Scienture Holdings Inc. 2025年季度报告

FORM10-Q OR Securities registered pursuant to Section 12(b) of the Act: 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 the Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying 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☒ There were13,116,429shares of the registrant’s common stock outstanding on May 12, 2025. TABLE OF CONTENTSCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS3PART I: FINANCIAL INFORMATION4ITEM 1. FINANCIAL STATEMENTS4ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS23ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK28ITEM 4. CONTROLS AND PROCEDURES28PART II. OTHER INFORMATION29ITEM 1. LEGAL PROCEEDINGS29ITEM 1A. RISK FACTORS29ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS30ITEM 3. DEFAULTS UPON SENIOR SECURITIES30ITEM 4. MINE SAFETY DISCLOSURES30ITEM 5. OTHER INFORMATION30ITEM 6. EXHIBITS312 Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (“Report”), including without limitation, “Management’s Discussion and Analysis ofFinancial Condition and Results of Operations,” contains forward-looking statements, within the meaning of the federal securitieslaws, including the Private Securities Litigation Reform Act of 1995, regarding future events and the future results of ScientureHoldings, Inc. (f/k/a TRxADE Health, Inc.) (the “Company”) that are based on current expectations, estimates, forecasts, andprojections about the industry in which the Company operates and the beliefs and assumptions of the management of the Company. ●Our limited amount of cash;●The negative effect on our business and our ability to raise capital that is created by the fact that there is a substantialdoubt about our ability to continue as a going concern;●Risks of our operations not being profitable;●Claims relating to alleged violations of intellectual property rights of others;●Technical problems with our websites;●Cybersecurity risks;●Risks relating to implementing our acquisition strategies, and, risks related to ourability to integrate the businessoperations of businesses that we acquire from time to time;●Negative effects on our operations associated with the opioid pain medication health crisis;●Regulatory and licensing requirement risks;●Risks related to changes in the U.S. healthcare environment;●The status of our information systems, facilities and distribution networks;●Risks associated with the operations of our more established competitors;●Political uncertainty;●Healthcare fraud;●The potential impact of some future pandemic;●Inflation, rising interest rates, governmental responses thereto and possible recessions caused thereby;●Changes in laws relating to our operations;●Privacy laws;●System errors; While forward-looking statements reflect our good faith beliefs, assumptions and expectations, they are not guarantees offuture performance. The forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q. Furthermore, wedisclaim any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions orfactors, of new information, data or methods, future events or other changes. Moreover, because we operate in a very competitive andrapidly changing environment, new risk factors are likely to emerge from time to time. We caution investors not to place undue Scienture Holdings, Inc. formerly TRxADE HEALTH, INC.Condensed Consolidated Balance Sheets Scienture Holdings, Inc. formerly TRxADE HEALTH, INC.Condensed Consolidated Statements Of OperationsFor the Three Months Ended March 31, 2025 and 2024 Table of Contents NOTE 1 –ORGANIZATION AND BASIS OF PRESENTATION Overview On September 20, 2024, the Company filed with the Secretary of State of the State of Delaware an amendment to its SecondAmended and Restated Certificate of Incorporation to change the legal name of the Company from “TRxADE HEALTH, Inc.” to The Company owned, as of March 31, 2025,100% of Softell Inc. (f/k/a Trxade Inc.), Integra Pharma Solutions, LLC, andScienture, LLC (f/k/a Scienture, Inc.), which was acquired in July 2024. On October 4, 2024, the Company and Softell Inc. (f/k