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What changed in Planet Green Holdings Corp.'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Planet Green Holdings Corp.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+115 added−159 removedSource: 10-K (2025-04-11) vs 10-K (2024-04-01)

Top changes in Planet Green Holdings Corp.'s 2024 10-K

115 paragraphs added · 159 removed · 93 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

60 edited+8 added−60 removed73 unchanged
Biggest changeThe following table shows the number and types of production lines, the types of products produced and the production capacity as of the date of this report: Facility Production Lines Product Portfolio Capacity Xianning Bozhuang There are six production lines: the production line of cyan brick tea with traditional handicraft; the production line of cyan brick tea; the production line of teabag; the production line of green tea and the production line of black tea Cyan brick tea, black tea and green tea Production line with 5,020 tons of production capacity Jingshan Sanhe There are two production lines: the production line of ethanol fuel and the production line of fuel additive Alcohol based clean fuel, liquid wax, arene and biomass fuel Two production lines with a total production capacity of 300,000 tons/year for ethanol fuel, and 3000 tons/year for fuel additive Jilin Chuangyuan The company has two formaldehyde production lines, eight rubber production units, one methylal production line and one clean fuel oil production line Formaldehyde, urea formaldehyde adhesive, methylal and clean fuel oil Annual production capacity of 120,000 tons of formaldehyde, 100,000 tons of urea formaldehyde glue, 3,0000 tons of methylal and 20,000 tons of clean fuel oil We operate our production lines year-round.
Biggest changeThe following table shows the number and types of production lines, the types of products produced and the production capacity as of the date of this report: Facility Production Lines Product Portfolio Capacity Xianning Bozhuang There are six production lines: the production line of cyan brick tea with traditional handicraft; the production line of cyan brick tea; the production line of teabag; the production line of green tea and the production line of black tea Cyan brick tea, black tea and green tea Production line with 5,020 tons of production capacity Jingshan Sanhe There are two production lines: the production line of ethanol fuel and the production line of fuel additive Alcohol based clean fuel, liquid wax, arene and biomass fuel Two production lines with a total production capacity of 300,000 tons/year for ethanol fuel, and 3000 tons/year for fuel additive We operate our production lines year-round. 11 Raw Materials Our Supply Sources Our business depends on obtaining a reliable supply of various products, including tea, diesel l, and beef products.
The Company has established a stable long term cooperative relationship with these beef and mutton manufacturers. The stable supply provides competitive advantage for Company to procure various various beef products with high quality and low price to meet the needs of domestic customers. Our food products compete with those of other food producers and processors and certain prepared food manufacturers.
The Company has established a stable long term cooperative relationship with these beef and mutton manufacturers. The stable supply provides competitive advantage for Company to procure various beef products with high quality and low price to meet the needs of domestic customers. Our food products compete with those of other food producers and processors and certain prepared food manufacturers.
PRC laws and regulations governing our current business operations are sometimes vague and uncertain, and therefore, these risks may result in a material change in our operations and the value of our common stock or could significantly limit or completely hinder our ability to offer or continue to offer our securities to investors and cause the value of such securities to significantly decline or be worthless.
PRC laws and regulations governing our current business operations are sometimes vague and uncertain, and therefore, these risks may result in a material change in our operations and the value of our common stock or could significantly limit or completely hinder our ability to offer or continue to offer our securities to investors and cause the value of such securities to significantly decline or be worthless.
Shandong Yunchu distributes beef products in China including several major beef products providers and distributors in China, such as Henan Hengdu Food Co., Ltd., Shanxi Pingyao Beef Group, Shandong Delis Food Co., Ltd. and Heilongjiang Binxi Group.
Shandong Yunchu distributes beef products in China including several major beef products providers and distributors in China, such as Henan Hengdu Food Co., Ltd., Shanxi Pingyao Beef Group, Shandong Delis Food Co., Ltd. and Heilongjiang Binxi Group.
Competition Shandong Yunchu mainly purchased frozen beef from six countries: Uruguay, Brazil, Chile, Argentina, Australia and New Zealand and 25 factories are involved. The top ten suppliers include: Marrig, Minerva S.A., G & K O’Connor Pty Ltd, Frigorifico matadero Pando ontilcor S.A., Las Moras, Frigorifico de Osorno S.A., Ersinal S.A. ecoparks S.A., lorsinal S.A., and Minerva S.A.
Competition Shandong Yunchu mainly purchased frozen beef from six countries including Uruguay, Brazil, Chile, Argentina, Australia and New Zealand and 25 factories are involved. The top ten suppliers include Marrig, Minerva S.A., G & K O’Connor Pty Ltd, Frigorifico matadero Pando ontilcor S.A., Las Moras, Frigorifico de Osorno S.A., Ersinal S.A. ecoparks S.A., lorsinal S.A., and Minerva S.A.
As of the date of this annual report, none of our subsidiaries have ever issued any dividends or made other distributions to the Planet Green nor have Planet Green ever paid dividends or made other distributions to U.S. investors. We currently intend to retain all future earnings to finance the VIE’s and our subsidiaries’ operations and to expand their business.
As of the date of this annual report, none of our subsidiaries have ever issued any dividends or made other distributions to the Planet Green nor have Planet Green ever paid dividends or made other distributions to U.S. investors. We currently intend to retain all future earnings to finance our subsidiaries’ operations and to expand their business.
To the extent cash or assets in the business is in the PRC or Hong Kong or in a PRC or Hong Kong entity, and may need to be used to fund operations outside of the PRC or Hong Kong, the funds and assets may not be available to fund operations or for other uses outside of the PRC or Hong Kong due to interventions in or the imposition of restrictions and limitations by the government on our subsidiaries’ or the VIE’s ability to transfer cash and assets.
To the extent cash or assets in the business is in the PRC or Hong Kong or in a PRC or Hong Kong entity, and may need to be used to fund operations outside of the PRC or Hong Kong, the funds and assets may not be available to fund operations or for other uses outside of the PRC or Hong Kong due to interventions in or the imposition of restrictions and limitations by the government on our subsidiaries’ ability to transfer cash and assets.
We currently conduct our operations through our subsidiaries including our WFOEs, the VIE and their respective subsidiaries. Cash is transferred through our organization in the manner as follows: (1) we may transfer funds to our WFOEs through our Hong Kong subsidiaries, Promising Prospect HK Limited, and Bless Chemical Co., Ltd.
We currently conduct our operations through our subsidiaries including our WFOEs and their respective subsidiaries. Cash is transferred through our organization in the manner as follows: (1) we may transfer funds to our WFOEs through our Hong Kong subsidiaries, Promising Prospect HK Limited, and Bless Chemical Co., Ltd.
As of the date of this annual report, our subsidiaries, WFOEs and VIE have received from PRC authorities all requisite licenses, permissions, and approvals needed to engage in the businesses currently conducted in the PRC, and no permission or approval has been denied.
As of the date of this annual report, our subsidiaries, WFOEs have received from PRC authorities all requisite licenses, permissions, and approvals needed to engage in the businesses currently conducted in the PRC, and no permission or approval has been denied.
If the foreign exchange control system prevents Planet Green from obtaining sufficient foreign currencies to satisfy Planet Green’s foreign currency demands, Planet Green may not be able to pay dividends in foreign currencies to its shareholders. 12 Recent Regulatory Development As we conduct substantially all of our operations in China, we are subject to legal and operational risks associated with having substantially all of our operations in China, including changes in the legal, political and economic policies of the Chinese government, the relations between China and the United States, or Chinese or United States regulations may materially and adversely affect our business, financial condition and results of operations.
If the foreign exchange control system prevents Planet Green from obtaining sufficient foreign currencies to satisfy Planet Green’s foreign currency demands, Planet Green may not be able to pay dividends in foreign currencies to its shareholders. 9 Recent Regulatory Development As we conduct substantially all of our operations in China, we are subject to legal and operational risks associated with having substantially all of our operations in China, including changes in the legal, political and economic policies of the Chinese government, the relations between China and the United States, or Chinese or United States regulations may materially and adversely affect our business, financial condition and results of operations.
We do not believe that our subsidiaries and VIE are directly subject to these regulatory actions or statements, as we have not implemented any monopolistic behavior and our business does not involve the collection of user data or implicate cybersecurity.
We do not believe that our subsidiaries are directly subject to these regulatory actions or statements, as we have not implemented any monopolistic behavior and our business does not involve the collection of user data or implicate cybersecurity.
If the VIE, WFOEs or any of its subsidiaries (i) does not receive or maintain required permissions or approvals, (ii) inadvertently concludes that such permissions or approvals are not required, or (iii) applicable laws, regulations, or interpretations change and the VIE or any of its subsidiaries is required to obtain such permissions or approvals in the future, it could be subject to fines, legal sanctions, or an order to suspend their relevant services, which may materially and adversely affect our financial condition and results of operations and cause our securities to significantly decline in value or become worthless.
If the WFOEs or any of its subsidiaries (i) does not receive or maintain required permissions or approvals, (ii) inadvertently concludes that such permissions or approvals are not required, or (iii) applicable laws, regulations, or interpretations change and our subsidiaries are required to obtain such permissions or approvals in the future, it could be subject to fines, legal sanctions, or an order to suspend their relevant services, which may materially and adversely affect our financial condition and results of operations and cause our securities to significantly decline in value or become worthless.
Any failure of these entities to fully comply with such compliance requirements may cause our PRC subsidiaries or the PRC operating entities to be unable to begin their new businesses or operations in the PRC, subject them to fines, relevant new businesses or operations suspension for rectification, or other sanctions. 4 As advised by our PRC counsel, Hubei Kaicheng Law Offices, as of the date of this annual report, our subsidiaries, WFOEs and VIE, (i) are not required to obtain additional permissions or approvals to operate their current business, (ii) are not required to obtain permission from the CSRC, the CAC, or any other Chinese authorities to issue our securities to foreign investors based on PRC laws and regulations currently in effect, and (iii) have not received or were denied such permission by any Chinese authorities.
Any failure of these entities to fully comply with such compliance requirements may cause our PRC subsidiaries or the PRC operating entities to be unable to begin their new businesses or operations in the PRC, subject them to fines, relevant new businesses or operations suspension for rectification, or other sanctions. 3 As advised by our PRC counsel, Hubei Kaicheng Law Offices, as of the date of this annual report, our subsidiaries, WFOEs, (i) are not required to obtain additional permissions or approvals to operate their current business, (ii) are not required to obtain permission from the CSRC, the CAC, or any other Chinese authorities to issue our securities to foreign investors based on PRC laws and regulations currently in effect, and (iii) have not received or were denied such permission by any Chinese authorities.
Effects of PRC foreign exchange regulations on our ability to transfer assets within our organization Current foreign exchange and other regulations in the PRC may restrict our PRC subsidiaries and VIE in their ability to transfer their net assets to Planet Green and its subsidiaries and to investors.
Effects of PRC foreign exchange regulations on our ability to transfer assets within our organization Current foreign exchange and other regulations in the PRC may restrict our PRC subsidiaries in their ability to transfer their net assets to Planet Green and its subsidiaries and to investors.
Shandong Yunchu carries out our beef products business. It mainly purchased frozen beef from six countries: Uruguay, Brazil, Chile, Argentina, Australia and New Zealand and 25 factories are involved.
Shandong Yunchu carries out our beef products business. It mainly purchased frozen beef from six countries including Uruguay, Brazil, Chile, Argentina, Australia and New Zealand and 25 factories are involved.
Our suppliers generally include wholesale agricultural product companies, food production companies, tea bag processing companies and chemical products wholesale company. Our Customers Our products are sold in Chinese domestic market.
Our suppliers generally include wholesale agricultural product companies, food production companies, tea bag processing companies and chemical products wholesale company. Our Customers Our products are sold both in Chinese domestic market.
Our Sales and Marketing Efforts We have not spent a significant amount of capital on advertising in the past, and our advertising budget continues to be limited. In 2023, our marketing and branding efforts mainly focus on internet advertising and long-term customers. Intellectual Property Patents The company vigorously implements scientific and technological innovation.
Our Sales and Marketing Efforts We have not spent a significant amount of capital on advertising in the past, and our advertising budget continues to be limited. In 2024, our marketing and branding efforts mainly focus on internet advertising and long-term customers. Intellectual Property Patents The company vigorously implements scientific and technological innovation.
These regulatory risks and uncertainties could become applicable to our Hong Kong subsidiaries if regulatory authorities in Hong Kong adopt similar rules and/or regulatory actions. 3 Because our operations are primarily located in the PRC and Hong Kong through our subsidiaries and VIE, we are subject to certain legal and operational risks associated with our operations in China and Hong Kong, including changes in the legal, political and economic policies of the Chinese government, the relations between China and the United States, or Chinese or United States regulations may materially and adversely affect our business, financial condition and results of operations.
These regulatory risks and uncertainties could become applicable to our Hong Kong subsidiaries if regulatory authorities in Hong Kong adopt similar rules and/or regulatory actions. 2 Because our operations are primarily located in the PRC and Hong Kong through our subsidiaries, we are subject to certain legal and operational risks associated with our operations in China and Hong Kong, including changes in the legal, political and economic policies of the Chinese government, the relations between China and the United States, or Chinese or United States regulations may materially and adversely affect our business, financial condition and results of operations.
In 2023, our marketing and branding efforts mainly focus on internet advertising and long-term customers. Organizational Structure Planet Green was incorporated in Nevada on February 4, 1986 and effective on November 12, 2009, Planet Green reincorporated in Nevada from Delaware. Planet Green was formerly known as American Lorain Corporation.
In 2024, our marketing and branding efforts mainly focus on internet advertising and long-term customers. Organizational Structure Planet Green was incorporated in Delaware on February 4, 1986 and effective on November 12, 2009, Planet Green reincorporated in Nevada from Delaware. Planet Green was formerly known as American Lorain Corporation.
However, we cannot assure you that the PRC regulatory agencies, including the CAC or the CSRC, would take the same view as we do, and there is no assurance that the VIE and its subsidiaries are always able to successfully update or renew the licenses or permits required for the relevant business in a timely manner or that these licenses or permits are sufficient to conduct all of their present or future business.
However, we cannot assure you that the PRC regulatory agencies, including the CAC or the CSRC, would take the same view as we do, and there is no assurance that our subsidiaries are always able to successfully update or renew the licenses or permits required for the relevant business in a timely manner or that these licenses or permits are sufficient to conduct all of their present or future business.
While detailed interpretation of or implementing rules under Article 177 have yet to be promulgated, the inability for an overseas securities regulator to directly conduct an investigation or evidence collection activities within China may further increase difficulties faced by you in protecting your interests. 13 Our Manufacturing Facilities General We currently manufacture our products and provide services in Meihekou City of Jilin Province, Jingshan City and Xianning City of Hubei Province, Qingdao City of Shandong Province, and Toronto in Canada.
While detailed interpretation of or implementing rules under Article 177 have yet to be promulgated, the inability for an overseas securities regulator to directly conduct an investigation or evidence collection activities within China may further increase difficulties faced by you in protecting your interests. 10 Our Manufacturing Facilities General We currently manufacture our products and provide services in Jingshan City and Xianning City of Hubei Province, Qingdao City of Shandong Province, and Toronto in Canada.
Because of the diversity of available sources of these raw materials, we believe that our raw materials are currently in adequate supply. 15 We obtain our raw materials primarily from domestic procurement for our tea production, formaldehyde and methanol products. When it comes to our beef products, we rely on overseas suppliers to import the raw materials.
Because of the diversity of available sources of these raw materials, we believe that our raw materials are currently in adequate supply. We obtain our raw materials primarily from domestic procurement for our tea production and diesel. When it comes to our beef products, we rely on overseas suppliers to import the raw materials.
Planet Green is engaged in a number of diverse businesses, including consumer products, chemical products, advertising and mobile game. 5 Consumer Products Business The Company’s consumer products business is conducted through two subsidiaries: Shandong Yunchu and Xianning Bozhuang. Shandong Yunchu imports and distributes animal proteins, mainly beef products in Chinese market.
Planet Green is engaged in a number of diverse businesses, including consumer products, chemical products, advertising. 4 Consumer Products Business The Company’s consumer products business is conducted through two subsidiaries: Shandong Yunchu and Xianning Bozhuang. Shandong Yunchu imports and distributes animal proteins, mainly beef products in Chinese market.
As a result, we do not expect to pay any cash dividends in the foreseeable future. Any limitation on the ability of our subsidiaries to distribute dividends to us or on the ability of the VIE to make payments to us may restrict our ability to satisfy our liquidity requirements.
As a result, we do not expect to pay any cash dividends in the foreseeable future. Any limitation on the ability of our subsidiaries to distribute dividends to us may restrict our ability to satisfy our liquidity requirements.
As of the date of this annual report, no relevant laws or regulations in the PRC explicitly require us to seek approval from the China Securities Regulatory Commission (the “CSRC”), Cyberspace Administration of China (the “CAC”) or any other PRC governmental authorities for our offering, nor has our Nevada holding company or any of our subsidiaries or our VIE received any inquiry, notice, warning or sanctions regarding our offering from the CSRC or any other PRC governmental authorities.
As of the date of this annual report, no relevant laws or regulations in the PRC explicitly require us to seek approval from the China Securities Regulatory Commission (the “CSRC”), Cyberspace Administration of China (the “CAC”) or any other PRC governmental authorities, nor has our Nevada holding company or any of our subsidiaries received any inquiry, notice, warning or sanctions regarding our listing on NYSE America from the CSRC or any other PRC governmental authorities.
We believe that our proprietary technology and trade secrets are adequately protected. 16 Our Employees As of December 31, 2023, we had a total of 143 employees. Approximately 143 of our full-time employees are directly employed by our subsidiaries and VIE. The following table sets forth the allocation of employees, both direct and leased, by job function.
We believe that our proprietary technology and trade secrets are adequately protected. 12 Our Employees As of December 31, 2024, we had a total of 62 employees. Approximately 62 of our full-time employees are directly employed by our subsidiaries. The following table sets forth the allocation of employees, both direct and leased, by job function.
Evolving consumer preferences, regulatory conditions, ongoing industry trends, and project economics have a strong effect on the competitive landscape. The clean energy markets are heavily fragmented. We believe we are in a strong position to compete for new project development and supply opportunities.
Competition There are many other companies operating in the renewable energy. Evolving consumer preferences, regulatory conditions, ongoing industry trends, and project economics have a strong effect on the competitive landscape. The clean energy markets are heavily fragmented. We believe we are in a strong position to compete for new project development and supply opportunities.
In order to operate our business, in addition to the required regular business licenses, Jingshan Sanhe is required to obtain Permit for Hazardous Chemical Products, Jilin Chuangyuan is required to obtain Safe Production License, and Shandong Yunchu is required to obtain Permit for Food Products.
In order to operate our business, in addition to the required regular business licenses, Jingshan Sanhe is required to obtain Permit for Hazardous Chemical Products and Shandong Yunchu is required to obtain Permit for Food Products.
The Company is considered the primary beneficiary of Jingshan Sanhe and it consolidates its accounts as VIE. On September 10, 2021, as part of the internal restructure efforts to remove VIE arrangement, Hubei Bulaisi acquired 85% equity ownership of Jingshan Sanhe and Jiayi Technologies terminated the VIE agreements with Jingshan Sanhe on the same date.
On September 10, 2021, as part of the internal restructure efforts to remove VIE arrangement, Hubei Bulaisi acquired 85% equity ownership of Jingshan Sanhe and Jiayi Technologies terminated the VIE agreements with Jingshan Sanhe on the same date.
The Company has established a stable long term cooperative relationship with these beef and mutton manufacturers. The stable supply provides competitive advantage for Company to procure various various beef products with high quality and low price to meet the needs of domestic customers. We select suppliers based on price and product quality.
The stable supply provides competitive advantage for Company to procure various various beef products with high quality and low price to meet the needs of domestic customers. We select suppliers based on price and product quality. We typically rely on numerous domestic suppliers, including some with whom we have a long-term relationship.
Number of Department Employees Production 49 Purchasing 3 Research and Development 5 Quality Control 6 Sales 26 Finance 13 Management 23 Administration 18 Total 143 We have not experienced any significant problems or disruption to our operations due to labor disputes, nor have we experienced any difficulties in recruitment and retention of experienced staff.
Number of Department Employees Production 8 Purchasing 3 Research and Development 2 Quality Control 2 Sales 14 Finance 10 Management 11 Administration 12 Total 62 We have not experienced any significant problems or disruption to our operations due to labor disputes, nor have we experienced any difficulties in recruitment and retention of experienced staff.
Competition for such opportunities, however, including the prices being offered for fuel supply, affect the profitability of the opportunities we pursue, and may make opportunities unsuitable to pursue. Jingshan Sanhe is one of the top ten private enterprises in the region of Jingshan with 12 patents, 17 sets of professional laboratory equipment and 2 advanced and complete production lines.
Competition for such opportunities, however, including the prices being offered for fuel supply, affect the profitability of the opportunities we pursue, and may make opportunities unsuitable to pursue. Jingshan Sanhe is one of the top ten private enterprises in the region of Jingshan.
The amount we spent on research and development activities during the years ended December 31, 2023 and 2022 was not a material portion of our total expenses for those years. 17 Government Regulation As a company that continuously strives to create new value, we have been doing business in five areas: tea product cultivation, packaging, and sales; manufacturing and sales of synthetic fuel products, formaldehyde products, vehicles gasoline and diesel products; manufacturing of insulation type explosion-proof skid-mounted refueling equipment and SF double-layer buried type storage tank products business; importing and distribution of beef products and multimedia design, advertising business.
The amount we spent on research and development activities during the years ended December 31, 2024 was not a material portion of our total expenses for the year. 13 Government Regulation As a company that continuously strives to create new value, we have been doing business in the following areas: tea product cultivation, packaging, and manufacturing and sales of synthetic fuel products, vehicles gasoline and diesel products; importing and distribution of beef products and multimedia design and advertising business.
Jingshan Sanhe owns a professional laboratory which includes 17 sets of professional experimental equipment operated by 2 high-end scientific research experts to ensure the high quality of raw materials and products.
Jingshan Sanhe owns a professional laboratory which includes 17 sets of professional experimental equipment operated by 2 high-end scientific research experts to ensure the high quality of raw materials and products. We rely heavily on customer feedback to assist us in the modification and development of our products.
On April 8, 2022, the Company entered into a Share Purchase Agreement with Allinyson Ltd. and each of shareholders of Allinyson. Upon closing of the transaction, the Company acquired 100% equity ownership of Allinyson. VIE Arrangements We currently have Jilin Chuangyuan as VIE under its corporate structure.
On April 8, 2022, the Company entered into a Share Purchase Agreement with Allinyson Ltd. and each of shareholders of Allinyson. Upon closing of the transaction, the Company acquired 100% equity ownership of Allinyson.
As a result, these competitors may be able to respond more quickly to changes in customer preferences, legal requirements or other industry or regulatory trends; devote greater resources to the development, promotion and sale of their products; adopt more aggressive pricing policies, dedicate more effort to infrastructure and systems development in support of their business or product development activities; implement more robust or creative initiatives to advance consumer acceptance of their products; or exert more influence on the regulatory landscape that impacts the vehicle fuels market. 7 Advertising Business and Mobile Game Business Fast Approach is a North America demand side platform that directly connects to Chinese market without middleman and is supported by world class data science researchers among some well-respected universities in North America.
As a result, these competitors may be able to respond more quickly to changes in customer preferences, legal requirements or other industry or regulatory trends; devote greater resources to the development, promotion and sale of their products; adopt more aggressive pricing policies, dedicate more effort to infrastructure and systems development in support of their business or product development activities; implement more robust or creative initiatives to advance consumer acceptance of their products; or exert more influence on the regulatory landscape that impacts the vehicle fuels market.
Competition The Trade Desk is the largest, independent programmatic advertising DSP for digital media buyers in the world. The Trade Desk launched its programmatic ad buying platform in China, in 2019 facilitating access to Chinese media companies, such as Alibaba, Tencent and Baidu Exchange Services. The Trade Desk is the major competitor in north American.
Fast Approach builds full audience scale model, extracts audience features, optimizes advertising campaign strategies. Competition The Trade Desk is the largest, independent programmatic advertising DSP for digital media buyers in the world. The Trade Desk launched its programmatic ad buying platform in China since 2019 facilitating access to Chinese media companies, such as Alibaba, Tencent and Baidu Exchange Services.
The production process for our green tea products involves selecting and sorting the fresh leaves, airing, fixating, cooling, rolling, stir drying, selecting and grading, prompting fragrance, packing and warehousing. The production process for our formaldehyde products is illustrated as follows.
The production process for our black tea products involves selecting and sorting the fresh leaves, withering, rolling, fermenting, baking and drying, grading according to color, prompting fragrance, packing and warehousing. The production process for our green tea products involves selecting and sorting the fresh leaves, airing, fixating, cooling, rolling, stir drying, selecting and grading, prompting fragrance, packing and warehousing.
We do not have cash management policies dictating how funds are transferred throughout our organization. We may encounter difficulties in our ability to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed on foreign exchange.
We may encounter difficulties in our ability to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed on foreign exchange.
The market for vehicle fuels is highly competitive. The biggest competition for alcohol-based high clean fuel used as a vehicle fuel is gasoline and diesel because most vehicles in our key markets are powered by these fuels.
Jingshan Sanhe has 12 patents, 17 sets of professional laboratory equipment and 2 advanced and complete production lines. The market for vehicle fuels is highly competitive. The biggest competition for alcohol-based high clean fuel used as a vehicle fuel is gasoline and diesel because most vehicles in our key markets are powered by these fuels.
Upon completing the transaction, Fast Approach became a wholly owned subsidiary of the Company. Fast Approach owns 100% equity of Shanghai Shuning. On January 4, 2021, through Jiayi Technologies, the Company entered into a series of VIE agreements with Jingshan Sanhe as well as its shareholders.
Fast Approach owns 100% equity of Shanghai Shuning. On January 4, 2021, through Jiayi Technologies, the Company entered into a series of VIE agreements with Jingshan Sanhe as well as its shareholders. The Company is considered the primary beneficiary of Jingshan Sanhe and it consolidates its accounts as VIE.
We do not have cash management policies dictating how funds are transferred throughout our organization. We may encounter difficulties in our ability to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed on foreign exchange.
We may encounter difficulties in our ability to transfer cash between PRC subsidiaries and non-PRC subsidiaries largely due to various PRC laws and regulations imposed on foreign exchange.
However, there can be no assurance that the PRC government will not intervene or impose restrictions on the Company’s ability to transfer cash out of China. In 2023, our PRC subsidiaries did not receive any cash benefits from the VIE for services rendered to the VIE and its subsidiaries.
However, there can be no assurance that the PRC government will not intervene or impose restrictions on the Company’s ability to transfer cash out of China.
There can be no assurance the PRC government will not intervene or impose restrictions on the Company’s ability to transfer cash out of China. In 2023 our PRC subsidiaries did not receive any cash benefits from the VIEs for services rendered to the VIEs and their subsidiaries.
There can be no assurance the PRC government will not intervene or impose restrictions on the Company’s ability to transfer cash out of China.
For example, we face risks associated with regulatory approvals of offshore offerings, oversight on cybersecurity and data privacy, as well as the lack of inspection by the Public Company Accounting Oversight Board (the “PCAOB”) on our auditors.
For example, we face risks associated with regulatory approvals of offshore offerings, oversight on cybersecurity and data privacy.
In light of the recent statements and regulatory actions by the PRC government, such as those related to the use of variable interest entities, data security, and anti-monopoly concerns, Planet Green may be subject to the risks of uncertainty of any future actions of the PRC government in this regard, and if Chinese regulatory authorities disallow the VIE structure, that may result in a material change in our operations and/or value of our securities, including that the value of our securities to significantly decline or become worthless.
In light of the recent statements and regulatory actions by the PRC government, such as those related to data security, and anti-monopoly concerns, Planet Green may be subject to the risks of uncertainty of any future actions of the PRC government in this regard.
(the “Planet Green”), headquartered in Flushing, NY, is not an operating company in the PRC but a Nevada holding company with its operations conducted through its subsidiaries in the PRC, U.S., Hong Kong and Canada (the “Subsidiaries”) and through contractual arrangements with its variable interest entity, Jilin Chuanyuan (the “VIE”), which is a company incorporated in the PRC.
ITEM 1. BUSINESS Overview of Our Business Planet Green Holdings Corp. (the “Planet Green”), headquartered in Flushing, NY, is not an operating company in the PRC but a Nevada holding company with its operations conducted through its subsidiaries in the PRC, Hong Kong and Canada (the “Subsidiaries”).
Facility Year Operations Commenced Facility Size (square meters) Xianning Bozhuang* 2013 33,333 Jingshan Sanhe** 2018 11,018 Jilin Chuangyuan*** 2013 59,690 * Became a VIE in May 2019 and a subsidiary in August 2021. ** Became a subsidiary in September 2021. *** Became a VIE in March 2021. Production Lines We currently manufacture our products using production lines.
The following table indicates the year that operations commenced at each of the facilities and the size of the facilities. Facility Year Operations Commenced Facility Size (square meters) Xianning Bozhuang* 2013 33,333 Jingshan Sanhe** 2018 11,018 * Became a VIE in May 2019 and a subsidiary in August 2021. ** Became a subsidiary in September 2021.
On August 2, 2021, as part of the internal restructure efforts to remove VIE arrangement, the Company and its subsidiary terminated series of VIE agreements and acquired 100% equity ownership of Xianning Bozhuang. 9 On June 5, 2020, the Company entered into a share exchange agreement with Fast Approach to acquire all outstanding shares of Fast Approach, a corporation incorporated under the laws of Canada and in the business of operating a demand side platform.
On June 5, 2020, the Company entered into a share exchange agreement with Fast Approach to acquire all outstanding shares of Fast Approach, a corporation incorporated under the laws of Canada and in the business of operating a demand side platform. Upon completing the transaction, Fast Approach became a wholly owned subsidiary of the Company.
The production process for our cyan brick tea products involves, primary processing of fresh leaves, piling and fermenting, storing and aging, picking, pressing, and baking. The production process for our black tea products involves selecting and sorting the fresh leaves, withering, rolling, fermenting, baking and drying, grading according to color, prompting fragrance, packing and warehousing.
Production Lines We currently manufacture our products using production lines. The production process for our cyan brick tea products involves, primary processing of fresh leaves, piling and fermenting, storing and aging, picking, pressing, and baking.
Raw Materials Our Supply Sources Our business depends on obtaining a reliable supply of various products, including tea, refined methanol, methanol, formaldehyde, polymer emulsion and beef products.
The Trade Desk is the major competitor in north American. 6 Raw Materials Our business depends on obtaining a reliable supply of various products, including tea, refined methanol, methanol, formaldehyde, polymer emulsion and beef products. Because of the diversity of available sources of these raw materials, we believe that our raw materials are currently in adequate supply.
(HK) by additional capital contributions or shareholder loans, as the case may be; (2) the VIE may pay service fees to our PRC subsidiaries for services rendered by our PRC subsidiaries; (3) our PRC subsidiaries may pay service fees to the VIE for services rendered by the VIE; and (4) our PRC subsidiaries may make dividends or other distributions to the Planet Green.
(HK) by additional capital contributions or shareholder loans, as the case may be, and (2) our PRC subsidiaries may make dividends or other distributions to the Planet Green. We do not have cash management policies dictating how funds are transferred throughout our organization.
(HK) by additional capital contributions or shareholder loans, as the case may be; (2) the VIE may pay service fees to our PRC subsidiaries for services rendered by our PRC subsidiaries; (3) our PRC subsidiaries may pay service fees to the VIE for services rendered by the VIE; and (4) our PRC subsidiaries may make dividends or other distributions to Planet Green.
(HK) by additional capital contributions or shareholder loans, as the case may be; and (2) our PRC subsidiaries may make dividends or other distributions to Planet Green. We do not have cash management policies dictating how funds are transferred throughout our organization.
It mainly purchased frozen beef from six countries: Uruguay, Brazil, Chile, Argentina, Australia and New Zealand and 25 factories are involved. The top ten suppliers include: Marrig, Minerva S.A., G & K O’Connor Pty Ltd, Frigorifico matadero Pando ontilcor S.A., Las Moras, Frigorifico de Osorno S.A., Ersinal S.A. ecoparks S.A., lorsinal S.A., and Minerva S.A.
The top ten suppliers include: Marrig, Minerva S.A., G & K O’Connor Pty Ltd, Frigorifico matadero Pando ontilcor S.A., Las Moras, Frigorifico de Osorno S.A., Ersinal S.A. ecoparks S.A., lorsinal S.A., and Minerva S.A. The Company has established a stable long term cooperative relationship with these beef and mutton manufacturers.
Jingshan Sanhe has four production lines on an 11,000-square-meter facility and capacities to complete manufacturing, labeling, and packaging. Jingshan Sanhe researches, manufactures and distributes ethanol fuel products in China. Competition The specialty chemical industry comprises a number of companies similar in size to the Jilin Chuangyuan, as well as companies larger and smaller than Jilin Chuangyuan.
However, as our brand has over hundreds of year’s history, we have accumulated loyal consumers and gained favorable market reputation over years. 5 Chemical Business Jingshan Sanhe has four production lines on an 11,000-square-meter facility and owns capacities to complete manufacturing, labeling, and packaging. Jingshan Sanhe researches, manufactures and distributes ethanol fuel products in China.
We typically rely on numerous domestic suppliers, including some with whom we have a long-term relationship. Our suppliers generally include wholesale agricultural product companies, food production companies, tea bag processing companies and chemical products wholesale company. 8 Our Customers Our products are sold both in Chinese domestic market.
Our suppliers generally include wholesale agricultural product companies, food production companies, tea bag processing companies and chemical products wholesale company. Our Customers Our products are sold in Chinese domestic market. For our business of manufacturing and sales of synthetic fuel products, we do business through direct sales, constructing refuel facilities and conducting technical cooperation with other companies.
A demand-side platform is a system that allows buyers of digital advertising inventory to manage multiple ad exchange and data exchange through one interface. Fast Approach builds full audience scale model, extracts audience features, optimizes advertising campaign strategies.
Advertising Business Fast Approach is a North America demand side platform that directly connects to Chinese market without middleman and is supported by world class data science researchers among some well-respected universities in North America. A demand-side platform is a system that allows buyers of digital advertising inventory to manage multiple ad exchange and data exchange through one interface.
The production process for our construction rubber powder (re-dispersible latex powder) is demonstrated as follows.
The production process for our clean fuel oil is illustrated as follows.
Because of the diversity of available sources of these raw materials, we believe that our raw materials are currently in adequate supply. We obtain our raw materials primarily from domestic procurement for our tea production, formaldehyde and methanol products. Shandong Yunchu carries out our beef products business.
We obtain our raw materials primarily from domestic procurement for our tea production and methanol products. Shandong Yunchu carries out our beef products business. It mainly purchased frozen beef from six countries including Uruguay, Brazil, Chile, Argentina, Australia and New Zealand, and 25 factories are involved.
The PRC government could even disallow the VIE structure completely, which would likely result in a material adverse change in our operations and our common stock may significantly decline in value or become worthless. 2 Under our corporate structure, our ability to pay dividends and to service any debt we may incur and pay our operating expenses principally depends on dividends paid by our PRC subsidiaries and VIE.
Planet Green is engaged in a number of diverse business activities, including consumer products, chemical products and online advertising. Under our corporate structure, our ability to pay dividends and to service any debt we may incur and pay our operating expenses principally depends on dividends paid by our PRC subsidiaries.
Removed
ITEM 1. BUSINESS Overview of Our Business Planet Green Holdings Corp.
Added
The following diagram illustrates our corporate structure including our subsidiaries. 7 Reverse Split The board of directors approved a reverse stock split of the Company’s authorized and issued and outstanding shares of common stock, par value $0.001 per share (“Common Stock”), at a ratio of 1-for-10 (the “Reverse Stock Split”).
Removed
Planet Green is engaged in a number of diverse business activities, including consumer products, chemical products, and online advertising and mobile game. The VIE is consolidated for accounting purpose only and Planet Green does not own any equity interest in the VIE. Investors may never directly hold equity interests in the VIE.
Added
The Reverse Stock Split became legally effective as of 4:01 p.m. Eastern Standard Time on May 31, 2024 (the “Legal Effective Date”), and the Common Stock was open for trading on NYSE American on a reverse split-adjusted basis on June 3, 2024, under the existing trading symbol “PLAG”.
Removed
The VIE structure is used to provide investors with exposure to foreign investment in China-based companies where Chinese law prohibits or limits direct foreign investment in the operating companies. However, our contractual arrangements with the VIE are not equivalent of an investment in the VIE.
Added
On the Legal Effective Date, every ten (10) shares of the Common Stock issued and outstanding or held as treasury stock has been automatically converted into one (1) new share of Common Stock. The total number of shares of Common Stock authorized for issuance has been reduced by a corresponding proportion from 1,000,000,000 shares to 100,000,000 shares of Common Stock.
Removed
Investors of our securities thus are not purchasing equity interest in the VIE and their subsidiaries in China but instead are purchasing equity interest in a Nevada holding company.
Added
The par value per share of the Common Stock remained unchanged at $0.001 per share. The Common Stock was assigned a new CUSIP number 72703U 201 following the reverse stock split.
Removed
Such VIE arrangement is not identical to owning such entities directly, and investors will own shares in a holding company with contracts with the VIE and will not have any equity ownership of such VIE itself. The VIE arrangement may not be as effective as direct ownership in providing us with control over the VIE.
Added
Each shareholder’s percentage ownership interest in the Company and proportional voting power remains virtually unchanged as a result of the Reverse Stock Split, except for minor changes and adjustments that will result from rounding fractional shares into whole shares. The rights and privileges of the holders of shares of Common Stock were substantially unaffected by the Reverse Stock Split.
Removed
Direct ownership would allow us, for example, to directly or indirectly exercise our rights as a shareholder to effect changes in the boards of directors, which, in turn, could affect changes, subject to any applicable fiduciary obligations at the management level.
Added
No fractional shares will be issued in connection with the Reverse Stock Split. Fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share. Subsidiaries On May 9, 2019, the Company and Shanghai Xunyang Internet Technology Co., Ltd.
Removed
However, under the VIE arrangement, as a legal matter, if the VIE or its shareholders fail to perform their respective obligations under the VIE arrangement, we may have to incur substantial costs and expend significant resources to enforce those arrangements and resort to litigation or arbitration and rely on legal remedies under PRC laws.
Added
On August 2, 2021, as part of the internal restructure efforts to remove VIE arrangement, the Company and its subsidiary terminated series of VIE agreements and acquired 100% equity ownership of Xianning Bozhuang.
Removed
These remedies may include seeking specific performance or injunctive relief and claiming damages, any of which may not be effective. In the event we are unable to enforce these VIE Agreements or we experience significant delays or other obstacles in the process of enforcing the VIE arrangement, we may lose control over the assets owned by the VIE.
Added
On April 1, 2024, the Company transferred 100% of Allinyson’s shares and other equity interest to an individual for aggregated purchase price of $1.00, and Allinyson was completely disposed. 8 Cash Flows through Our Organization: Planet Green is a holding company with no material operations of its own.
Removed
Our corporate structure is subject to risks relating to our contractual arrangements with our VIE and its shareholders. Such contractual arrangements have not been tested in any of the PRC courts. There are substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations, and rules relating to these contractual arrangements.
Removed
If the PRC government finds these contractual arrangements non-compliant with the restrictions on direct foreign investment in the relevant industries, or if the relevant PRC laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our interests in the VIE or forfeit our rights under the contractual arrangements.
Removed
We and investors face uncertainty about potential future actions by the PRC government, which could affect the enforceability of our contractual arrangements with our VIE and consequently, significantly affect the financial condition and results of operations of us.
Removed
If we are unable to claim our right to control the assets of the VIE, our common stock may decline in value or become worthless.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeAs of the date of this annual report, we have not encountered any cybersecurity incidents that have materially affected, or that we believe are reasonably likely to materially affect, us, including our business strategy, results of operations or financial condition. We do, however, face risks from cybersecurity threats. 18
Biggest changeAs of the date of this annual report, we have not encountered any cybersecurity incidents that have materially affected, or that we believe are reasonably likely to materially affect, us, including our business strategy, results of operations or financial condition. We do, however, face risks from cybersecurity threats. 14

Item 2. Properties

Properties — owned and leased real estate

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Biggest changePROPERTIES Our primary facilities, which are owned except where otherwise indicated, are as follows: Facility Location Approximate Size (Square Meters) Owned or Leased Xianning Bozhuang * Xianning City, Hubei Province, PRC 33,333 Land Use Rights Obtained Jingshan Sanhe ** Jingshan City, Hubei Province, PRC 11,018 Leased Jilin Chuangyuan *** Meihekou City, Jilin Province, PRC 59,690 Land Use Rights Obtained Shandong Yunchu**** Qingdao City, Shandong Province 178.16 Leased * Became a VIE in May 2019 and became a subsidiary in August 2021. ** Became a subsidiary in September 2021. *** Became a VIE in July 2021. **** Become a subsidiary in December 2021.
Biggest changePROPERTIES Our primary facilities, which are owned except where otherwise indicated, are as follows: Facility Location Approximate Size (Square Meters) Owned or Leased Xianning Bozhuang * Xianning City, Hubei Province, PRC 33,333 Land Use Rights Obtained Jingshan Sanhe ** Jingshan City, Hubei Province, PRC 11,018 Leased Shandong Yunchu*** Qingdao City, Shandong Province 178 Leased * Became a VIE in May 2019 and became a subsidiary in August 2021. ** Became a subsidiary in September 2021. *** Become a subsidiary in December 2021.
In the aggregate, we currently have land use rights to, or lease, 4 properties with approximately 104,219.16 square meters, consisting of manufacturing facilities and office buildings for future expansion. We believe our current facilities provide adequate capacity for our current and projected needs. All land in China is owned by the government.
In the aggregate, we currently have land use rights to, or lease, 4 properties with approximately 44,529 square meters, consisting of manufacturing facilities and office buildings for future expansion. We believe our current facilities provide adequate capacity for our current and projected needs. All land in China is owned by the government.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeOn November 6, 2023, the Company filed a motion to move the case to the United States District Courthouse, Eastern District of New York for an Order to dismiss with prejudice. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 19 PART II
Biggest changeOn November 6, 2023, the Company filed a motion to move the case to the United States District Court, Eastern District of New York for an Order to dismiss with prejudice. On July 29, 2024, Complaint was dismissed by the Eastern District of New York.
Added
However, Plaintiff was granted leave to file an amended complaint within 30 days after entry of the order. Subsequently, the Plaintiff filed an amended complaint against the Company and the Company has moved to dismiss the amended complaint. On July 8, 2024, China Supply and Marketing Agricultural Products Co., Ltd.
Added
(“China Supply and Marketing”)filed a lawsuit against Shandong Yunchu, Li Honghu, the legal representative of Shandong Yunchu International Trade Co., Ltd. (“Qingdao Sirun”), and Jiayi Technologies. Shandong Yunchu and Qingdao Sirun entered into two entrusted import contracts with China Supply and Marketing in 2021 and 2022, respectively.
Added
China Supply and Marketing made phased payments to the foreign suppliers, while Shandong Yunchu and Qingdao Sirun paid China Supply and Marketing and collected part of the goods. However, an outstanding amount of RMB 7,012,335.38 (equivalent to $960,686) remained, consisting of unpaid balances and uncollected goods.
Added
It is claimed that, on September 13, 2023, Shandong Yunchu, Qingdao Sirun, and China Supply and Marketing entered into a debt transfer agreement, under which Shandong Yunchu assumed all remaining debt obligations of Qingdao Sirun, including outstanding payments and uncollected goods.
Added
Li Honghu, the legal representative of Shandong Yunchu, signed the debt transfer agreement as a guarantor and affixed his fingerprint. Jiayi Technology, as the sole shareholder of Shandong Yunchu, was included in the lawsuit under corporate law, with China Supply and Marketing seeking joint liability from Jiayi Technology for Shandong Yunchu’s debts.
Added
Shandong Yunchu contended that it never agreed to assume Qingdao Sirun’s debt obligations and never signed any debt transfer agreement. It further argued that the debt transfer agreement presented by the plaintiff contained a forged signature and fingerprint of Li Honghu, and requested a forensic examination to verify the authenticity of the document.
Added
Jiayi Technology claimed that it had already fulfilled its capital contribution to Shandong Yunchu and should not bear any joint liability. Yongan Construction Engineering Co., Ltd. filed a lawsuit against Xianning Bozhuang over outstanding construction project payments.
Added
On April 22, 2024, the court ruled that Xianning Bozhuang must pay RMB 867,326 (equivalent to $118,823) in construction project fees along with interest calculated at an annual rate of 3.8% from January 1, 2022, until the full amount is settled.
Added
The judgment took effect on May 7, 2024, and Xianning Bozhuang is currently in the process of making payments toward the outstanding debt. Jianfa Logistics (Fuzhou) Co., Ltd. sued Shandong Yunchu for failing to pay RMB 2,817,441.28 (equivalent to $385,988) under an agency import contract, along with a penalty of RMB 375,294.16 (equivalent to $51,415).
Added
Additionally, Jianfa Logistics sought to hold Shandong Yunchu’s shareholder, Xianning Jiayi, jointly liable for the debt. On November 11, 2024, the court ruled that Shandong Yunchu is responsible for repaying the outstanding amount, with Xianning Jiayi assuming joint liability. However, Xianning Jiayi argued that it had already fulfilled its capital contribution obligations and should not bear any joint liability.
Added
As a result, it has filed an appeal with the higher court. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 15 PART II

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeITEM 4. MINE SAFETY DISCLOSURES 19 PART II 20 ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 20 ITEM 6. [RESERVED] 21 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 22
Biggest changeITEM 4. MINE SAFETY DISCLOSURES 15 PART II 16 ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 16 ITEM 6. [RESERVED] 17 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 18

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changePursuant to the share exchange agreement, we issued an aggregate of 1,080,000 shares of common stock of the Company to the Sellers in exchange for the transfer of all of the equity interest of Xianning Bozhuang to Shanghai Xunyang. 20 On June 17, 2019, the Company entered into a securities purchase agreement, pursuant to which five individuals residing in the PRC agreed to purchase an aggregate of 1,300,000 shares of the Company’s common stock, par value $0.001 per share, for an aggregate purchase price of $5,460,000, representing a purchase price of $4.20 per share.
Biggest changeOn June 17, 2019, the Company entered into a securities purchase agreement, pursuant to which five individuals residing in the PRC agreed to purchase an aggregate of 1,300,000 shares of the Company’s common stock, par value $0.001 per share, for an aggregate purchase price of $5,460,000, representing a purchase price of $4.20 per share.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Market for our Common Stock Our common stock is quoted on the NYSE American under the symbol “PLAG”. Approximate Number of Holders of Our Common Stock As of December 31, 2023, there were 322 stockholders of record of our common stock.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Market for our Common Stock Our common stock is quoted on the NYSE American under the symbol “PLAG”. Approximate Number of Holders of Our Common Stock As of December 31, 2024, there were 322 stockholders of record of our common stock.
The transaction closed on May 27, 2022. On July 15, 2022, the Company enerted into a share exchange agreement with Xiangtian Energy and the the shareholder of Xiantian Energy.
The transaction closed on May 27, 2022. On July 15, 2022, the Company entered into a share exchange agreement with Xiangtian Energy and the shareholder of Xiantian Energy.
Securities Authorized for Issuance under Equity Compensation Plans We did not issue any shares under our equity compensation plan in the fiscal year of 2023.
Securities Authorized for Issuance under Equity Compensation Plans We did not issue any shares under our equity compensation plan in the fiscal year of 2024.
On April 24, 2021, the Company entered into a securities purchase agreement, pursuant to which three individuals residing in the PRC agreed to purchase an aggregate of 4,000,000 shares of the Company’s common stock, par value $0.001 per share, for an aggregate purchase price of $7,600,000, representing a purchase price of $1.90 per share.
Pursuant to the share exchange agreement, we issued an aggregate of 3,300,000 shares of common stock of the Company to the Sellers in exchange for the transfer of 75% of the equity interest of Jilin Chuangyuan. 16 On April 24, 2021, the Company entered into a securities purchase agreement, pursuant to which three individuals residing in the PRC agreed to purchase an aggregate of 4,000,000 shares of the Company’s common stock, par value $0.001 per share, for an aggregate purchase price of $7,600,000, representing a purchase price of $1.90 per share.
On April 8, 2022, the Company enterted into a share exchange agreement with Allinyson and each of the orginial shareholders of Allinyson. including its wholly-owned subsidiary Baokuan Technology (Hongkong) Limited.Pursuant to the share exchange agreement, we issued an aggregate of 7,500,000 shares of common stock of the Company to the Sellers in exchange for the transfer of all of the equity interest of Allinyson.
On April 8, 2022, the Company entered into a share exchange agreement with Allinyson and each of the original shareholders of Allinyson. Pursuant to the share exchange agreement, we issued an aggregate of 7,500,000 shares of common stock of the Company to the shareholders of Allinyson in exchange for the transfer of all of the equity interest of Allinyson.
Pursuant to the share exchange agreement, we issued an aggregate of 3,300,000 shares of common stock of the Company to the Sellers in exchange for the transfer of 75% of the equity interest of Jilin Chuangyuan.
Such transaction closed on May 14, 2019. Pursuant to the share exchange agreement, we issued an aggregate of 1,080,000 shares of common stock of the Company to the Sellers in exchange for the transfer of all of the equity interest of Xianning Bozhuang to Shanghai Xunyang.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeYears Ended Increase / Increase / December 31, Decrease Decrease (In Thousands of USD) 2023 2022 ($) (%) Net revenues 27,120 44,757 (17,637 ) (39 ) Cost of revenues 25,688 40,405 (14,717 ) (36 ) Gross profit 1,432 4,352 (2,920 ) (67 ) Operating expenses: Selling and marketing expenses 898 2,167 (1,269 ) (59 ) General and administrative expenses 9,036 7,056 1,980 28 Research & Developing expenses 269 403 (134 ) (33 ) Operating loss (8,771 ) (5,273 ) (3,498 ) 66 Interest expense (496 ) (624 ) 128 (21 ) Other income (expense) (123 ) 1,099 (1,222 ) (111 ) Impairment of goodwill - (10,386 ) 10,386 (100 ) Share of losses from equity method investments (569 ) (84 ) (485 ) 577 Loss on disposal of equity investments (10,849 ) - (10,849 ) N/A Loss before tax (20,808 ) (15,268 ) (5,540 ) 36 Income tax expense (35 ) (1,475 ) 1,440 (98 ) Loss from continuing operations (20,843 ) (16,743 ) (4,100 ) 24 Net loss from discontinuing operations - (9,192 ) 9,192 (100 ) Net (loss) income (20,843 ) (25,935 ) 5,092 (20 ) 22 Net Revenues .
Biggest changeYears Ended Increase / Increase / December 31, Decrease Decrease (In Thousands of USD) 2024 2023 ($) (%) Net revenues 6,730 17,660 (10,930 ) (62 ) Cost of revenues 5,968 16,076 (10,108 ) (63 ) Gross profit 762 1,584 (822 ) (52 ) Operating expenses: Selling and marketing expenses 41 95 (54 ) (57 ) General and administrative expenses 7,328 7,997 (669 ) (8 ) Research & Developing expenses 57 55 2 4 Operating loss (6,664 ) (6,563 ) (101 ) 2 Interest expense (70 ) (10 ) (60 ) 600 Other income (expense) (724 ) (194 ) (530 ) 273 Share of losses from equity method investments - (569 ) 569 (100 ) Loss on disposal of equity investments - (10,849 ) 10,849 (100 ) Loss before tax (7,458 ) (18,185 ) 10,727 (59 ) Income tax expense - (35 ) 35 (100 ) Loss from continuing operations (7,458 ) (18,220 ) 10,762 (59 ) Net income (loss) from discontinuing operations 128 (2,624 ) 2,752 (105 ) Net loss (7,330 ) (20,844 ) 13,514 (65 ) Net Revenues .
As of December 31, 2023, there were no other recently issued accounting standards not yet adopted that would or could have a material effect on the Company’s consolidated financial statements. Off-Balance Sheet Arrangements We do not have any off-balance arrangements. ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK Not applicable.
As of December 31, 2024, there were no other recently issued accounting standards not yet adopted that would or could have a material effect on the Company’s consolidated financial statements. Off-Balance Sheet Arrangements We do not have any off-balance arrangements. 21 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK Not applicable.
Results of Operations The following discussion should be read in conjunction with the company’s audited consolidated financial statement for the years ended December 31, 2023, and 2022 and related notes to that.
Results of Operations The following discussion should be read in conjunction with the company’s audited consolidated financial statement for the years ended December 31, 2024, and 2023 and related notes to that.
In the previous fiscal year, 50% of our total revenue was generated from the sale of a diverse range of food products to restaurants. However, this segment has been significantly impacted by the adverse effects of COVID-19, leading to a decline in sales from $23.34 million in 2022 to $14.32 million in 2023.
In the previous fiscal year, 50% of our total revenue was generated from the sale of a diverse range of food products to restaurants. However, this segment has been significantly impacted by the adverse effects of COVID-19, leading to a decline in sales from $14.32 million in 2023 to $2.04 million in 2024. Cost of Revenues .
After a series of acquisitions and dispositions in 2023 and 2022, our primary business, which is carried out by Shandong Yunchu, Jingshan Sanhe, Jilin Chuangyuan, Fast Approach Inc and Xianning Bozhuang, is: ● To sell black tea product cultivation, packaging, and sales; ● To sell high-grade synthetic fuel products; ● To sell f ormaldehyde, urea-formaldehyde glue, methylal, and clean fuel oil; ● Online advertising services and mobile game.
After a series of acquisitions and dispositions in 2024 and 2023, our primary business, which is carried out by Shandong Yunchu, Jingshan Sanhe, Xianning Bozhuang and Fast Approach Inc, is: ● To import and distributes animal proteins, mainly beef products; ● To sell high-grade synthetic fuel products; ● To sell black tea product cultivation, packaging, and sales; ● Online advertising services.
Our net revenues for the fiscal year ending on December 31, 2023 amounted to $27.12 million, reflecting a decline of approximately $17.64 million or 39% compared to the previous year’s figure of $44.76 million (ending on December 31, 2022).
Our net revenues for the fiscal year ending on December 31, 2024 amounted to $6.73 million, reflecting a decline of approximately $10.93 million or 62% compared to the previous year’s figure of $17.66 million (ending on December 31, 2023).
Cash Flows Data: For the years ended December 31 (In thousands of U.S. dollars) 2023 2022 Net cash flows used in operating activities (5,282 ) (9,012 ) Net cash flows provided by investing activities 2,670 (3,854 ) Net cash flows provided by financing activities 2,888 10,841 Operating Activities Net cash used in operating activities decreased by $3.73 million to $5.28 million during the year ended December 31, 2023 from $9.01 million during the year ended December 31, 2022.
Cash Flows Data: For the Years Ended December 31 (In thousands of U.S. dollars) 2024 2023 Net cash flows provided by (used in) operating activities 929 (5,282 ) Net cash flows (used in) provided by investing activities (5 ) 2,471 Net cash flows (used in) provided by financing activities (972 ) 2,888 Operating Activities Net cash provided by operating activities was $0.93 million during the year ended December 31, 2024, compared to $5.28 million used in operating activities during the year ended December 31, 2023.
Our gross profit declined by $2.92 million, representing a decrease of 67% to $1.43 million for the fiscal year ended December 31, 2023 compared to $4.35 million for the fiscal year ended December 31, 2022.
Our gross profit declined by $0.82 million, representing a decrease of 52% to $0.76 million for the fiscal year ended December 31, 2024 compared to $1.58 million for the fiscal year ended December 31, 2023.
This decrease was primarily due to the decrease in net loss excluding non-cash expenses, gains and losses of $1.42 million and changes in net operating assets and liabilities of $5.15 million.
This change was primarily due to the decrease in net loss excluding non-cash expenses, gains and losses of $1.41 million, changes in net operating assets and liabilities of $5.23 million, and partially offset by a decrease in net cash provided by operating activities from discontinued operations of $0.43 million.
As of December 31, 2023, the Company had an accumulated deficit of $140,724,597, a working capital deficit of $6,675,220, its net cash used in operating activities for the year ended December 31, 2023 was $ 5,282,343. These factors raise substantial doubt on the Company’s ability to continue as a going concern.
As of December 31, 2024, the Company had an accumulated deficit of $148,053,653, a working capital deficit of $6,120,752, its net cash provided by operating activities from continuing operations for the year ended December 31, 2024 was $928,644. These factors raise substantial doubt on the Company’s ability to continue as a going concern.
Investing Activities Net cash provided by investing activities for the year ended December 31, 2023 was $2.67 million, representing an increase of $6.52 million from the $3.85 million used in investing activities for the same period in 2022.
Investing Activities Net cash used in investing activities for the year ended December 31, 2024 was $5,421, compared to $2.47 million provided by investing activities for the same period in 2023.
This decline primarily stems from a reduction of $11.10 million in proceeds generated from the issuance of common stock as opposed to 2022, partially offset by an increase of $2.97 million attributed to changes involving related parties during 2023. 24 Critical Accounting Policies The preparation of financial statements in conformity with the United States generally accepted accounting principles requires our management to make assumptions, estimates, and judgments that affect the amounts reported in the financial statements, including the notes to that, and related disclosures of commitments contingencies, if any.
Critical Accounting Policies The preparation of financial statements in conformity with the United States generally accepted accounting principles requires our management to make assumptions, estimates, and judgments that affect the amounts reported in the financial statements, including the notes to that, and related disclosures of commitments contingencies, if any.
The debt to assets ratio was 54.40% and 33.16% as of December 31, 2023 and December 31, 2022, respectively. We expect to continue to finance our operations and working capital needs in 2023 from cash generated from operations and, if needed, private financings. Suppose available liquidity is insufficient to meet our operating and loan obligations as they come due.
We expect to continue to finance our operations and working capital needs in 2024 from cash generated from operations and, if needed, private financings. Suppose available liquidity is insufficient to meet our operating and loan obligations as they come due. In that case, our plans include pursuing alternative financing arrangements or reducing expenditures as necessary to meet our cash requirements.
Net Loss Our net loss decreased by $5.09 million, or 20%, to a net loss of $20.84 million for the year ended December 31, 2023 from $25.94 million in net loss for the year ended December 31, 2022.
Net Loss Our net loss decreased by $13.51 million, or 65%, to a net loss of $7.33 million for the year ended December 31, 2024 from $20.84 million in net loss for the year ended December 31, 2023. This decrease was mainly due to the decrease in loss on the disposal of certain subsidiaries.
Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern; however, the Company has incurred a net loss of $20,843,796 attributable to common shareholders for the year ended December 31, 2023.
We cannot be sure of the availability or terms of any alternative financing arrangements. 19 Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern; however, the Company has incurred a net loss from continuing operations of $7,457,193 for the year ended December 31, 2024.
Our selling and marketing expenses decreased by $1.27 million, or 59%, to $0.90 million for the year ended December 31, 2023 from $2.17 million for the year ended December 31, 2022. This decrease was mainly due to the aforementioned reasons, attributable to a decrease in sales of revenue and the disposal of certain subsidiaries in 2022. General and Administrative Expenses.
Our selling and marketing expenses decreased by $0.05 million, or 57%, to $0.04 million for the year ended December 31, 2024 from $0.09 million for the year ended December 31, 2023, mainly due to the decrease in transportation and storage cost, as well as decline in the sales staff salaries. General and Administrative Expenses.
In that case, our plans include pursuing alternative financing arrangements or reducing expenditures as necessary to meet our cash requirements. However, there is no assurance that we will raise additional capital or reduce discretionary spending to provide liquidity if needed. We cannot be sure of the availability or terms of any alternative financing arrangements.
However, there is no assurance that we will raise additional capital or reduce discretionary spending to provide liquidity if needed.
This decrease was mainly due to the aforementioned reasons, attributable to a decrease in sales of revenue and the disposal of certain subsidiaries in 2022. Liquidity and Capital Resources In assessing our liquidity, we monitor and analyze our cash-on-hand and operating and capital expenditure commitments. Our liquidity needs meet our working capital requirements, operating expenses, and capital expenditure obligations.
Liquidity and Capital Resources In assessing our liquidity, we monitor and analyze our cash-on-hand and operating and capital expenditure commitments. Our liquidity needs meet our working capital requirements, operating expenses, and capital expenditure obligations. In the reporting period in the fiscal year 2024, our primary sources of financing have been cash generated from operations and proceeds from bank loans.
Financing Activities Net cash provided by financing activities for the year ended December 31, 2023, amounted to $2.88 million, indicating a decrease of $7.95 million compared to the corresponding period in 2022.
This change is primarily due to a reduction in proceeds from disposal of equity method investments of $2.77 million compared to the year ended December 31, 2023. 20 Financing Activities The net cash used in financing activities was $0.97 million during the year ended December 31, 2024, compared to net cash provided by financing activities of $2.89 million for the same period in 2023.
The residual decrease was attributable to disposal of certain subsidiaries in late 2022. Cost of Revenues. During the year ended December 31, 2023, we experienced a decrease in cost of revenue of $14.72 million or 36%, in comparison to the year ended December 31, 2022, from approximately $40.41 million to $25.69 million.
During the year ended December 31, 2024, we experienced a decrease in cost of revenue of $10.11 million or 63%, in comparison to the year ended December 31, 2023, from approximately $16.08 million to $5.97 million. This change was mainly due to a decrease in sales of revenue, as discussed above. 18 Gross Profit .
This decline can be primarily attributed to the aforementioned factors, namely a decrease in sales revenue and the divestiture of certain subsidiaries towards the end of 2022. Additionally, another contributing factor was a slight increase in the average combined cost per unit of our products.
This decline can be primarily attributed to the decrease in sales revenue, and partially offset by a slight decrease in the average combined cost per unit of our products. The gross profit margin increased from 9.0% in 2023 to 11.3% in 2024, representing an increase of 2.3%, primarily attributed to change in product mix. Operating Expenses Selling and Marketing Expenses.
Removed
This change was mainly due to a decrease in sales of revenue, as discussed above, and disposal of certain subsidiaries in late 2022. Gross Profit .
Added
Our general and administrative expenses for the year ended December 31, 2024 decreased by $0.67 million, to $7.33 million compared to the previous year’s $8.00 million, mainly due to loss in the amount of $1.97 million recognized for obsolete tea products during the year ended December 31, 2023, and partially offset by increase in allowance for doubtful accounts and impairment of long-term investments during the year ended December 31, 2024.
Removed
The gross profit margin decreased from 10.77% in 2022 to 5.57% in 2023, representing a decrease of 5.2%. This decline is primarily attributed to the significant reduction in sales of cold chain food mentioned earlier, as well as a notable increase in associated warehousing costs. Operating Expenses Selling and Marketing Expenses.
Added
As of December 31, 2024, we had cash and restricted cash of $195,153 compared to $237,214 as of December 31, 2023. The debt to assets ratio was 54.0% and 54.4% as of December 31, 2024 and December 31, 2023, respectively.
Removed
Our general and administrative expenses for the year ended December 31, 2023 increased by $1.98 million, or 28%, to $9.04 million compared to the previous year’s $7.06 million. After adjusting for the impact of $1.10 million from last year’s General and Administrative Expenses generated by the disposed subsidiary, the increase in fiscal 2023 is approximately $3.03 million.
Added
This change can be attributed to a rise in loan to related parties, and partially offset by an increase in bank loans.
Removed
The primary reason for this increase is attributed to inadequate inventory management, resulting in a loss of inventory of approximately $1.97 million and an expected credit loss of $2.76 million on trade receivables, partially offset by a decrease of $1.70 million attributed to cost control during 2023.
Removed
In the reporting period in the fiscal year 2023, our primary sources of financing have been cash generated from operations and private placements. 23 As of December 31, 2023, we had cash and cash equivalents of $436.38 thousand compared to $93.49 thousand as of December 31, 2022.
Removed
This increase is primarily attributed to the disposal of a certain subsidiary amounting to $2.77 million and a decrease in long-term investments totaling $4.10 million compared to the previous year.

Other PLAG 10-K year-over-year comparisons