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Armlogi Holding Corp.Form 10-QFor the Quarterly Period Ended December 31, 2025ContentsPart IFinancial Information1Item 1Financial Statements1Condensed Consolidated Balance Sheets as of December 31, 2025 (Unaudited) and June 30, 20251Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Six MonthsEnded December 31, 2025 and 2024 (Unaudited)2Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the Three and Six MonthsEnded December 31, 2025 and 2024 (Unaudited)3Condensed Consolidated Statements of Cash Flows for the Six Months Ended December 31, 2025 and 2024(Unaudited)4Notes to Condensed Consolidated Financial Statements (Unaudited)5Item 2Management’s Discussion and Analysis of Financial Condition and Results of Operations24Item 3Quantitative and Qualitative Disclosures about Market Risk33Item 4Controls and Procedures33Part IIOther Information34Item 1Legal Proceedings34Item 1ARisk Factors34Item 2Unregistered Sales of Equity Securities and Use of Proceeds34Item 3Defaults Upon Senior Securities34Item 4Mine Safety Disclosures34Item 5Other Information34Item 6Exhibits35Signatures36 Non-cash Transactions: ARMLOGI HOLDING CORP.NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. Organization and principal activities Armlogi Holding Corp. and its consolidated subsidiaries (the “Company”) operate as a third-party logistics company, providing multi-model transportation and logistics services primarily in the UnitedStates. The Company’s primary transportation services involve arranging shipments, on behalf of its customers, of materials that are generallylarger than shipments handled by integrated carriers of primarily small parcels, such as FedEx, and UPS, including arranging andmonitoring all aspects of material flow activity utilizing advanced information technology systems. The Company also provides other 2. Summary of significant accounting policies Basis of presentation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accountingprinciples generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with theinstructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally includedin financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of In the opinion of the Company’s management, the unaudited interim condensed consolidated financial statements include alladjustments, which are only of a normal and recurring nature, necessary for a fair statement of the financial position of the Companyas of December 31, 2025, and its results of operations and cash flows for the six-month period then ended. Operating results for the Going Concern These financial statements have been prepared on a going concern basis, which assumes that the Company will be able to realize itsassets and discharge its liabilities in the normal course of business. The Company incurred a net loss of $10.4 million during the sixmonths ended December 31, 2025 and as of that date, had a net current liability of $15.8 million. Without additional financing, theCompany may not be able to fund its ongoing operations. The Company is expanding its service offerings to new customers,optimizing warehouse utilization, and developing higher-margin logistics solutions to improve profitability and cash generation.Management is executing a cost optimization plan, including delaying certain non-essential capital expenditures, reducing third-partyservice costs, and improving operational efficiency across warehouse operations to preserve cash flow. In addition, the Company is in Principal of consolidation The unaudited interim condensed consolidated financial statementsinclude the financial statements of the Company and itssubsidiaries. All transactions and balances among the Company and its subsidiaries have been eliminated upon consolidation. ARMLOGI HOLDING CORP.NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 2. Summary of significant accounting policies(cont.) Use of Estimates The preparation of financial statements and related disclosures in accordance with accounting principles generally accepted in theUnited States (‘U.S.GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets andliabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue Cash and cash equivalents Cash and cash equivalents consists of petty cash on hand and cash held in banks and other financial institutions, which is highly liquidand has original maturities of threemonths or less and is unrestricted as to withdrawal or use. Restricted Cash Restricted cash represents the cash restricted for six standby letters of