森淼科技 2023年季度报告

Form 10-Q Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit and post such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check One): If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ As of August 11, 2023, there were 8,068,040 shares of issuer’s common stock, par value $0.0001 per share, issued andoutstanding. Table of Contents TABLE OF CONTENTS Cautionary Note Regarding Forward-Looking Statements3PART I - FINANCIAL INFORMATION4Item 1.Unaudited Condensed Consolidated Financial Statements4Item 2.Management’s Discussion and Analysis of Financial Condition and Results ofOperations39Item 3.Quantitative and Qualitative Disclosures About Market Risk56Item 4.Controls and Procedures56PART II - OTHER INFORMATION57Item 6.Exhibits57SIGNATURES58 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (the “Report”), including, without limitation, statements under theheading “Management’s Discussion and Analysis of Financial Condition and Results of Operations,”includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, asamended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the“Exchange Act”). These forward-looking statements can be identified by the use of forward-lookingterminology, including the words “believes,” “estimates,” “anticipates,” “expects,” “intends,” “plans,”“may,” “will,” “potential,” “projects,” “predicts,” “continues,” or “should,” or, in each case, their negativeor other variations or comparable terminology. There can be no assurance that actual results will notmaterially differ from expectations. Such statements include, but are not limited to, any statements relatingto our ability to consummate any acquisition or other business combination and any other statements thatare not statements of current or historical facts. These statements are based on management’s currentexpectations, but actual results may differ materially due to various factors, including, but not limited to: ●our goals and strategies, including our ability to expand our automobile transaction and relatedservices business and our online ride-hailing platform services business in China;●our management’s ability to properly develop and achieve any future business growth and anyimprovements in our financial condition and results of operations;●the impact by public health epidemics in China on the industries we operate in and our business,results of operations and financial condition;●the growth or lack of growth in China of disposable household income and the availability andcost of credit available to finance car purchases;●the growth or lack of growth of China’s online ride-hailing, automobile financing and leasingindustries;●taxes and other incentives or disincentives related to car purchases and ownership;●fluctuations in the sales and price of new and used cars and consumer acceptance of financing carpurchases;●changes in online ride-hailing, transportation networks, and other fundamental changes intransportation pattern in China;●our expectations regarding demand for and market acceptance of our products and services;●our expectations regarding our customer base;●our plans to invest in our automobile transaction and related services business and our onlineride-hailing platform services business;●our ability to maintain positive relationships with our business partners;●competition in the online ride-hailing, automobile financing and leasing industries in China;●macro-economic and political conditions affecting the global economy generally and the marketin China specifically; and●relevant Chinese government policies and regulations relating to the industries in which weoperate. You should read