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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of December 2025

Commission File Number: 001-42208

 

XCHG Limited

(Exact Name of Registrant as Specified in Its Charter)

 

XCharge Europe GmbH, Heselstücken 18,

22453 Hamburg, Germany

 

XCharge Energy USA Inc, 19121 Marketplace Avenue,

Building 2-Suite 2-145, Kyle, TX 78640, United States

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

 

Form 20-F ☒

 

Form 40-F ☐

 


 

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

June 30, 2025 Financial Results

Attached as exhibits to this report on Form 6-K are (i) Management’s Discussion and Analysis of Financial Conditions and Results of Operations for XCHG Limited (the “Company”) for the six-month periods ended June 30, 2025 and 2024 which is attached as Exhibit 99.1; and (ii) the Company’s Unaudited Condensed Consolidated Interim Financial Statements as of June 30, 2025 and for the six-month periods ended June 30, 2025 and 2024, which are attached as Exhibit 99.2.

 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Management’s Discussion and Analysis of Financial Conditions and Results of Operations for the six-month periods ended June 30, 2025 and 2024.

99.2

 

Unaudited Condensed Consolidated Interim Financial Statements as of June 30, 2025 and for the six-month periods ended June 30, 2025 and 2024.

 

 


 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

XCHG Limited

 

 

 

Date: December 19, 2025

By:

/s/ Yifei Hou

 

 

Name: Yifei Hou

 

 

Title: Chief Executive Officer

 

 


EX-99.1 2 ck0001979887-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our consolidated financial statements and related notes and the other financial information included in the Exhibits to the Report of Foreign Private Issuer on Form 6-K to which this Exhibit is attached. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those disclosed below and in our Annual Report on Form 20-F.

Recent Developments

On October 28, 2025, we received a formal notice of arbitration from the China International Economic and Trade Arbitration Commission. The notice states that a claim was filed by an investor seeking repayment of the outstanding principal and interest totaling RMB16.71 million (equivalent to US$2.33 million), plus default interest accruing at an annual rate of 12% from March 10, 2025, as well as recovery of its legal fees and arbitration costs. The claim also demands joint and several liability from us, our German subsidiary, and our founders, Mr. Ding Rui and Mr. Hou Yifei. As of the date hereof, the arbitration is pending, and no hearing has been scheduled.

 

Key Components of Results of Operations

Revenues

We derive our revenues from two sources, namely (i) product revenues; and (ii) service revenues. For the six months ended June 30, 2024 and 2025, our revenues amounted to US$20.1 million and US$12.5 million, respectively. The following table sets forth a breakdown of our revenues, in absolute amounts and as percentages of total revenues, for the periods indicated.

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

 

 

(in thousands, except for percentages)

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Product revenues

 

 

19,956

 

 

 

99.0

 

 

 

12,081

 

 

 

97.0

 

Service revenues

 

 

194

 

 

 

1.0

 

 

 

362

 

 

 

2.9

 

Total

 

 

20,150

 

 

 

100.0

 

 

 

12,451

 

 

 

100.0

 

 

Product revenues. We generate revenues from the sales of our products. We typically recognize the revenue at a point in time when the products are accepted by customers. In the six months ended June 30, 2024 and 2025, our product revenues amounted to US$19.9 million and US$12.1 million, respectively, representing 99.0% and 97.1% of our total revenues in the same periods, respectively. The year-over-year decrease was mainly due to external policy dynamics, including trade policy turbulence and evolving renewable energy regulations. These factors led certain customers to temporarily delay procurement decisions, contributing to a softer order volume in the first half of 2025.

Service revenues. Complementary to the initial sales of products, we also offer accompanying services throughout the entire life cycle, including both software system upgrades and hardware maintenance. We start to charge our customers for the services after an inclusion period of one to three years following the sale. We typically recognize the revenue over the period of such services on a straight-line basis. In the six months ended June 30, 2024 and 2025, most of our products sold were still within the inclusion period of one to three years following the sale. Our service revenues amounted to US$0.2 million and US$0.4 million in the six months ended June 30, 2024 and 2025, respectively, representing 1.0% and 2.9% of our total revenues in the same periods, respectively. As the number of installed chargers grows, we expect recurring service revenues to account for an increasing portion of our total revenues in the long run.

 


 

Cost of Revenues

Our cost of revenues consists of the costs and expenses that are directly related to providing our products and services to our customers. These costs and expenses include (i) cost of products sold, (ii) shipping costs, (iii) customs duties, (iv) share-based compensation, and (v) others. In the six months ended June 30, 2024 and 2025, our cost of revenues amounted to US$10.3 million and US$6.1 million respectively, representing 51.3% and 48.8% of our revenues in the same periods, respectively. The following table sets forth our cost of revenues, in absolute amounts and as percentages of total revenues, for the periods indicated.

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

Cost of revenues

 

 

 

 

 

 

 

 

 

 

 

 

Cost of products sold

 

 

9,249

 

 

 

89.5

 

 

 

4,694

 

 

 

77.3

 

Shipping costs

 

 

399

 

 

 

3.9

 

 

 

483

 

 

 

8.0

 

Customs duties

 

 

82

 

 

 

0.8

 

 

 

574

 

 

 

9.4

 

Share based compensation

 

 

 

 

 

 

 

 

16

 

 

 

0.3

 

Others(1)

 

 

603

 

 

 

5.8

 

 

 

303

 

 

 

5.0

 

Total

 

 

10,333

 

 

 

100.0

 

 

 

6,070

 

 

 

100.0

 

 

Note:

(1)
Primarily consist of warranty costs, write-downs of inventories and other costs.

We expect our cost of revenues to decrease as a percentage of our revenues in the long run through economies of scale and improvement of operating efficiency, and to increase in absolute amount in line with our expansion of business and customer base growth.

Gross Profit

Gross profit is equal to our total revenues less cost of revenues. Gross profit as a percentage of our total revenues is referred to as gross margin. In the six months ended June 30, 2024 and 2025, our gross profit was US$9.8 million and US$6.4 million, respectively, and our gross margin was 48.7% and 51.3%, respectively.

Operating Expenses

Our operating expenses consist of selling and marketing expenses, research and development expenses, general and administrative expenses. In the six months ended June 30, 2024 and 2025 our operating expenses amounted to US$9.9 million and US$13.9 million, respectively, representing 48.9% and 111.6% of our revenues in the same periods, respectively. The following table sets forth a breakdown of our operating expenses, in absolute amounts and as percentages of our total revenues, for the periods indicated.

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

 

 

(in thousands, except for percentages)

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Selling and marketing expenses

 

 

4,379

 

 

 

44.4

 

 

 

5,187

 

 

 

37.3

 

Research and development expenses

 

 

2,166

 

 

 

22.0

 

 

 

4,085

 

 

 

29.4

 

General and administrative expenses

 

 

3,307

 

 

 

33.6

 

 

 

4,620

 

 

 

33.3

 

Total

 

 

9,852

 

 

 

100.0

 

 

 

13,892

 

 

 

100.0

 

 

 


 

Selling and marketing expenses. Selling and marketing expenses consist of (i) staff cost in relation to selling and marketing activities, (ii) share-based compensation, (iii) marketing expense, and (iv) other selling and marketing expenses. In the six months ended June 30, 2024 and 2025 our selling and marketing expenses amounted to US$4.4 million and US$5.2 million, respectively, 21.7% and 41.7% of our revenues in the same periods, respectively. The following table sets forth a breakdown of our selling and marketing expenses, in absolute amounts and as percentages of our total revenues, for the periods indicated.

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

 

 

(in thousands, except for percentages)

 

Selling and marketing expenses

 

 

 

 

 

 

 

 

 

 

 

 

Staff cost

 

 

3,090

 

 

 

70.6

 

 

 

2,700

 

 

 

52.1

 

Share based compensation

 

 

 

 

 

 

 

 

180

 

 

 

3.4

 

Marketing expense

 

 

398

 

 

 

9.1

 

 

 

1,456

 

 

 

28.1

 

Others(1)

 

 

891

 

 

 

20.3

 

 

 

851

 

 

 

16.4

 

Total

 

 

4,379

 

 

 

100.0

 

 

 

5,187

 

 

 

100.0

 

 

Note:

(1)
Primarily consist of business entertainment expenses, traveling expenses, rental and depreciation in relation to selling and marketing functions, and other expenses.

Research and development expenses. Research and development expenses consist of (i) outsourcing development expense, (ii) staff cost in relation to research and development activities, (iii) share-based compensation, and (iv) other research and development expenses. In the six months June 30, 2024 and 2025, our research and development expenses amounted US$2.2 million and US$4.1 million, respectively, representing 10.7% and 32.8% of our revenues in the same periods, respectively. The following table sets forth a breakdown of our research and development expenses, in absolute amounts and as percentages of our total revenues, for the periods indicated.

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

 

 

(in thousands, except for percentages)

 

Research and development expenses

 

 

 

 

 

 

 

 

 

 

 

 

Outsourcing development expense

 

 

190

 

 

 

8.8

 

 

 

1,621

 

 

 

39.7

 

Staff cost

 

 

1,799

 

 

 

83.1

 

 

 

1,815

 

 

 

44.4

 

Share based compensation

 

 

 

 

 

 

 

 

223

 

 

 

5.5

 

Others(1)

 

 

177

 

 

 

8.1

 

 

 

426

 

 

 

10.4

 

Total

 

 

2,166

 

 

 

100.0

 

 

 

4,085

 

 

 

100.0

 

 

Note:

(1)
Primarily consist of certification expenses, testing expenses, and other expenses.

 


 

General and administrative expenses. Our general and administrative expenses consist of (i) professional expenses paid to professional consultants, (ii) staff cost in relation to general and administrative activities, (iii) share based compensation, (iv) foreign currency exchange loss (gain) resulting from the exchange difference in remeasuring foreign currencies to the functional currency as of the relevant dates, (v) losses of credit impairment, and (vi) other general corporate expenses. In the six months ended June 30, 2024 and 2025, our general and administrative expenses amounted to US$3.3 million and US$4.6 million, respectively, representing 16.4% and 37.1% of our revenues in the same periods, respectively. The following table sets forth a breakdown of our general and administrative expenses, in absolute amounts and as percentages of our total revenues, for the periods indicated.

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

 

 

(in thousands, except for percentages)

 

General and administrative expenses

 

 

 

 

 

 

 

 

 

 

 

 

Professional expenses

 

 

1,134

 

 

 

34.3

 

 

 

1,491

 

 

 

32.3

 

Staff cost

 

 

1,130

 

 

 

34.2

 

 

 

1,088

 

 

 

23.5

 

Share based compensation

 

 

 

 

 

 

 

 

2,425

 

 

 

52.5

 

Foreign currency exchange loss (gain)

 

 

185

 

 

 

5.6

 

 

 

(1,234

)

 

 

(26.7

)

(Reversal) Provision on losses of credit impairment

 

 

(25

)

 

 

(0.8

)

 

 

110

 

 

 

2.4

 

Other general corporate expenses

 

 

883

 

 

 

26.7

 

 

 

740

 

 

 

16.0

 

Total

 

 

3,307

 

 

 

100.0

 

 

 

4,620

 

 

 

100.0

 

 

Results of Operations

The following table summarizes our consolidated results of operations and as percentages of our total revenues for the periods indicated. This information should be read together with our consolidated financial statements and related notes included or incorporated by reference elsewhere in the Exhibits to the Report of Foreign Private Issuer on Form 6-K to which this Exhibit is attached.

Revenues

Our revenues decreased by 38.2% from US$20.1 million in the six months ended June 30, 2024 to US$12.5 million in the same period of 2025, primarily driven by external policy dynamics, including trade policy turbulence and evolving renewable energy regulations. These factors led certain customers to temporarily delay procurement decisions, contributing to a softer order volume in the first half of 2025.

Product revenues

Our revenues generated from sales of products decreased by 39.4% from US$19.9 million in the six months ended June 30, 2024 to US$12.1 million in the same period of 2025, mainly driven by the year-over-year decrease was mainly due to external policy dynamics, including trade policy turbulence and evolving renewable energy regulations. These factors led certain customers to temporarily delay procurement decisions, contributing to a softer order volume in the first half of 2025.

Service revenues

Our revenues generated from services were US$0.2 million and US$0.4 million in the six months ended June 30, 2024 and 2025, respectively.

Cost of Revenues

Our cost of revenues decreased by 41.3% from US$10.3 million in the six months ended June 30, 2024 to US$6.1 million in the same period of 2025. The year-over-year decrease was largely in line with the decrease in revenue.

 


 

Gross Profit

As a result of the foregoing, our gross profit decreased by 35.0% from US$9.8 million in the six months ended June 30, 2024 to US$6.4 million in the same period of 2025. Our overall gross margin has remained stable between the first six months of 2025 and 2024.

Operating Expenses

Our operating expenses increased by 41.0% from US$9.9 million in the six months ended June 30, 2024 to US$13.9 million in the same period of 2025, primarily reflecting the increases in our selling and marketing expenses, research and development expenses and general and administrative expenses.

Selling and marketing expenses

Our selling and marketing expenses increased by 18.4% from US$4.4 million in the six months ended June 30, 2024 to US$5.2 million in the same period of 2025. The increase was mainly attributable to the increase in expenses for product promotion. Our selling and marketing expenses as percentages of total revenues increased from 21.7% in the six months ended June 30, 2024 to 41.7% in the same period of 2025, reflecting the increase in expenses for product promotion.

Research and development expenses

Our research and development expenses increased by 88.6% from US$2.2 million in the six months ended June 30, 2024 to US$4.1 million in the same period of 2025. The increase was mainly attributable to the increase in new product research and development costs. Our research and development expenses as percentages of total revenue increased from 10.7% in the six months ended June 30, 2024 to 32.8% in the same period of 2025, which was primarily driven by the increase in new product research and development costs.

General and administrative expenses

Our general and administrative expenses increased by 39.7% from US$3.3 million in the six months ended June 30, 2024 to US$4.6 million in the same period of 2025, mainly attributable to the increases in share-based compensation for certain employees and non-employee consultants of the Company, which partially net-off by the increasing gain on foreign currency exchange. Our general and administrative expenses as percentages of total revenues increased from 16.4% in the six months ended June 30, 2024 to 37.1% in the same period of 2025, mainly resulting from increases in share-based compensation for certain employees and non-employee consultants of the Company, which partially net-off by the increasing gain on foreign currency exchange.

Changes in Fair Value of Financial Instruments

Our changes in fair value of financial instruments increased from US$(0.4) million in the six months ended June 30, 2024 to US$0.1 million in the same period of 2025, mainly due to fluctuations in stock prices.

Interest Expenses

We recorded interest expenses of US$75 thousand in the six months ended June 30, 2025, as compared to US$115 thousand in the same period of 2024. Such decrease was primarily due to decrease in the short-term bank borrowings.

Interest Income

We recorded interest income of US$67 thousand in the six months ended June 30, 2025, as compared to US$81 thousand in the same period of 2024.

 


 

Income Tax Expense

We recorded an income tax expense of nil in the six months ended June 30, 2025, as compared to US$11 thousand in the six months ended June 30, 2024.

Net Loss

As a result of the foregoing, we recorded net loss of US$7.3 million in the six months ended June 30, 2025, as compared to US$0.2 million in the same period of 2024.

Non-GAAP Financial Measures

We consider adjusted net loss, a non-GAAP financial measure as a supplemental measure to review and assess our operating performance. The presentation of this non-GAAP financial measure is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We present this non-GAAP financial measure because it is used by our management to evaluate our operating performance and formulate business plans. We also believe that the use of this non-GAAP measure facilitates investors’ assessment of our operating performance.

This non-GAAP financial measure is not defined under U.S. GAAP and is not presented in accordance with U.S. GAAP. This non-GAAP financial measure has limitations as an analytical tool. One of the key limitations of using this non-GAAP financial measure is that it does not reflect all items of income and expense that affect our operations. Further, this non-GAAP measure may differ from the non-GAAP information used by other companies, including peer companies, and therefore its comparability may be limited. We compensate for these limitations by reconciling this non-GAAP financial measures to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating our performance. We encourage you to review our financial information in its entirety and not rely on a single financial measure.

Adjusted Net Loss

We define adjusted net loss as net loss excluding share-based compensation, changes in fair value of financial instruments and gain on extinguishment of convertible debts.

The following table reconciles our adjusted net losses for the periods indicated to the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP, which is net loss:

 

 

For the Six Months
Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

 

(in thousands)

 

Net loss

 

 

(218

)

 

 

(7,338

)

Add:

 

 

 

 

 

 

Share-based compensation

 

 

 

 

 

2,844

 

Changes in fair value of financial instruments

 

 

416

 

 

 

(106

)

Gain on extinguishment of convertible debts

 

 

(247

)

 

 

 

Adjusted net loss

 

 

(49

)

 

 

(4,600

)

 

Liquidity and Capital Resources

Cash flows and working capital

Our principal sources of liquidity have been cash generated from financing activities and operating activities. As of June 30, 2025, we had US$16.3 million in cash and cash equivalents, held primarily across financial institutions in three geographic locations. Our deposits held at financial institutions of the People’s Republic of China (the “PRC”) were primarily denominated in Renminbi, Euros and US dollars, which amounted to US$5.6 million, US$1.1 million and US$1.4 million, respectively.

 


 

Outside the PRC, we held US$7.2 million denominated in US dollars at institutions in the United States, and US$1.1 million denominated in Euros at institutions in Germany. Under existing PRC foreign exchange regulations, payments of current account items, including profit distributions, interest payments and trade and service-related foreign exchange transactions, can be made in foreign currencies without prior approval of the PRC’s State Administration of Foreign Exchange (“SAFE”) by complying with certain procedural requirements. Specifically, under the existing exchange restrictions, without prior approval of SAFE, cash generated from the operations of our subsidiaries in the PRC a may be used to pay dividends to our company. However, approval from or registration with appropriate government authorities is required where Renminbi is to be converted into foreign currency and remitted out of the PRC to pay capital expenses such as the repayment of loans denominated in foreign currencies. As a result, we need to obtain SAFE approval to use cash generated from the operations of our PRC subsidiaries to pay off their respective debt in a currency other than Renminbi owed to entities outside of the PRC, or to make other capital expenditure payments outside of the PRC in a currency other than Renminbi. We do not believe that such restrictions on foreign exchange would have a material impact on the net assets and liquidity of our company or any of our subsidiaries. We believe that our current cash and anticipated cash flow from operations will be sufficient to meet our anticipated cash needs, including our cash needs for working capital and capital expenditures, for at least the next 12 months.

We are evaluating strategies to obtain additional funding for future operations. These strategies may include, but are not limited to, obtaining equity financing, issuing debt or entering into other financing arrangements. However, we may be unable to access future equity or debt financing when needed. As such, there can be no assurance that we will be able to obtain additional liquidity when needed or under acceptable terms, if at all.

The following table presents our consolidated cash flow data for the periods indicated.

 

 

For the Six Months
Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

 

(in thousands)

 

Net cash provided by (used in) operating activities

 

 

7,739

 

 

 

(6,816

)

Net cash used in investing activities

 

 

(374

)

 

 

(311

)

Net cash provided by (used in) financing activities

 

 

1,414

 

 

 

(3,509

)

Effect of foreign currency exchange rate changes
   on cash and cash equivalents and restricted cash

 

 

(183

)

 

 

200

 

Net increase (decrease) in cash, cash equivalents and
   restricted cash

 

 

8,596

 

 

 

(10,436

)

Cash, cash equivalents and restricted cash at
   the beginning of the period

 

 

15,693

 

 

 

26,774

 

Cash, cash equivalents and restricted cash at
   the end of the period

 

 

24,289

 

 

 

16,338

 

 

Operating activities

Net cash provided by operating activities was US$7.7 million in the six months ended June 30, 2024. The difference between our net loss of US$0.2 million and the net cash provided by operating activities was mainly due to (i) a decrease in accounts receivable of US$7.7 million, primarily attributable to our measures to accelerate collection of payments, and (ii) an increase in contract liabilities of US$1.4 million, reflecting higher customer prepayments associated with increased order volume; partially offset by an increase in inventories of US$0.9 million, reflecting stockpiling in preparation for upcoming customer orders.

Net cash used in operating activities was US$6.8 million in the six months ended June 30, 2025.

 


 

The difference between our net loss of US$7.3 million and the net cash used in operating activities was mainly due to(i) an increase in inventories of US$2.6 million, reflecting stockpiling in preparation for upcoming customer orders, and (ii) a decrease in accounts payable of US$2.1 million, primarily attributable to the change of payment method to prepayment for some of our raw materials, (iii) a decrease in accrued expenses and other current liabilities of US$0.9 million, primarily attributable to the decrease in accrued payroll and social insurance, and (iv) an increase in amounts due from related parties of US$0.8 million, current and non-current, primarily attributable to increased sales to one of our related party; partially offset by (i) share-based compensation expenses of US$2.8 million in relation to the shares we granted under the 2023 Share Plan II, (ii) a decrease in accounts receivable of US$3.0 million, primarily attributable to our measures to accelerate collection of payments, and (iii) a decrease in prepayments and other current assets of US$1.4 million, primarily attributable to utilization of our prepayment balance, which aligns with regular business rhythms as suppliers fulfilled their service obligations.

Investing activities

Net cash used in investing activities was US$0.4 million in the six months ended June 30, 2024, which was primarily attributable to cash paid for purchase of property and equipment and intangible assets.

Net cash used in investing activities was US$0.3 million in the six months ended June 30, 2025, which was primarily attributable to cash paid for purchase of property and equipment and intangible assets.

Financing activities

Net cash provided by financing activities was US$1.4 million in the six months ended June 30, 2024, which was primarily attributable to proceeds from short-term bank borrowings of US$7.1 million; partially offset by repayment of short-term bank borrowings of US$5.9 million.

Net cash used in financing activities was US$3.5 million in the six months ended June 30, 2025, which was primarily attributable to (i) repayment of short-term bank borrowings of US$3.9 million, and (ii) payment for initial public offering ("IPO") costs of US$1.0 million; partially offset by proceeds from short-term bank borrowings of US$1.4 million.

Material cash requirements

Our material cash requirements as of June 30, 2025 primarily include our operating lease commitments, capital expenditures, and working capital requirements.

Our operating lease commitments consist of the commitments under the lease agreements for our office premises. We lease our office facilities under non-cancelable operating leases with various expiration dates. The majority of our operating lease commitments are related to our office lease agreements.

The following table sets forth our contractual obligations as of June 30, 2025:

 

 

Payment Due by Period

 

 

Total

 

 

Less than 1 Year

 

 

1-3 Years

 

 

(US$ in thousands)

 

Operating lease liabilities(1)

 

 

2,507

 

 

 

595

 

 

 

1,912

 

Repayment of short-term borrowings

 

 

6,286

 

 

 

6,286

 

 

 

 

Total

 

 

9,793

 

 

 

6,881

 

 

 

1,912

 

 

Note:

(1)
Represents obligations under lease agreements for our office premises.

Our capital expenditures are incurred primarily in connection with purchase and improvement in property and equipment. We recorded capital expenditures of US$266 thousand and US$311 thousand in the six months ended June 30, 2024 and 2025, respectively. We intend to fund our future capital expenditures with our existing cash balance and proceeds from Securities offerings. We will continue to make capital expenditures to meet the expected growth of our business. Other than those shown above, we did not have any significant capital and other commitments, long-term obligations, or guarantees as of June 30, 2025.

 


http://fasb.org/srt/2025#ChiefExecutiveOfficerMember

Exhibit 99.2

XCHG LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

 

As of December 31,

 

 

As of June 30,

 

 

 

 

2024

 

 

2025

 

 

Note

US$

 

 

US$

 

ASSETS

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

26,773,902

 

 

 

16,337,549

 

Accounts receivable, net

 

2

 

 

11,241,534

 

 

 

8,529,805

 

Amounts due from related parties

 

15

 

 

2,215,672

 

 

 

3,067,269

 

Inventories, net

 

3

 

 

7,682,052

 

 

 

9,697,504

 

Prepayments and other current assets

 

4

 

 

6,497,363

 

 

 

5,285,473

 

Total current assets

 

 

 

 

54,410,523

 

 

 

42,917,600

 

Non‑current assets

 

 

 

 

 

 

 

 

Property and equipment, net

 

5

 

 

969,207

 

 

 

2,033,512

 

Long-term investments

 

 

 

 

104,335

 

 

 

104,769

 

Operating lease right-of-use assets, net

 

 

 

 

1,653,733

 

 

 

2,298,869

 

Total non‑current assets

 

 

 

 

2,727,275

 

 

 

4,437,150

 

Total assets

 

 

 

 

57,137,798

 

 

 

47,354,750

 

LIABILITIES

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Short-term borrowings

 

6

 

 

8,811,599

 

 

 

6,286,145

 

Accounts payable

 

 

 

 

7,666,956

 

 

 

6,441,122

 

Contract liabilities

 

 

 

 

3,229,431

 

 

 

2,901,031

 

Operating lease liabilities—current

 

 

 

 

303,851

 

 

 

662,212

 

Financial liability

 

9

 

 

189,279

 

 

 

83,402

 

Amounts due to a related party

 

15

 

 

125,748

 

 

 

56,241

 

Accrued expenses and other current liabilities

 

8

 

 

5,860,907

 

 

 

4,085,178

 

Total current liabilities

 

 

 

 

26,187,771

 

 

 

20,515,331

 

Non‑current liabilities

 

 

 

 

 

 

 

 

Operating lease liabilities—non-current

 

 

 

 

1,274,314

 

 

 

1,644,387

 

Other non-current liabilities

 

 

 

 

166,829

 

 

 

172,667

 

Total non‑current liabilities

 

 

 

 

1,441,143

 

 

 

1,817,054

 

Total liabilities

 

 

 

 

27,628,914

 

 

 

22,332,385

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Class A ordinary shares (USD0.00001 par value; 4,258,745,553 shares
   authorized, 1,636,807,084 shares issued and outstanding as of December 31,
   2024 and June 30, 2025)

 

 

 

 

16,368

 

 

 

16,368

 

Class B ordinary shares (USD0.00001 par value; 741,254,447 shares
   authorized, issued and outstanding as of December 31, 2024 and June
   30,2025)

 

 

 

 

7,413

 

 

 

7,413

 

Additional paid - in capital

 

 

 

 

79,883,038

 

 

 

82,786,739

 

Accumulated other comprehensive income

 

 

 

 

1,975,487

 

 

 

1,923,397

 

Accumulated deficit

 

 

 

 

(52,373,422

)

 

 

(59,711,552

)

Total shareholders’ equity

 

 

 

 

29,508,884

 

 

 

25,022,365

 

Total liabilities and shareholders’ equity

 

 

 

 

57,137,798

 

 

 

47,354,750

 

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


XCHG LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

 

 

 

 

For the Six Months Ended June 30,

 

 

 

 

2024

 

 

2025

 

 

Note

 

US$

 

 

US$

 

Revenues

 

 

 

 

20,149,953

 

 

 

12,451,126

 

Cost of revenues

 

 

 

 

(10,332,829

)

 

 

(6,069,788

)

Gross profit

 

 

 

 

9,817,124

 

 

 

6,381,338

 

Operating expenses:

 

 

 

 

 

 

 

 

Selling and marketing expenses

 

 

 

 

(4,379,024

)

 

 

(5,186,741

)

Research and development expenses

 

 

 

 

(2,165,705

)

 

 

(4,084,917

)

General and administrative expenses

 

 

 

 

(3,307,565

)

 

 

(4,619,965

)

Total operating expenses

 

 

 

 

(9,852,294

)

 

 

(13,891,623

)

Government grants

 

 

 

 

31,206

 

 

 

73,825

 

Operating loss

 

 

 

 

(3,964

)

 

 

(7,436,460

)

Changes in fair value of financial instruments

 

10

 

 

(416,109

)

 

 

106,289

 

Gain on extinguishment of convertible debts

 

 

 

 

247,283

 

 

 

 

Interest expenses

 

 

 

 

(115,156

)

 

 

(75,149

)

Interest income

 

 

 

 

81,003

 

 

 

67,190

 

Loss before income taxes

 

 

 

 

(206,943

)

 

 

(7,338,130

)

Income tax expense

 

13

 

 

(11,298

)

 

 

 

Net loss

 

 

 

 

(218,241

)

 

 

(7,338,130

)

Accretion of redeemable preference shares to redemption value

 

 

 

 

(740,851

)

 

 

 

Net loss attributable to ordinary shareholders

 

 

 

 

(959,092

)

 

 

(7,338,130

)

Net loss

 

 

 

 

(218,241

)

 

 

(7,338,130

)

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

Foreign currency translation adjustment, net of nil income taxes

 

 

 

 

33,689

 

 

 

(52,090

)

Comprehensive loss

 

 

 

 

(184,552

)

 

 

(7,390,220

)

 

 

 

 

 

 

 

 

 

Loss per ordinary share–Basic and diluted

 

14

 

 

(0.001

)

 

 

 

Loss per Class A and Class B ordinary share–Basic and diluted

 

14

 

 

 

 

 

(0.003

)

 

 

 

 

 

 

 

 

 

Weighted average number of ordinary shares– Basic and diluted

 

14

 

 

806,200,500

 

 

 

 

Weighted average number of Class A and Class B ordinary shares – Basic and
   diluted

 

14

 

 

 

 

 

2,544,609,189

 

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements


 

XCHG LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Cash flows from operating activities:

 

 

 

 

 

 

Net cash provided by (used in) operating activities

 

 

7,683,011

 

 

 

(6,815,957

)

Cash flows from investing activities:

 

 

 

 

 

 

Cash paid for purchase of property and equipment and intangible assets

 

 

(266,195

)

 

 

(311,025

)

Payment of consideration payable in connection with long-term investments

 

 

(107,687

)

 

 

 

Net cash used in investing activities

 

 

(373,882

)

 

 

(311,025

)

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from short-term bank borrowings

 

 

7,134,495

 

 

 

1,391,999

 

Repayment of short-term bank borrowings

 

 

(5,906,322

)

 

 

(3,945,105

)

Proceeds from collection of advances to the Founders

 

 

680,540

 

 

 

 

Payments of initial public offering (“IPO”) cost

 

 

(492,977

)

 

 

(956,248

)

Net cash provided by (used in) financing activities

 

 

1,415,736

 

 

 

(3,509,354

)

Effect of foreign currency exchange rate changes on cash and cash equivalents and
   restricted cash

 

 

(128,483

)

 

 

199,983

 

 

 

 

 

 

 

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

8,596,382

 

 

 

(10,436,353

)

Cash, cash equivalents and restricted cash at the beginning of the period

 

 

15,692,810

 

 

 

26,773,902

 

Cash, cash equivalents and restricted cash at the end of the period

 

 

24,289,192

 

 

 

16,337,549

 

Supplemental cash flow information:

 

 

 

 

 

 

Interest paid

 

 

106,159

 

 

 

73,886

 

Income tax paid

 

 

 

 

 

 

Non-cash investing and financing activities:

 

 

 

 

 

 

Accrual of IPO cost

 

 

37,885

 

 

 

 

Issuance of Series B+ redeemable preference shares upon conversion of
   convertible debts

 

 

9,651,560

 

 

 

 

Operating right-of-use assets obtained in exchange for operating lease liabilities

 

 

1,686,144

 

 

 

874,106

 

Property and equipment transferred from inventories

 

 

 

 

 

874,663

 

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statement

 


 

XCHG LIMITED

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of presentation

The accompanying unaudited condensed consolidated financial statements of XCHG Limited (“the Company”), its wholly-owned subsidiaries (collectively referred to as “the Group”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted as permitted by rules and regulations of the U.S. Securities and Exchange Commission. The consolidated balance sheet as of December 31, 2024 was derived from the audited consolidated financial statements of the Group. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Company as of and for the year ended December 31, 2024, which are included in the Annual Report on Form 20-F.

In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present a fair statement of the financial position as of June 30, 2025, the results of operations and cash flows for the six months ended June 30, 2024 and 2025, have been made.

The preparation of the unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent assets and liabilities at the balance sheet date, and the reported revenues and expenses during the reported periods. Significant accounting estimates include, but not limited to, allowance for credit losses, write downs for excess and obsolete inventories, the realization of deferred income tax assets and the fair value of ordinary shares, redeemable preference shares and convertible debts. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the unaudited condensed consolidated financial statements.

The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Group will continue as a going concern. The going concern assumption contemplates the realization of assets and satisfaction of liabilities in the normal course of business.

The Group is evaluating strategies to obtain additional funding for future operations. These strategies may include, but are not limited to, obtaining equity financing, issuing debt or entering into other financing arrangements, obtaining agreements with the existing investors to extend the due dates for outstanding debt and the redemption dates of redeemable preference shares. However, the Group may be unable to access to future equity or debt financing when needed. As such, there can be no assurance that the Group will be able to obtain additional liquidity when needed or under acceptable terms, if at all.

The unaudited condensed consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if the Group were unable to continue as a going concern.

(aa) Segment Reporting

Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and in assessing performance. The Group’s Chief Executive Officer is the Group’s CODM. The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. As such, the Group has determined that it operates as one operating segment. The Group has concluded that consolidated net loss is the measure of segment profitability. The CODM assesses performance for the Group, monitors budget versus actual results, and determines how to allocate resources based on consolidated net loss as reported in the unaudited condensed consolidated statements of comprehensive loss. There is no other expense categories regularly provided to the CODM that are not already included in the primary financial statements herein.

The Group’s long-lived assets are primarily located in and derived from the PRC, and the amount of long-lived assets attributable to any other individual country is not material. Therefore, no geographical segments are presented.

(b) Concentration of risk

 


 

Concentration of customers and suppliers

Customers from whom individually represent greater than 10% of total revenues of the Group for the six months ended June 30, 2024 and 2025 are as follows.

 

 

For the Six Months ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

Customer A

 

*

 

 

*

 

 

 

1,389,443

 

 

 

11

%

Customer B

 

*

 

 

*

 

 

 

1,281,392

 

 

 

10

%

Customer C

 

 

5,553,898

 

 

 

28

%

 

*

 

 

*

 

Customer D

 

 

5,435,955

 

 

 

27

%

 

*

 

 

*

 

Customer E

 

 

3,719,491

 

 

 

18

%

 

*

 

 

*

 

 

Suppliers from whom individually represent greater than 10% of total purchases of the Group for the six months ended June 30, 2024 and 2025 are as follows.

 

 

For the Six Months ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

Supplier A

 

 

1,843,372

 

 

 

20

%

 

 

820,419

 

 

 

13

%

Supplier B

 

 

2,214,168

 

 

 

24

%

 

 

786,562

 

 

 

13

%

Supplier C

 

*

 

 

*

 

 

 

725,198

 

 

 

12

%

Supplier D

 

 

966,890

 

 

 

10

%

 

 

660,265

 

 

 

11

%

 

Customers accounting for 10% or more of accounts receivable, net are as follows:

 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

Customer F

 

 

1,713,707

 

 

 

15

%

 

 

1,524,516

 

 

 

18

%

Customer G

 

 

1,569,321

 

 

 

14

%

 

 

1,204,375

 

 

 

14

%

Customer D

 

 

1,498,250

 

 

 

13

%

 

*

 

 

*

 

Customer H

 

 

1,399,828

 

 

 

12

%

 

*

 

 

*

 

Customer C

 

 

1,338,451

 

 

 

12

%

 

*

 

 

*

 

 

Customers accounting for 10% or more of contract liabilities are as follows:

 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

Customer G

 

*

 

 

*

 

 

 

468,185

 

 

 

16

%

Customer H

 

*

 

 

*

 

 

 

356,867

 

 

 

12

%

Customer E

 

 

320,308

 

 

 

10

%

 

*

 

 

*

 

 

Suppliers accounting for 10% or more of accounts payable are as follows:

 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

Supplier B

 

 

2,747,890

 

 

 

36

%

 

 

1,725,435

 

 

 

27

%

Supplier D

 

 

1,425,008

 

 

 

19

%

 

 

1,353,686

 

 

 

21

%

Supplier A

 

*

 

 

*

 

 

 

777,578

 

 

 

12

%

 

Suppliers accounting for 10% or more of prepayments are as follows:

 

 


 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

%

 

 

US$

 

 

%

 

Supplier E

 

 

3,463,506

 

 

 

66

%

 

 

2,525,473

 

 

 

60

%

Supplier A

 

 

605,744

 

 

 

12

%

 

 

1,178,740

 

 

 

28

%

Supplier F

 

 

1,000,000

 

 

 

19

%

 

*

 

 

*

 

 

* The amount was less than 10% of total sales, total purchases or total balance.

Concentration of credit risk

Cash and cash equivalents consisted of cash on hand, cash at bank and term deposits, which have original maturities of three months or less and are readily convertible to known amounts of cash. The Group’s cash and cash equivalents, excluding cash on hand, are deposited in financial institutions at below locations:

 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Financial institutions in the mainland of the PRC

 

 

 

 

 

 

—Denominated in RMB

 

 

11,977,938

 

 

 

5,555,396

 

—Denominated in USD

 

 

1,117,452

 

 

 

1,362,732

 

—Denominated in EUR

 

 

1,776,869

 

 

 

1,102,611

 

Total cash and cash equivalents balances held at
   mainland PRC financial institutions

 

 

14,872,259

 

 

 

8,020,738

 

Financial institution in Germany

 

 

 

 

 

 

—Denominated in EUR

 

 

2,882,073

 

 

 

1,104,423

 

Total cash balances held at a Germany
   financial institution

 

 

2,882,073

 

 

 

1,104,423

 

Financial institutions in the USA

 

 

 

 

 

 

—Denominated in USD

 

 

9,018,804

 

 

 

7,211,058

 

Total cash balances held at a USA financial institution

 

 

9,018,804

 

 

 

7,211,058

 

Total cash and cash equivalents balances held at
   financial institutions

 

 

26,773,136

 

 

 

16,336,220

 

(c) Recent accounting pronouncements

In December 2023, the FASB issued ASU 2023-09, Improvement to Income Tax Disclosure. This standard requires more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This standard also includes certain other amendments to improve the effectiveness of income tax disclosures. ASU 2023-09 is effective for public business entities, for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. The Group is in the process of evaluation the impact of adopting this new guidance on its consolidated financial statements for the fiscal year ended December 31, 2025.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), and in January 2025, the FASB issued ASU No. 2025-01, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). ASU 2024-03 requires additional disclosure of the nature of expenses included in the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Both early adoption and retrospective application are permitted. The Group is currently evaluating the impact of this accounting standard update on its consolidated financial statements for the fiscal year ended December 31, 2025.

In July 2025, the FASB issued ASU 2025-05 - Financial Instruments—Credit Losses (Topic 326). The amendments in this Update provide (1) all entities with a practical expedient and (2) entities other than public business entities with an accounting policy election when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606. An entity that elects the practical expedient and the accounting policy election, if applicable, should apply the amendments in this Update prospectively.

 


 

The amendments will be effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance. The Group is currently evaluating the impact of this accounting standard update on its consolidated financial statements for the fiscal year ended December 31, 2025.

The Group do not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the unaudited condensed consolidated statements of comprehensive loss and statements of cash flows.

2.
ACCOUNTS RECEIVABLE, NET

Accounts receivable, net consisted of the following:

 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Accounts receivable

 

 

11,891,930

 

 

 

9,336,405

 

Allowance for expected credit losses

 

 

(650,396

)

 

 

(806,600

)

Accounts Receivable, net

 

 

11,241,534

 

 

 

8,529,805

 

 

The movements of the allowance for doubtful accounts were as follows:

 

 

As of December 31,

 

 

As of June 30,

 

 

2023

 

 

2024

 

 

US$

 

 

US$

 

Balance at the beginning of the year/period

 

 

(536,414

)

 

 

(650,396

)

Provision for expected credit losses

 

 

(180,174

)

 

 

(149,590

)

Reversal of expected credit losses

 

 

52,911

 

 

 

7,483

 

Foreign currency translation

 

 

13,281

 

 

 

(14,097

)

Balance at the end of the year/period

 

 

(650,396

)

 

 

(806,600

)

 

3.
INVENTORIES, NET

Inventories, net consisted of the following:

 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Raw materials

 

 

2,904,134

 

 

 

2,847,150

 

Work-in-progress

 

 

1,321,802

 

 

 

1,631,627

 

Finished goods

 

 

3,456,116

 

 

 

5,218,727

 

Inventories

 

 

7,682,052

 

 

 

9,697,504

 

 

Write-downs of inventories from the carrying amount to its estimated net realizable value amounted to nil and US$16,418 were recorded as cost of revenues for the six months ended June 30, 2024 and 2025.

4.
PREPAYMENTS AND OTHER CURRENT ASSETS

Prepayments and other current assets consisted of the following:

 

 


 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Advances to suppliers

 

 

748,672

 

 

 

1,152,588

 

Deductible input VAT

 

 

395,398

 

 

 

427,362

 

Receivables from third party payment platforms

 

 

53,419

 

 

 

28,767

 

Prepayment to service vendors(a)

 

 

4,463,506

 

 

 

2,996,226

 

Receivables from underwriter(b)

 

 

427,172

 

 

 

 

Others(c)

 

 

409,196

 

 

 

680,530

 

Prepayments and Other Current Assets

 

 

6,497,363

 

 

 

5,285,473

 

 

a.
Prepayment to service vendors primarily consist of advance payments for outsourcing core hardware development and market promotion services.
b.
Receivables from underwriter mainly represents unused advance payments made to underwriter for subsequent disbursement to legal advisors. As of the reporting date, the balance has been fully collected.
c.
Others mainly include staff advances, deposits and other receivables.
5.
PROPERTY AND EQUIPMENT, NET

Property and equipment consisted of the following:

 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Machinery and equipment

 

 

345,721

 

 

 

699,451

 

EV Chargers

 

 

737,191

 

 

 

1,275,011

 

Office and electronic equipment

 

 

540,133

 

 

 

578,972

 

Software

 

 

18,347

 

 

 

18,424

 

Leasehold improvement

 

 

633,569

 

 

 

768,024

 

Vehicle

 

 

78,681

 

 

 

78,681

 

Constructions in progress

 

 

165,327

 

 

 

331,251

 

Property and Equipment

 

 

2,518,969

 

 

 

3,749,814

 

Less: Accumulated depreciation

 

 

(1,549,762

)

 

 

(1,716,302

)

Property and Equipment, net

 

 

969,207

 

 

 

2,033,512

 

 

Depreciation expenses were US$120,552 and US$166,540 for the six months ended June 30, 2024 and 2025, respectively.

6.
SHORT-TERM BORROWINGS

 

 

 

As of December 31,

 

 

As of June 30,

 

 

 

2024

 

 

2025

 

 

 

US$

 

 

US$

 

Short-term bank borrowings (i)

 

 

6,724,904

 

 

 

4,190,763

 

Loans from investor C (ii)

 

 

2,086,695

 

 

 

2,095,382

 

Short-term borrowings

 

 

8,811,599

 

 

 

6,286,145

 

 

(i)
Short-term bank borrowings

Short-term bank borrowings consist of RMB denominated borrowings from financial institutions in the PRC that are repayable within one year. The weighted average interest rates for the outstanding short-term bank borrowings as of December 31, 2024 and June 30, 2025 were 3.42% and 2.73%, respectively. As of December 31, 2024 and June 30, 2025, the repayments of all short-term bank borrowings are guaranteed by the Founders or third parties except for one loan from Bank of Beijing that started on December 30, 2024.

 


 

(ii)
Loans from investor C

On May 27, 2024, the Company and Beijing X-Charge Technology Co., Ltd. (“ X-Charge Technology”) entered into an adjustment agreement on the convertible loan investment with investor C, pursuant to which all parties agreed that X-Charge Technology shall repay the loan principal in the amount of RMB15 million (equivalent to US$2.1 million) and applicable interest to investor C upon 180 days after the consummation of a qualified IPO.

Subsequently, the qualified IPO was consummated, making the total outstanding amount of RMB 16.13 million (approximately US$2.26 million), comprising principal and accrued interest, due on March 10, 2025. The Company failed to repay by this date, and pursuant to the agreement, overdue principal accrues default interest at a simple rate of 12% per annum from the date of default until full repayment.

On October 28, 2025, X-Charge Technology received a formal notice of arbitration from the China International Economic and Trade Arbitration Commission (“CIETAC”). The notice states that a claim was filed by Investor C seeking repayment of the outstanding principal and interest totaling RMB16.71 million (equivalent to US$2.33 million), plus default interest accruing at an annual rate of 12% from March 9, 2025, as well as recovery of its legal fees and arbitration costs. The claim also demands joint and several liability from the Company, its German subsidiary, and its founders, Mr. Ding Rui and Mr. Hou Yifei. As of the date these financial statements were authorized for issue, the arbitration is pending, and no hearing has been scheduled.

7.
CONVERTIBLE DEBTS

Conversion of the convertible debts

On January 11, 2024, US$2 million convertible notes held by investor A and RMB50 million convertible loans held by investor B were converted into 35,842,294 and 126,135,217 Series B+ redeemable preference shares of the Company, respectively, at a conversion price of RMB0.3964 per share.

Upon the conversion of the convertible debts, the Company recognized the fair value of Series B+ redeemable preference shares and derecognized the carrying value of the convertible debts. Accrued interests of US$0.46 million for the period from the closing date of issuance of convertible debts in July 2023 through the conversion date on January 11, 2024 were unsettled as of conversion date, which were included in accrued expenses and other current liabilities on the unaudited condensed consolidated balance sheets as of December 31, 2024 and June 30, 2025.

Extinguishment of the convertible debts

On April 7, 2024, RMB15 million convertible loans held by investor C and applicable interest became due. On May 27, 2024, the Company and X-Charge Technology entered into an adjustment agreement on the convertible loan investment with investor C, pursuant to which all parties agreed that X-Charge Technology shall repay the loan principal and applicable interest to this investor (i) upon 180 days after the consummation of a qualified IPO, if this offering is completed on or before September 30, 2024 and the proceeds from such offering are no less than US$20 million; or (ii) on October 15, 2024 or any other date as mutually agreed by all parties in writing, if the conditions prescribed in (i) are not met on or before September 30, 2024. In the event of a default on repayment, the overdue principal amount shall accrue interest at a simple 12% per annum from the date of default.

Following the adjustment agreement with investor C, the Company recognized RMB15 million (equivalent to US$2.09 million) in loan principal as short-term borrowings, RMB1.13 million (equivalent to US$0.16 million) in applicable interest as accrued expenses and other current liabilities, and RMB1.66 million (equivalent to US$0.23 million) gain on the extinguishment of the convertible debts, while derecognizing the carrying value of the convertible debts. The warrants granted in connection with the issuance of convertible debts are terminated upon the extinguishment of the associated convertible debts.

On September 11, 2024, the Company successfully completed its IPO and gross proceeds are greater than US$20 million. Consequently, the loan principal and applicable interest would be repaid upon 180 days after the completion of the qualified IPO. If repayment is overdue, the outstanding principal amount shall bear interest at a simple 12% per annum from the date of default until full repayment is made.

8.
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consisted of the following:

 

 


 

 

As of December 31,

 

 

As of June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Accrued payroll and social insurance

 

 

2,310,507

 

 

 

1,923,040

 

Cash collected on behalf of the customers(a)

 

 

77,408

 

 

 

52,710

 

Other taxes payable

 

 

662,974

 

 

 

525,702

 

Accrued IPO cost

 

 

1,167,185

 

 

 

167,185

 

Accrued service expenses

 

 

789,427

 

 

 

436,546

 

Interest payable to investors

 

 

612,443

 

 

 

613,095

 

Others(b)

 

 

240,963

 

 

 

366,900

 

Accrued Expenses and Other Current Liabilities

 

 

5,860,907

 

 

 

4,085,178

 

 

a.
The Group collects the EV charging considerations from end users on behalf of certain customers and pays to these customers on a regular basis.
b.
Others as of December 31, 2024 and June 30, 2025 mainly included accrued warranty and other payable.
9.
FINANCIAL LIABILITY

In October 2020, X-Charge Technology entered into a loan agreement with SPD Silicon Valley Bank to borrow up to RMB10 million (equivalent to US$1.4 million). In October 2020, in connection with the loan agreement, X-Charge Technology issued warrants to Shengwei Venture Capital Management (Shanghai) Co., Ltd (“Shengwei”), an affiliate of SPD Silicon Valley Bank, to purchase 0.542% of X-Charge Technology’s equity interest at an exercise price at RMB2 million (equivalent to US$0.3 million) in aggregate or purchase 8,786,150 ordinary shares of the Company at the option of Shengwei on a fully diluted basis. The warrants are exercisable upon issuance and expires in October 2027. The warrants have not been exercised as of December 31, 2024 and June 30, 2025.

During the exercisable period and when the warrants are exercised, Shengwei is entitled to require X-Charge Technology to repurchase all equity interest at the price of fair market value.

In accordance with ASC 480, the Company classified the warrants as financial liability as the warrants embody an obligation to repurchase the X-Charge Technology’s equity interest which may require settlement by transferring assets. The Group recorded the financial liability on the consolidated balance sheets at its estimated fair value and subsequently, at each reporting date, recorded changes in estimated fair value included in the changes in fair value of financial instruments on the consolidated statement of comprehensive loss.

10.
FAIR VALUE MEASUREMENT

The tables below reflect the reconciliation from the opening balances to the closing balances for recurring fair value measurements categorized as Level 3 of the fair value hierarchy for the six months ended June 30, 2025:

 

 

 

 

 

For the Six Months Ended June 30, 2025

 

 

 

 

 

 

 

Gain or Losses

 

 

 

 

 

 

 

US$

 

January 1, 2025

 

 

Purchase

 

Included in
Earnings

 

 

Included
in Other
Comprehensive
Loss

 

 

Foreign
Currency
Translation
Adjustment

 

 

June 30, 2025

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liability

 

 

189,279

 

 

 

 

(106,289

)

 

 

 

 

 

412

 

 

 

83,402

 

 

For the financial liability that does not have a quoted market rate, the Group measured its fair value using the option-pricing model with the assistance of an independent third-party valuation firm. The fair values of financial liability as of June 30, 2025 are estimated with the following key assumptions:

 

 


 

 

June 30,

 

 

2025

 

Risk-free rate of return (per annum)

 

 

3.71

%

Volatility

 

 

60.7

%

Expected dividend yield

 

 

0.00

%

Expected term

 

2.3 years

 

Fair value of the Company’s ordinary shares

 

US$0.034 per share

 

 

These inputs used in the analysis were classified as Level 3 inputs within the fair value hierarchy due to the lack of observable market data and activity. If different estimates and assumptions had been used, the fair values of the preference shares and ordinary shares could be significantly different, and the fair value of the financial liability may materially differ from the recognized amount.

11.
MEZZANINE EQUITY

On January 11, 2024, the Company issued 161,977,511 Series B+ redeemable preference shares to two convertible debts holders who converted their convertible debts (see Note 7).

The activities of the Preference Shares for the six months ended June 30, 2024 are as follows:

 

 

 

Series Angel preference shares

 

 

Series Angel redeemable preference shares

 

 

Series A redeemable preference shares

 

 

Series A+ redeemable preference shares

 

 

Series B redeemable preference shares

 

 

Series B+ redeemable preference shares

 

 

Total

 

 

Carrying amount

 

 

Carrying amount

 

 

Carrying amount

 

 

Carrying amount

 

 

Carrying amount

 

 

Carrying amount

 

 

 

 

 

USD

 

 

USD

 

 

USD

 

 

USD

 

 

USD

 

 

USD

 

 

USD

 

Balance as of January 1, 2024

 

 

1,176,340

 

 

 

1,176,340

 

 

 

8,043,015

 

 

 

3,795,370

 

 

 

25,825,948

 

 

 

 

 

40,017,013

 

Accretion of redeemable preference shares

 

 

 

 

 

 

249,314

 

 

 

 

 

422,304

 

 

 

69,233

 

 

 

740,851

 

Issuance of Series B+ redeemable preference shares upon conversion of convertible debts

 

 

 

 

 

 

 

 

 

 

 

 

9,651,560

 

 

 

9,651,560

 

Balance as of June 30, 2024

 

 

1,176,340

 

 

 

1,176,340

 

 

 

8,292,329

 

 

 

3,795,370

 

 

 

26,248,252

 

 

 

9,720,793

 

 

 

50,409,424

 

12.
SHARE-BASED COMPENSATION

Compensation expenses recognized for share-based compensation granted by the Company were as follows:

 

 

For the six months ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Cost of revenues

 

 

 

 

 

15,689

 

Selling and marketing expenses

 

 

 

 

 

179,907

 

Research and development expenses

 

 

 

 

 

223,152

 

General and administrative expenses

 

 

 

 

 

2,424,953

 

Total

 

 

 

 

 

2,843,701

 

On December 23, 2024, the Company adopted the 2023 Share Incentive Plan II (the “2023 Plan II”). Pursuant to the 2023 Plan II, restricted shares units were granted to its directors, certain employees and non-employee consultants of the Group as approved by the administrator appointed by the board of directors. Shares granted under the 2023 Plan II are generally subject to only service condition but with multiple vesting schedules.

The fair value of each restricted share units granted is estimated based on the fair market value of the underlying ordinary shares of the Company on the date of grant.

The following table summarizes activities of the Company’s restricted shares units granted under the 2023 Plan II:

 

 


 

 

Number of
ADS
Outstanding

 

 

Weighted
Average
Grant Date
Fair Value (Per ADS)

 

 

 

 

US$

Unvested as of December 31, 2024

 

 

1,215,762

 

 

2.04

Granted

 

 

1,579,450

 

 

1.21

Vested

 

 

(2,023,328

)

 

1.39

Forfeited

 

 

(5,514

)

 

2.04

Unvested as of June 30, 2025

 

 

766,370

 

 

2.03

For the six months ended June 30, 2024 and 2025, total share-based compensation expenses recognized for the restricted shares units granted under the 2023 Plan II were nil and US$2,843,701, respectively.

As of December 31, 2024 and June 30, 2024, there were US$1,798,215 and US$860,622 of unrecognized share-based compensation expenses related to the restricted share units granted under the 2023 Plan II. Such unrecognized expenses are expected to be recognized over a weighted-average period of 0.96 years and 1.00 years as of December 31, 2024 and June 30, 2024, respectively.

13.
INCOME TAX

The Group recorded an income tax expense of US$11 thousand and nil for six months ended June 30, 2024 and 2025, representing effective income tax rates of (5.5)% and nil%, respectively.

The effective income tax rate for six months ended June 30, 2024 and 2025 differs from the PRC statutory income tax rate of 25% primarily due to the effect of the research and development expenses bonus deduction, the preferential tax rate of 15% relating to X-Charge Technology, which qualifies as an HNTE, and the valuation allowance recorded against deferred tax assets of loss-making entities.

14.
LOSS PER SHARE

For the purpose of calculating loss per share, the number of shares used in the calculation reflects the outstanding shares of the Company as if the Restructuring took place at the earliest period presented.

 

 

For the Six Months Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Loss per share—basic and diluted:

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

Net loss attributable to the Company

 

 

(218,241

)

 

 

(7,338,130

)

Accretion of redeemable preference shares to
   redemption value

 

 

(740,851

)

 

 

 

Net loss attributable to ordinary share of the Company
   —basic and diluted

 

 

(959,092

)

 

 

 

Net loss attributable to Class A and Class B ordinary
   share of the Company —basic and diluted*

 

 

 

 

 

(7,338,130

)

Denominator:

 

 

 

 

 

 

Weighted average number of ordinary shares
   outstanding

 

 

806,200,500

 

 

 

 

Weighted average number of Class A and Class B
   ordinary shares outstanding (a)

 

 

 

 

 

2,378,061,531

 

Weighted average number of vested restricted share
   units

 

 

 

 

 

166,547,658

 

Denominator used in computing loss per share—basic
   and diluted (b)

 

 

806,200,500

 

 

 

2,544,609,189

 

Loss per ordinary share—basic and diluted (US$)

 

 

(0.001

)

 

 

 

Loss per Class A and Class B ordinary share—basic
   and diluted (US$)

 

 

 

 

 

(0.003

)

 

The following ordinary shares equivalents were excluded from the computation to eliminate any antidilutive effect:

 

 


 

 

As of June 30,

 

 

2024

 

 

2025

 

Financial liability (c)

 

 

8,337,467

 

 

 

6,892,767

 

 

a.
The Company has a dual-class share structure, with each Class A ordinary share carrying 1 vote and each Class B ordinary share carrying 10 votes. All share classes enjoy equal rights to dividends; therefore, the allocation of net profits is independent of voting rights.
b.
Vested but unregistered restricted share units are included in the denominator of basic loss per share calculation once there were no further vesting conditions or contingencies associated with them, as they are not considered contingently issuable shares. Accordingly, the weighted average number of share of 166,547,658 are related to these restricted share units are included in the denominator for the computation of basic EPS for the six months ended June 30, 2025.
c.
The warrants represent 0.3720 and 0.2898% of the Company's equity interest as of June 30, 2024 and 2025, respectively, calculated on a fully diluted basis according to the warrant agreement.
15.
RELATED PARTY BALANCE AND TRANSACTIONS

The following is a list of related parties which the Company has major transactions with:

(1) Mr. Ding Rui, one of the Founders.

(2) Zhichong Technology (Shenzhen) Co., Ltd (“Shenzhen Zhichong”), which is 49% owned by the Group.

(3) Beijing Puyan Enterprise Management Co., Ltd (“Beijing Puyan”), which is a related party of one of the Group’s preferred shareholders.

(4) Beijing Zhichong New Energy Technology Co., Ltd (“Zhichong New Energy”), which is 12% owned by the Group.

(5) Mr. Hou Yifei, one of the Founders.

The Group mainly had the following transactions and balances with related parties:

(a) Major transactions with related parties

 

 

 

 

For the Six Months Ended June 30,

 

 

 

 

2024

 

 

2025

 

 

 

 

US$

 

 

US$

 

Interest income from Beijing Puyan

 

(i)

 

 

779

 

 

 

768

 

Proceeds from collection of the advance to Mr. Ding Rui

 

(ii)

 

 

271,794

 

 

 

 

Purchase of materials from Shenzhen Zhichong

 

(iii)

 

 

78,545

 

 

 

33,363

 

Sell products to Shenzhen Zhichong

 

(iii)

 

 

 

 

 

11,693

 

Sell products to Zhichong New Energy

 

(iv)

 

 

715,702

 

 

 

897,497

 

Proceeds from repayment of loans to Zhichong New Energy

 

(v)

 

 

26,383

 

 

 

 

Proceeds from collection of the advance to Mr. Hou Yifei

 

(vi)

 

 

408,746

 

 

 

 

 

(b) Balance of amounts due from related parties:

 

 

 

 

As of December 31,

 

 

As of June 30,

 

 

 

 

2024

 

 

2025

 

 

 

 

US$

 

 

US$

 

Beijing Puyan

 

(i)

 

 

298,254

 

 

 

300,266

 

Shenzhen Zhichong

 

(iii)

 

 

 

 

 

11,734

 

Zhichong New Energy

 

(iv)

 

 

1,917,418

 

 

 

2,755,269

 

Total

 

 

 

 

2,215,672

 

 

 

3,067,269

 

 

(c) Balance of amounts due to a related party

 

 


 

 

 

 

As of December 31,

 

 

As of June 30,

 

 

 

 

2024

 

 

2025

 

 

 

 

US$

 

 

US$

 

Shenzhen Zhichong

 

(iii)

 

 

125,748

 

 

 

56,241

 

Total

 

 

 

 

125,748

 

 

 

56,241

 

 

(i)
On March 22, 2021, the Board of Directors of X-Charge Technology approved a loan agreement with its related party, Beijing Puyan. Under this agreement, X-Charge Technology provided a two-year loan of RMB30.3 million (approximately US$4.2 million) to Beijing Puyan, bearing an annual interest rate of 3.85%. Beijing Puyan repaid RMB10 million (approximately US$1.4 million) of the principal in December 2022, and RMB20 million (approximately US$2.8 million) was repaid in January 2023. As of December 31, 2024 and June 30, 2025, the balance outstanding was US$0.3 million and US$0.3 million, respectively. Interest income recognized from this loan amounted to US$ 779 and US$ 768 in the unaudited condensed consolidated statements of comprehensive loss for the six months ended June 30, 2024 and 2025, respectively.
(ii)
In 2023, the Group provided interest-free advance in the amount of RMB1.9 million (equivalent to US$0.3 million) to Mr. Ding Rui for his personal use. The advance was fully collected by the Group in January 2024.
(iii)
The Group purchased certain types of EV chargers from Shenzhen Zhichong in the amount of US$79 thousand and US$33 thousand for the six months ended June 30, 2024 and 2025, respectively. The outstanding balance of accounts payable to Shenzhen Zhichong were US$0.1 million and US$56 thousand as of December 31, 2024 and June 30, 2025, respectively, which were included in amounts due to related party on the consolidated balance sheets.

Besides, the Group also sold certain types of EV chargers to Shenzhen Zhichong in the amount of US$12 thousand for the six months ended June 30, 2025. The outstanding balance of accounts receivable from Shenzhen Zhichong were nil and US$12 thousand as of December 31, 2024 and June 30, 2025, respectively, which were included in amounts due from related parties on the consolidated balance sheets.

(iv)
The Group sold certain types of EV chargers to Zhichong New Energy in the amount of US$0.7 million and US$0.9 million for the six months ended June 30, 2024 and 2025, respectively. The outstanding balance of accounts receivable from Zhichong New Energy were US$1.9 million and US$2.8 million as of December 31, 2024 and June 30, 2025, respectively, which were included in amounts due from related parties on the consolidated balance sheets.
(v)
In October 2023, the Group provided a loan in the amount of RMB0.7 million (equivalent to US$0.1 million) to Zhichong New Energy with a simple interest rate of 6% per annum. The principal and accrued interest in the amount of RMB0.7 million (equivalent to US$0.1 million) shall be due within a year. In January 2024, RMB0.2 million (equivalent to US$26 thousand) was repaid.
(vi)
In 2023, the Group provided interest-free advance in the amount of RMB2.9 million (equivalent to US$0.4 million) to Mr. Hou Yifei for his personal use. As of June 30, 2024, all of the balance was collected.
16.
REVENUE INFORMATION

Revenues consisted of the following:

 

 

For the Six Months
Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Product revenues

 

 

19,956,234

 

 

 

12,088,605

 

Service revenues

 

 

193,719

 

 

 

362,521

 

Total revenues

 

 

20,149,953

 

 

 

12,451,126

 

 

 


 

The following summarizes the Group’s revenues from the following geographic areas (based on the locations of customers):

 

 

For the Six Months
Ended June 30,

 

 

2024

 

 

2025

 

 

US$

 

 

US$

 

Europe

 

 

10,748,246

 

 

 

4,830,840

 

PRC

 

 

1,994,678

 

 

 

2,401,219

 

USA

 

 

1,181,323

 

 

 

5,186,643

 

South America

 

 

6,162,209

 

 

 

 

Others

 

 

63,497

 

 

 

32,424

 

Total revenues

 

 

20,149,953

 

 

 

12,451,126

 

 

For the six months ended June 30, 2024 and 2025, revenues recognized that was included in the contract liabilities at January 1, 2024 and 2025 amounted to US$850,702 million and US$2,181,112 million, respectively.

The Group has elected the practical expedient in ASC 606-10-50-14(a) not to disclose the information about remaining performance obligations which are part of contracts that have an original expected duration of one year or less.

 


 

17.
CHANGES IN SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary
Shares

 

 

Series Seed
preference
shares

 

 

Additional
paid-in
capital

 

 

Accumulated
other
comprehensive
income

 

 

Accumulated
deficit

 

 

Total
Shareholders’
equity

 

 

Number

 

 

Amounts

 

 

Amounts

 

 

Amounts

 

 

Amounts

 

 

Amounts

 

 

Amounts

 

Balance as of January 1, 2024

 

 

806,200,500

 

 

 

8,062

 

 

 

2,000,000

 

 

 

6,563,764

 

 

 

1,824,365

 

 

 

(40,432,886

)

 

 

(30,036,695

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(218,241

)

 

 

(218,241

)

Issuance of unvested shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accretion of redeemable preference shares to
   redemption value

 

 

 

 

 

 

 

 

 

 

(740,851

)

 

 

 

 

 

 

 

 

(740,851

)

Foreign currency translation adjustment, net
   of nil income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

33,689

 

 

 

 

 

 

33,689

 

Balance as of June 30, 2024

 

 

806,200,500

 

 

 

8,062

 

 

 

2,000,000

 

 

 

5,822,913

 

 

 

1,858,054

 

 

 

(40,651,127

)

 

 

(30,962,098

)

 

 

 

Ordinary shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Class A Ordinary
Shares

 

 

Class B Ordinary
Shares

 

 

Additional
paid-in

 

 

Accumulated
other
comprehensive
income

 

 

Accumulated
deficit

 

 

Total
Shareholders’
equity

 

 

Number

 

 

Amounts

 

 

Number

 

 

Amounts

 

 

capital

 

 

Amounts

 

 

Amounts

 

 

Amounts

 

Balance as of January 1, 2025

 

 

1,636,807,084

 

 

 

16,368

 

 

 

741,254,447

 

 

 

7,413

 

 

 

79,883,038

 

 

 

1,975,487

 

 

 

(52,373,422

)

 

 

29,508,884

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(7,338,130

)

 

 

(7,338,130

)

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,903,701

 

 

 

 

 

 

 

 

 

2,903,701

 

Foreign currency translation adjustment, net
   of nil income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(52,090

)

 

 

 

 

 

(52,090

)

Balance as of June 30, 2025

 

 

1,636,807,084

 

 

 

16,368

 

 

 

741,254,447

 

 

 

7,413

 

 

 

82,786,739

 

 

 

1,923,397

 

 

 

(59,711,552

)

 

 

25,022,365

 

 

 


 

18.
SUBSEQUENT EVENTS

Management has considered subsequent events through December 19, 2025, which was the date the unaudited condensed consolidated financial statements were issued.

From July 1, 2025 through December 2, 2025, the Company granted 112,341,680 RSUs, representing 2,808,542.00 ADSs, to certain employees and non-employee consultants pursuant to the 2023 Plan II. 84,365,720 RSUs vested immediately on the date of grant.

On July 23, 2025, the Company granted 445,198,920 RSUs, representing 11,129,973 ADSs, to certain employees pursuant to the 2025 Share Incentive Plan. All of the RSUs vested immediately on the date of grant.

On October 28, 2025, X-Charge Technology received a formal notice of arbitration from the China International Economic and Trade Arbitration Commission (“CIETAC”) related to the convertible loan investment and adjustment agreement with investor C (refer to Footnote 6 for details).