported by world class data science researchers among some well-respected
−Removed: universities in North America.
−Removed: A demand-side platform is a system that allows buyers of digital advertising inventory to manage multiple
−Removed: ad exchange and data exchange through one interface.
−Removed: Fast Approach builds full audience scale model, extracts audience features, optimizes
−Removed: advertising campaign strategies.
−Removed: The Trade Desk is the
−Removed: largest, independent programmatic advertising DSP for digital media buyers in the world.
−Removed: The Trade Desk launched its programmatic ad
−Removed: buying platform in China since 2019 facilitating access to Chinese media companies, such as Alibaba, Tencent and Baidu Exchange
−Removed: The Trade Desk is the major competitor in north American.
−Removed: Raw Materials
−Removed: Our business depends on obtaining a reliable supply
−Removed: of various products, including tea, refined methanol, methanol, formaldehyde, polymer emulsion and beef products.
−Removed: Because of the diversity
−Removed: of available sources of these raw materials, we believe that our raw materials are currently in adequate supply.
−Removed: We obtain our raw materials primarily from domestic
−Removed: procurement for our tea production and methanol products.
−Removed: Shandong Yunchu carries out our beef products business.
−Removed: It mainly purchased
−Removed: frozen beef from six countries including Uruguay, Brazil, Chile, Argentina, Australia and New Zealand, and 25 factories are involved.
−Removed: The top ten suppliers include:
−Removed: Marrig, Minerva S.A., G & K O’Connor Pty Ltd, Frigorifico matadero Pando ontilcor S.A., Las Moras,
−Removed: Frigorifico de Osorno S.A., Ersinal S.A.
−Removed: ecoparks S.A., lorsinal S.A., and Minerva S.A.
−Removed: The Company has established a stable long term
−Removed: cooperative relationship with these beef and mutton manufacturers.
−Removed: The stable supply provides competitive advantage for Company to procure
−Removed: various various beef products with high quality and low price to meet the needs of domestic customers.
−Removed: We select suppliers based
−Removed: on price and product quality.
−Removed: We typically rely on numerous domestic suppliers, including some with whom we have a long-term relationship.
−Removed: Our suppliers generally include wholesale agricultural product companies, food production companies, tea bag processing companies and
−Removed: chemical products wholesale company.
−Removed: Our Customers
−Removed: Our products are sold both in Chinese domestic market.
−Removed: Shandong Yunchu
−Removed: distributes beef products in China including several major beef products providers and distributors in China, such as Henan Hengdu Food
−Removed: Co., Ltd., Shanxi Pingyao Beef Group, Shandong Delis Food Co., Ltd.
−Removed: and Heilongjiang Binxi Group.
−Removed: When it comes to manufacturing and sales
−Removed: of synthetic fuel products, we do business through direct sales, constructing refuel facilities and conducting technical cooperation with
−Removed: other companies.
−Removed: Our Sales and Marketing Efforts
−Removed: We have not spent a significant
−Removed: amount of capital on advertising in the past, and our advertising budget continues to be limited.
−Removed: In 2024, our marketing and branding
−Removed: efforts mainly focus on internet advertising and long-term customers.
+Added: Fast Approach provides digital
+Added: advertising delivery and operational services, with China and North America serving as its two core markets.
+Added: The Company focuses on executing
+Added: and managing advertising campaigns across multiple digital channels, leveraging data-driven optimization and localized operational expertise
+Added: to improve campaign performance and return on investment.
+Added: In China, Fast Approach assists
+Added: advertisers in accessing and operating within a diverse and platform-centric digital advertising ecosystem.
+Added: In North America, the Company
+Added: supports campaign execution across major digital platforms and programmatic advertising networks.
+Added: Its presence in both regions enables
+Added: it to facilitate cross-border advertising execution for clients seeking to expand into new markets.
+Added: The Company’s core services
+Added: include advertising placement, campaign execution, account management, performance monitoring, and ongoing optimization.
+Added: Fast Approach
+Added: focuses on implementing advertiser-provided strategies by managing media buying processes, setting up campaigns, and continuously adjusting
+Added: key parameters such as audience targeting, bidding, and ad creatives based on real-time performance data.
+Added: Through detailed analytics and
+Added: performance tracking, the Company works to improve key metrics such as click-through rates, conversion rates, and customer acquisition
+Added: Fast Approach collaborates
+Added: with advertising platforms, media publishers, and technology partners to access advertising inventory and delivery tools.
+Added: These relationships
+Added: allow the Company to execute campaigns efficiently across a variety of formats, including display advertising, search-based advertising,
+Added: and social media promotion.
+Added: The digital advertising services
+Added: industry is highly competitive and rapidly evolving.
+Added: Fast Approach competes with a broad range of market participants, including large
+Added: global advertising agencies, major demand-side and programmatic advertising platforms, specialized cross-border marketing firms, local
+Added: media buying agencies, and smaller boutique digital advertising service providers in both China and North America.
+Added: In both core markets, the
+Added: Company faces competition from well-established industry participants with significantly greater financial, technical, marketing, and
+Added: personnel resources, broader client relationships, and more extensive proprietary technology capabilities.
+Added: These larger competitors may
+Added: benefit from stronger brand recognition, deeper platform integrations, and the ability to offer a wider range of end-to-end marketing
+Added: solutions, including strategy, creative development, data analytics, and customer relationship management services.
+Added: At the same time, the Company
+Added: also competes with numerous smaller regional and niche service providers that often focus on specific industries, localized customer segments,
+Added: or individual advertising platforms.
+Added: These smaller competitors may compete aggressively on pricing, service flexibility, or specialized
+Added: local market knowledge.
+Added: Fast Approach primarily competes
+Added: on the basis of its cross-border campaign execution capabilities, operational expertise in both China and North America, responsiveness
+Added: to client needs, ability to optimize campaign performance through real-time data analysis, and experience navigating platform-specific
+Added: advertising requirements in different jurisdictions.
+Added: The Company believes its localized execution capabilities and familiarity with multi-market
+Added: advertising ecosystems position it to serve clients seeking efficient campaign delivery across borders.
+Added: Competition in the industry
+Added: is based on factors including campaign performance, pricing, quality of service, speed of execution, platform access, data analytics capabilities,
+Added: client relationships, and the ability to adapt to frequent changes in platform algorithms, privacy requirements, and advertising policies.
+Added: The Company primarily serves
+Added: advertisers seeking to enhance brand exposure, user acquisition, and sales conversion in both domestic and international markets.
+Added: on execution and operational optimization rather than strategic planning, Fast Approach positions itself as a performance-driven service
+Added: provider capable of delivering scalable and efficient advertising solutions.
+Added: Fast Approach Inc.
+Added: has continued
+Added: to invest in technology development and is strategically expanding toward AI-driven GEO optimization and intelligent marketing automation,
+Added: positioning the Company to compete in the next generation of digital marketing solutions.
+Added: The Company’s development
+Added: initiatives are supported by a combination of internal technical resources and external collaborators, including advisors and contributors
+Added: with expertise in artificial intelligence, natural language processing (NLP), and mental health applications.
+Added: This integrated technical
+Added: and domain expertise enhances the Company’s research and development capabilities in applied AI systems.
+Added: As part of these efforts,
+Added: the Company is developing a prototype dialogue agent intended for early-stage mental health support.
+Added: This initiative reflects the Company’s
+Added: broader strategy to leverage advanced AI technologies to create scalable, data-driven solutions across digital marketing and emerging
+Added: AI-enabled application areas.
Organizational Structure
19 unchanged sentences
The Common Stock was assigned a new CUSIP number 72703U 201 following the reverse stock split.
−Removed: Each shareholder’s percentage ownership interest in the Company
−Removed: and proportional voting power remains virtually unchanged as a result of the Reverse Stock Split, except for minor changes and adjustments
−Removed: that will result from rounding fractional shares into whole shares.
−Removed: The rights and privileges of the holders of shares of Common Stock
−Removed: were substantially unaffected by the Reverse Stock Split.
−Removed: No fractional shares will be issued in connection with the Reverse Stock Split.
+Added: Each shareholder’s percentage
+Added: ownership interest in the Company and proportional voting power remains virtually unchanged as a result of the Reverse Stock Split, except
+Added: for minor changes and adjustments that will result from rounding fractional shares into whole shares.
+Added: The rights and privileges of the
+Added: holders of shares of Common Stock were substantially unaffected by the Reverse Stock Split.
+Added: No fractional shares will be issued in connection
+Added: with the Reverse Stock Split.
Fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share.
10 unchanged sentences
VIE agreements with Jiayi Technologies on the same day.
−Removed: On August 2, 2021, as part of the internal restructure efforts to remove VIE arrangement,
+Added: On August 2, 2021, as part of the internal restructure efforts to remove VIE arrangements,
the Company and its subsidiary terminated series of VIE agreements and acquired 100% equity ownership of Xianning Bozhuang.
10 unchanged sentences
On September 10, 2021, as part of the internal
−Removed: restructure efforts to remove VIE arrangement, Hubei Bulaisi acquired 85% equity ownership of Jingshan Sanhe and Jiayi Technologies terminated
+Added: restructure efforts to remove VIE arrangements, Hubei Bulaisi acquired 85% equity ownership of Jingshan Sanhe and Jiayi Technologies terminated
the VIE agreements with Jingshan Sanhe on the same date.
8 unchanged sentences
Upon closing of the transaction, Jiayi Technologies acquired 100% equity ownership of Shandong Yunchu.
−Removed: On April 8, 2022, the Company
−Removed: entered into a Share Purchase Agreement with Allinyson Ltd.
−Removed: and each of shareholders of Allinyson.
−Removed: Upon closing of the transaction, the
−Removed: Company acquired 100% equity ownership of Allinyson.
−Removed: On April 1, 2024, the Company transferred 100% of Allinyson’s shares and other
−Removed: equity interest to an individual for aggregated purchase price of $1.00, and Allinyson was completely disposed.
+Added: The Board resolved
+Added: to discontinue the operation of Shandong Yunchu on April 30, 2025, and subsequently, on September 1, 2025, the Company disposed of its
+Added: 100% equity interest in Promising Prospect for nominal consideration.
+Added: Promising Prospect indirectly held 100% of the equity interest in Shandong Yunchu through Jiayi Technologies and did not own any other
+Added: operating assets of the Company.
+Added: As a result of the disposition, Shandong Yunchu, Promising Prospect and Jiayi Technologies ceased to
+Added: be subsidiaries of the Company.
+Added: On November 26, 2025, Bozhuang
+Added: entered into a Share Purchase Agreements with shareholders of Hubei Shengsili, to acquire 67% equity interests in Hubei Shengsili for
+Added: a consideration of $143, resulting in goodwill of $7,005.
+Added: On December 16, 2025, Promising
+Added: Prospect established PinnacleTech, a HK limited liability company, as a wholly owned subsidiary.
+Added: On December 24, 2026, PinnacleTech established
+Added: Dingfeng Technology, a PRC limited liability company, as a wholly owned subsidiary.
+Added: On March 10, 2026, the Company
+Added: incorporated Hubei Taihe Biotechnology Co., Ltd., a PRC limited liability company.
Cash Flows through Our Organization:
5 unchanged sentences
(1) we may transfer funds to our WFOEs
−Removed: through our Hong Kong subsidiaries, Promising Prospect HK Limited, and Bless Chemical Co., Ltd.
−Removed: (HK) by additional capital contributions
−Removed: or shareholder loans, as the case may be;
+Added: through our Hong Kong subsidiaries, PinnacleTech HK Limited, and Bless Chemical Co., Ltd.
+Added: (HK) by additional capital contributions or
+Added: shareholder loans, as the case may be;
and (2) our PRC subsidiaries may make dividends or other distributions to Planet Green.
−Removed: not have cash management policies dictating how funds are transferred throughout our organization.
−Removed: We may encounter difficulties in our
−Removed: ability to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed on
−Removed: foreign exchange.
+Added: have cash management policies dictating how funds are transferred throughout our organization.
+Added: We may encounter difficulties in our ability
+Added: to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed on foreign
If we intend to distribute dividends through Planet Green, our WFOEs will transfer the dividends to our Hong Kong subsidiaries
3 unchanged sentences
investors or investors in other countries or regions.
−Removed: There can be no assurance the PRC
−Removed: government will not intervene or impose restrictions on the Company’s ability to transfer cash out of China.
+Added: There can be no assurance that the
+Added: PRC government will not intervene or impose restrictions on the Company’s ability to transfer cash out of China.
Effects of PRC foreign exchange regulations
1 unchanged sentence
Current foreign exchange and
−Removed: other regulations in the PRC may restrict our PRC subsidiaries in their ability to transfer their net assets to Planet Green and its subsidiaries
−Removed: and to investors.
−Removed: The PRC government imposes controls on the convertibility of the Renminbi into foreign currencies and, in certain cases,
−Removed: the remittance of currency out of China.
−Removed: Under our current corporate structure, Planet Green as the holding company may rely on dividend
−Removed: payments from its subsidiaries to fund any cash and financing requirements Planet Green may have.
−Removed: Under existing PRC foreign exchange
−Removed: regulations, payments of current account items, including profit distributions, interest payments and trade and service-related foreign
−Removed: exchange transactions, can be made in foreign currencies without prior approval of the State Administration of Foreign Exchange (the “SAFE”)
−Removed: by complying with certain procedural requirements.
−Removed: Specifically, under the existing exchange restrictions, without prior approval of SAFE,
−Removed: cash generated from the operations of our PRC subsidiaries in China may be used to pay dividends to Planet Green.
−Removed: However, approval from
−Removed: or registration with appropriate government authorities is required where Renminbi is to be converted into foreign currency and remitted
−Removed: out of China to pay capital expenses such as the repayment of loans denominated in foreign currencies.
−Removed: As a result, we need to obtain
−Removed: SAFE approval to use cash generated from the operations of our PRC subsidiaries and VIE to pay off their respective debt in a currency
−Removed: other than Renminbi owed to entities outside China, or to make other capital expenditure payments outside China in a currency other than
+Added: other regulations in the PRC may restrict our PRC subsidiaries and their ability to transfer their net assets to Planet Green and its
+Added: subsidiaries and to investors.
+Added: The PRC government imposes controls on the convertibility of the Renminbi into foreign currencies and,
+Added: in certain cases, the remittance of currency out of China.
+Added: Under our current corporate structure, Planet Green as the holding company
+Added: may rely on dividend payments from its subsidiaries to fund any cash and financing requirements Planet Green may have.
+Added: Under existing
+Added: PRC foreign exchange regulations, payments of current account items, including profit distributions, interest payments and trade and service-related
+Added: foreign exchange transactions, can be made in foreign currencies without prior approval of the State Administration of Foreign Exchange
+Added: (the “SAFE”) by complying with certain procedural requirements.
+Added: Specifically, under the existing exchange restrictions, without
+Added: prior approval of SAFE, cash generated from the operations of our PRC subsidiaries in China may be used to pay dividends to Planet Green.
+Added: However, approval from or registration with appropriate government authorities is required where Renminbi is to be converted into foreign
+Added: currency and remitted out of China to pay capital expenses such as the repayment of loans denominated in foreign currencies.
+Added: we need to obtain SAFE approval to use cash generated from the operations of our PRC subsidiaries and VIE to pay off their respective
+Added: debt in a currency other than Renminbi owed to entities outside China, or to make other capital expenditure payments outside China in
+Added: a currency other than Renminbi.
In light of the flood of capital
53 unchanged sentences
Currently all our directors
−Removed: and majority of senior executive officers either are physically reside in China for a significant portion of each year, and/or are PRC
+Added: and majority of senior executive officers either physically reside in China for a significant portion of each year, and/or are PRC nationals.
As a result, it may be difficult for you to effect service of process upon us or those persons inside mainland China.
−Removed: there is uncertainty as to whether the PRC courts would recognize or enforce judgments of U.S.
+Added: In addition, there
+Added: is uncertainty as to whether the PRC courts would recognize or enforce judgments of U.S.
courts against us or such persons predicated
33 unchanged sentences
Our Manufacturing Facilities
−Removed: We currently manufacture our products and provide
−Removed: services in Jingshan City and Xianning City of Hubei Province, Qingdao City of Shandong Province, and Toronto in Canada.
+Added: We currently manufacture our
+Added: products and provide services in Jingshan City and the Xianning City of Hubei Province and Toronto in Canada.
The following table indicates the year that operations
commenced at each of the facilities and the size of the facilities.
−Removed: Facility Size
Xianning Bozhuang*
Jingshan Sanhe**
−Removed: a VIE in May 2019 and a subsidiary in August 2021.
−Removed: a subsidiary in September 2021.
+Added: Became a VIE in May 2019 and a subsidiary in August 2021.
+Added: Became a subsidiary in September 2021.
Production Lines
−Removed: We currently manufacture our products using production lines.
−Removed: The production process for our cyan brick tea products
−Removed: involves, primary processing of fresh leaves, piling and fermenting, storing and aging, picking, pressing, and baking.
−Removed: The production
−Removed: process for our black tea products involves selecting and sorting the fresh leaves, withering, rolling, fermenting, baking and drying,
−Removed: grading according to color, prompting fragrance, packing and warehousing.
−Removed: The production process for our green tea products involves selecting
−Removed: and sorting the fresh leaves, airing, fixating, cooling, rolling, stir drying, selecting and grading, prompting fragrance, packing and
−Removed: The production process for our clean fuel oil is
−Removed: illustrated as follows.
−Removed: The self-control design of the facilities for storage of raw materials and addition of additives shall, in accordance
−Removed: with the requirements of the process, conduct centralized indication and adjustment of the temperature, flow rate and liquid level of
−Removed: the raw oil tanks, raw oil metering tanks, product oil allocation tanks and finished oil tanks during the fuel blending process;
−Removed: remote monitoring of the whole fuel production process, and conduct on-the-spot indication of pressure and partial flow rate.
+Added: We currently manufacture our products through production
+Added: Our operations begin with
+Added: the procurement of high-quality fresh green tea leaves from selected suppliers.
+Added: These raw materials undergo a series of processing steps,
+Added: including withering, rolling, controlled microbial fermentation, and drying.
+Added: The fermentation stage is critical, as it involves carefully
+Added: managed microbial activity that develops the tea’s distinctive flavor profile, aroma, and color, as well as its characteristic aging
+Added: Through this process, the tea acquires the attributes commonly associated with traditional dark tea products.
+Added: Following fermentation, the
+Added: tea is refined and compressed into standardized shapes, primarily brick form, to facilitate storage, transportation, and long-term aging.
+Added: Compressed products such as Qingzhuan tea are valued for their durability, extended shelf life, and ability to improve in taste and complexity
+Added: over time under appropriate storage conditions.
+Added: Leveraging our expertise in processing and fermentation, we focus on preserving these
+Added: traditional qualities while enhancing product consistency and usability.
+Added: The production process for
+Added: our clean fuel oil is illustrated as follows.
+Added: The self-control design of the facilities for storage of raw materials and addition of additives
+Added: shall, in accordance with the requirements of the process, conduct centralized indication and adjustment of the temperature, flow rate
+Added: and liquid level of the raw oil tanks, raw oil metering tanks, product oil allocation tanks and finished oil tanks during the fuel blending
+Added: realize remote monitoring of the whole fuel production process, and conduct on-the-spot indication of pressure and partial flow
The following table shows the number and types
12 unchanged sentences
There are two production lines:
−Removed: the production line of ethanol fuel and the production line of fuel additive
+Added: the production line of alcohol fuel
+Added: and the production line of fuel additive
Alcohol based clean fuel, liquid wax, arene and biomass fuel
3 unchanged sentences
Our Supply Sources
−Removed: Our business depends on obtaining
−Removed: a reliable supply of various products, including tea, diesel l, and beef products.
−Removed: Because of the diversity of available sources of these
−Removed: raw materials, we believe that our raw materials are currently in adequate supply.
−Removed: We obtain our raw materials
−Removed: primarily from domestic procurement for our tea production and diesel.
−Removed: When it comes to our beef products, we rely on overseas suppliers
−Removed: to import the raw materials.
−Removed: Shandong Yunchu carries out our beef products business.
−Removed: It mainly purchased
−Removed: frozen beef from six countries including Uruguay, Brazil, Chile, Argentina, Australia and New Zealand and 25 factories are involved.
−Removed: top ten suppliers include:
−Removed: Marrig, Minerva S.A., G & K O’Connor Pty Ltd, Frigorifico matadero Pando ontilcor S.A., Las Moras,
−Removed: Frigorifico de Osorno S.A., Ersinal S.A.
−Removed: ecoparks S.A., lorsinal S.A., and Minerva S.A.
−Removed: The Company has established a stable long term
−Removed: cooperative relationship with these beef and mutton manufacturers.
−Removed: The stable supply provides competitive advantage for Company to procure
−Removed: various beef products with high quality and low price to meet the needs of domestic customers.
+Added: Our business depends on the
+Added: availability of a reliable supply of various raw materials and products, including tea leaves, chemical materials, alcohol-based fuel
+Added: inputs, methanol fuel additives, and diesel.
+Added: Due to the diversity and availability of supply sources for these materials, we believe our
+Added: current supply is adequate to support our operations.
+Added: We source our raw materials
+Added: primarily through domestic procurement channels to support our tea production, methanol fuel additive, alcohol-based fuel, and diesel
We select suppliers based
−Removed: on price and product quality.
−Removed: We typically rely on numerous domestic suppliers, including some with whom we have a long-term relationship.
−Removed: Our suppliers generally include wholesale agricultural product companies, food production companies, tea bag processing companies and
−Removed: chemical products wholesale company.
+Added: principally on pricing, product quality, reliability of supply, and consistency of delivery.
+Added: We typically procure materials from multiple
+Added: domestic suppliers, including certain suppliers with whom we have maintained long-term business relationships.
+Added: Our suppliers generally
+Added: include wholesale agricultural product companies, food production enterprises, tea processing and packaging companies, and wholesalers
+Added: of chemical products and diesel.
Our Customers
−Removed: Our products are sold in Chinese domestic market.
−Removed: For our business of manufacturing
−Removed: and sales of synthetic fuel products, we do business through direct sales, constructing refuel facilities and conducting technical cooperation
−Removed: with other companies.
−Removed: Shandong Yunchu distributes
−Removed: beef products in China including several major beef products providers and distributors in China, such as Henan Hengdu Food Co., Ltd.,
−Removed: Shanxi Pingyao Beef Group, Shandong Delis Food Co., Ltd.
−Removed: and Heilongjiang Binxi Group.
+Added: Our products are primarily
+Added: sold in the domestic market in the People’s Republic of China through a combination of direct sales, sales agency relationships
+Added: and established distribution channels.
+Added: For our tea products business,
+Added: we sell primarily to regional distributors, wholesale customers, in the PRC market.
+Added: In addition to direct product sales, we also engage
+Added: sales agents to expand market coverage, strengthen channel penetration, and enhance product distribution across targeted regions.
+Added: For our methanol fuel additive,
+Added: alcohol based fuel and diesel products business, we market and sell our products through direct customer sales, the construction and operation
+Added: of refueling facilities, and technical cooperation arrangements with third-party business partners and commercial users.
+Added: Our customers
+Added: in this segment generally include transportation service providers, industrial users, fleet operators, and other enterprises seeking alternative
+Added: or cleaner fuel solutions.
+Added: We continue to expand our
+Added: customer base by strengthening relationships with existing channel partners, broadening our sales agent network, and pursuing strategic
+Added: cooperation opportunities to enhance market reach.
Our Sales and Marketing Efforts
−Removed: We have not spent a significant
−Removed: amount of capital on advertising in the past, and our advertising budget continues to be limited.
−Removed: In 2024, our marketing and branding
−Removed: efforts mainly focus on internet advertising and long-term customers.
+Added: In 2025, our sales and marketing
+Added: efforts are primarily focused on maintaining relationships with long-term customers, expanding our network of sales agents, and strengthening
+Added: our internal sales team to develop and manage distribution channels.
+Added: We emphasize a relationship-driven and channel-based approach to
+Added: enhance customer retention, broaden market coverage, and drive revenue growth.
+Added: We place significant importance
+Added: on maintaining and strengthening relationships with our existing long-term customers, who represent a stable and recurring source of revenue.
+Added: Our customer retention strategy includes regular communication, consistent product and service quality, and responsive support to address
+Added: evolving customer needs.
+Added: By fostering long-term partnerships, we aim to enhance customer loyalty, encourage repeat transactions, and generate
+Added: referrals that contribute to organic growth.
+Added: In addition, we have expanded
+Added: our sales capabilities by engaging sales agents to support market development and customer acquisition.
+Added: These sales agents assist in promoting
+Added: our products and services, identifying potential customers, and facilitating transactions, particularly in regions where we do not maintain
+Added: a direct operational presence.
+Added: This model allows us to extend our geographic reach efficiently and penetrate new markets without incurring
+Added: significant fixed costs, while maintaining flexibility in managing sales expenses.
+Added: Complementing our sales agent
+Added: network, we maintain an internal sales team that is responsible for developing and managing sales channels and distribution relationships.
+Added: Our sales team actively engages with distributors, wholesalers, and other channel partners to expand product availability and improve
+Added: market penetration.
+Added: They also coordinate closely with sales agents to align sales strategies, support channel partners, and ensure consistent
+Added: execution across different markets.
+Added: Through the combination of
+Added: strong customer relationship management, an expanding sales agent network, and a dedicated internal sales team focused on channel development,
+Added: we aim to strengthen our market presence, enhance distribution efficiency, and support sustainable business growth.
Intellectual Property
15 unchanged sentences
Our Employees
−Removed: As of December 31, 2024, we had a total of 62 employees.
+Added: As of December 31, 2025, we
+Added: had a total of 45 employees.
Approximately 45 of our full-time employees are directly employed by our subsidiaries.
3 unchanged sentences
Quality Control
−Removed: Administration
We have not experienced any
10 unchanged sentences
We have research and development
−Removed: staffs at each of our facilities.
+Added: staff at each of our facilities.
In total, 4 employees are dedicated to research and development.
Jingshan Sanhe owns a professional
−Removed: laboratory which includes 17 sets of professional experimental equipment operated by 2 high-end scientific research experts to ensure
+Added: laboratory which includes 17 sets of professional experimental equipment operated by two high-end scientific research experts to ensure
the high quality of raw materials and products.
3 unchanged sentences
of new products.
−Removed: The amount we spent on research and development activities during the
−Removed: years ended December 31, 2024 was not a material portion of our total expenses for the year.
+Added: The amount we spent on research
+Added: and development activities during the years ended December 31, 2025 was not a material portion of our total expenses for the year.
Government Regulation
1 unchanged sentence
strives to create new value, we have been doing business in the following areas:
−Removed: tea product cultivation, packaging, and manufacturing
−Removed: and sales of synthetic fuel products, vehicles gasoline and diesel products;
−Removed: importing and distribution of beef products and multimedia
−Removed: design and advertising business.
−Removed: Our tea product cultivation,
−Removed: packaging, and sales business is subject to regulations of China’s Agricultural Ministry and Ministry of Health.
−Removed: This regulatory
−Removed: scheme governs the manufacture (including composition and ingredients), labeling, packaging and safety of food.
−Removed: It also regulates manufacturing
−Removed: practices, including quality assurance programs, for foods through its current manufacturing practice regulations, and specifies the standards
−Removed: of identity for certain foods.
+Added: production, processing, and sale of dark tea and manufacture
+Added: and distribution of methanol fuel additives, alcohol based fuel, and diesel fuel.
+Added: Our tea product production
+Added: and sales business is subject to regulations of China’s Agricultural Ministry and Ministry of Health.
+Added: This regulatory scheme governs
+Added: the manufacture (including composition and ingredients), labeling, packaging and safety of food.
+Added: It also regulates manufacturing practices,
+Added: including quality assurance programs, for foods, through its current manufacturing practice regulations, and specifies the standards of
+Added: identity for certain foods.
We have obtained approvals from Chinese authorities for products that requires the approval under regulations,
8 unchanged sentences
regulations, standards and specifications, as well as other the requirements of national management departments at all levels.
−Removed: Our importing and distribution
−Removed: of beef products business is carried out by Shandong Yunchu and we have obtained relevant certifications including the record registration
−Removed: form of foreign trade operators and food business license.
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.