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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 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of August, 2025
Commission File Number 001-42579
Lianhe Sowell International Group Ltd
(Translation of registrant’s name into English)
RM1502, Sannuo Smart Building,
No. 3388 Binhai Ave, Binhai Community,
Nanshan District, Shenzhen, China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Press Release, dated August 18, 2025. |
SIGNATURES
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.
| Date: August 18, 2025 | Lianhe Sowell International Group Ltd | |
| By: | /s/ Yue Zhu | |
| Yue Zhu | ||
| Chief Executive Officer | ||
2
Exhibit 99.1
Lianhe Sowell International Group Ltd Announces Financial Results for Fiscal Year 2025
Shenzhen, China, August 18, 2025 (GLOBE NEWSWIRE) -- Lianhe Sowell International Group Ltd (Nasdaq: LHSW) (the “Company” or “Lianhe Sowell”), a provider of industrial machine vision products and solutions in China, today announced its financial results for the fiscal year ended March 31, 2025.
Key Financial Performance Highlights of Fiscal Year 2025
| ● | Revenues were approximately $36.54 million in the fiscal year ended March 31, 2025, which remained at the same level of approximately $36.60 million in 2024. Revenue from sales of software increased approximately 177% to approximately $14.57 million, driven by strengthened marketing efforts that resulted in significant customer growth. Revenue from sales of electronic products decreased approximately 30% to approximately $21.97 million, reflecting a strategic move towards product offerings with higher-margins. |
| ● | Gross profit was approximately $9.58 million in 2025, up from approximately $7.96 million in 2024. Gross margin was approximately 26% in 2025, up about 4 percentage points from 2024, which was driven by increased sales of higher-margin software . |
| ● | Net income was approximately $3.18 million in 2025, reflecting an increase of approximately 13% as compared to net income in 2024. |
Mr. Yue Zhu, CEO and Director of the Company commented: “Fiscal 2025 was a year of strategic transformation for Lianhe Sowell. We maintained stable overall revenues while deliberately reshaping our business mix toward higher-margin software solutions, which nearly tripled in sales. This shift, combined with disciplined cost management, expanded our gross margin by four percentage points and drove double-digit growth in net income.”
“We also accelerated innovation in our industrial robotics line, achieving significant milestones in the commercialization of our new generation automated precision vision spray painting robots, both domestically and internationally. The strong market reception, reflected in major orders and deliveries, reinforces our belief that intelligent, automated solutions will be a major growth driver for years to come.”
“Looking ahead, we plan to remain focused on scaling our software and robotics businesses, deepening R&D investment, and executing on our high-margin growth strategy. With our strengthened product portfolio, robust order pipeline, and the planned expansion of our manufacturing capacity, we are confident in our ability to deliver sustainable value to our shareholders and customers worldwide.”
Selected Fiscal Year 2025 Financial Results
| For Fiscal Years Ended March 31 | ||||||||||||
| In USD Millions, except %, differences due to rounding. | 2025 | 2024 | Variances % |
|||||||||
| Revenues | 36.54 | 36.60 | — | |||||||||
| Cost of revenues | 26.96 | 28.64 | (6.00) | |||||||||
| Gross profit | 9.58 | 7.96 | 20.26 | |||||||||
| Gross margin | 26.00 | % | 22.00 | % | 4 percentage points | |||||||
| Operating income | 3.08 | 2.98 | 3.23 | |||||||||
| Net income | 3.18 | 2.82 | 12.94 | |||||||||
Revenue
Total revenues remained stable, with a slight decrease of approximately $0.06 million, from approximately $36.60 million for the year ended March 31, 2024, to approximately $36.54 million for the year ended March 31, 2025. This was primarily due to a significant increase in software sales, which rose by approximately $9.31 million, or approximately 177%, from approximately $5.27 million in 2024 to approximately $14.57 million in 2025.
However, this gain was partially offset by an approximately $9.36 million, or approximately 30%, decline in revenue from electronic product sales, which fell from approximately $31.33 million in 2024 to approximately $21.97 million in 2025. The drop in electronic product sales resulted from the Company’s strategic shift toward higher-margin offerings and a reduction in lower-margin product lines.
The surge in software sales was driven by enhanced marketing efforts, including increased investment in advertising and promotion, which led to rapid customer growth during the year ended March 31, 2025. Additionally, no revenue was generated from the engineering project in either year due to its suspension.
The following table presents revenues by revenue categories for the years ended March 31, 2025 and 2024, respectively:
| For Fiscal Years Ended March 31, | ||||||||||||||||||||||||
| In USD Millions, except %, differences due to rounding. | 2025 | 2024 | Variance | |||||||||||||||||||||
| Revenue Category | Amount | % of revenues | Amount | % of revenues | Amount | % | ||||||||||||||||||
| Electronic products | 21.97 | 60.00 | 31.33 | 86.00 | (9.36 | ) | (30.00 | ) | ||||||||||||||||
| Software | 14. 57 | 40.00 | 5.27 | 14.00 | 9.31 | 177.00 | ||||||||||||||||||
| Engineering project | — | — | — | — | — | — | ||||||||||||||||||
| Total revenues | 36.54 | 100.00 | 36.60 | 100.00 | (0.06 | ) | — | |||||||||||||||||
Cost of Revenues and Margins
Cost of revenues primarily consists of (i) labor expenses, including salaries, social insurance, and benefits, for employees engaged in operations and product support, and (ii) associated costs of materials and equipment. For the year ended March 31, 2025, cost of revenues was approximately $26.96 million, reflecting a decrease of approximately $1.67 million, or approximately 6%, from approximately $28.64 million in the year ended March 31, 2024. This reduction was mainly attributable to the decline in electronic product sales, as the Company shifted its sales focus toward products with higher gross margins and reduced sales of lower-margin electronic products during the year ended March 31, 2025.
As a result, Lianhe Sowell recorded gross profits of approximately $9.58 million and approximately $7.96 million, with gross margins of approximately 26% and approximately 22% for the years ended March 31, 2025 and 2024, respectively. The overall gross margin increased by approximately 4 percentage points, primarily driven by the growth in software sales, which carry higher margins, during the year ended March 31, 2025 compared to 2024.
Operating Expenses
Selling Expenses
Selling expenses increased by approximately $0.46 million, or approximately 142%, from approximately $0.32 million in 2024 to approximately $0.78 million in 2025, mainly due to higher salary and welfare costs.
Salary and welfare rose by approximately $0.32 million, or approximately 222%, driven by the hiring of additional sales staff to support business promotion in 2025.
General and Administrative Expenses
General and administrative expenses decreased by approximately $0.12 million, or approximately 5%, from approximately $2.37 million in 2024 to approximately $2.25 million in 2025.
The decline was primarily due to a reduction in professional fees of approximately $0.29 million, or approximately 41%, mainly from lower payments to the Company’s independent auditor. Meanwhile, provision for doubtful accounts and rental and property management fees increased by approximately $0.06 million, or approximately 5%, and approximately $0.06 million, or approximately 66%, respectively.
Research and Development Expenses
Research and development expenses were approximately $3.46 million in 2025, up approximately $1.18 million, or approximately 51%, from approximately $2.29 million in 2024.
The increase was mainly due to higher spending on third-party R&D services, which rose by approximately $1.23 million, or approximately 76%.
Net Income
As a result of the foregoing, the Company reported a net income of approximately $3.18 million for the year ended March 31, 2025, compared to a net income of approximately $2.82 million for the year ended March 31, 2024.
Recent Developments
On July 24, 2025, Lianhe Sowell announced the successful export and commissioning of 10 sets of its new generation automated precision vision spray painting robots (the “Spray-Painting Robots”) to South Korean client MM Motors Co., Ltd.
On July 10, 2025, Lianhe Sowell announced the successful delivery of one of its Spray-Painting Robots to Mercedes-Benz Asia’s largest Body & Paint center in Beijing, China.
On June 05, 2025, Lianhe Sowell announced entry into sales agreements with seven equipment sales agents for sales of 500 Spray-Painting Robots with full delivery estimated to be completed by Q1 2026. Total sales amount of the order is approximately RMB200 million.
On May 12, 2025, Lianhe Sowell announced it received a letter of intent (the “LOI”) from Hangzhou Yuhang Economic Development Equity Investment Fund, for a funding of no more than RMB200 million. The Company plans to use the proceeds primarily to support research and development of its Spray-Painting Robots and in the construction of its manufacturing base in Hangzhou, Zhejiang province.
On April 04, 2025, Lianhe Sowell completed an initial public offering on the Nasdaq Capital Market to raise aggregate gross proceeds of $8 million, before deducting underwriting discounts and other offering expenses.
About Lianhe Sowell International Group Ltd
Lianhe Sowell International Group Ltd (Nasdaq: LHSW) provides industrial vision and industrial robotics solutions. With expertise in the field of machine vision and intelligent equipment, the Company specializes in smart transportation, industrial automation, artificial intelligence, and machine vision. Committed to offering comprehensive intelligent solutions to customers worldwide, the Company continuously advances the intelligent transformation of various industries through technological innovation. For more information, please visit: http://www.sowellrobot.com/ This press release contains forward-looking statements.
Forward-Looking Statement
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate,” “plan” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and other risk factors discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For more information, please contact:
Lianhe Sowell International Group Ltd
ir@sowellrobot.com
WFS Investor Relations Inc. Janice Wang Email: services@wealthfsllc.com Phone: +86 13811768599 +1 628 283 9214 LIANHE SOWELL INTERNATIONAL GROUP LTD CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2025 and 2024
(Stated in US Dollars)
| As of March 31, | ||||||||
| 2025 | 2024 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 108,745 | $ | 206,187 | ||||
| Accounts receivable, net | 19,144,103 | 13,272,976 | ||||||
| Prepayments, deposits and other receivables, net | 3,321,253 | 1,200,827 | ||||||
| Amount due from related parties, net | 69,514 | 795,924 | ||||||
| Amount due from shareholders, | 413,350 | — | ||||||
| Total current assets | 23,056,965 | 15,475,914 | ||||||
| Non-current assets: | ||||||||
| Property and equipment, net | 67,083 | 85,370 | ||||||
| Intangible assets, net | 42,321 | 11,566 | ||||||
| Operating lease right-of-use asset, net | 120,918 | 368,687 | ||||||
| Prepayments | 6,035,922 | 2,188,400 | ||||||
| Deferred initial public offering (“IPO”) costs | 921,217 | 708,983 | ||||||
| Deferred tax assets | 484,704 | 290,967 | ||||||
| Total non-current assets | 7,672,165 | 3,653,973 | ||||||
| TOTAL ASSETS | $ | 30,729,130 | $ | 19,129,887 | ||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Short-term bank loans | $ | 1,996,775 | $ | 1,661,981 | ||||
| Current portion of long-term bank loan | 47,247 | — | ||||||
| Short-term other borrowing | 55,121 | — | ||||||
| Loan from a shareholder | — | 185,867 | ||||||
| Accounts payable | 11,782,429 | 4,795,154 | ||||||
| Accrued expenses and other payables | 2,863,896 | 2,624,910 | ||||||
| Income tax payable | 631,419 | 455,675 | ||||||
| Contract liabilities | 500,246 | 791,265 | ||||||
| Operating lease liability – current | 123,645 | 258,709 | ||||||
| Warranty provision | 1,311 | 26,459 | ||||||
| Amount due to related parties | 19,928 | 9,276 | ||||||
| Amount due to shareholders | 628,076 | 68,954 | ||||||
| Total current liabilities | 18,650,093 | 10,878,250 | ||||||
| Non-current liabilities: | ||||||||
| Operating lease liability – non-current | — | 113,394 | ||||||
| Non-current portion of long-term bank loan | 287,872 | 289,323 | ||||||
| Long-term other borrowing | 137,804 | — | ||||||
| Total non-current liabilities | 425,676 | 402,717 | ||||||
| TOTAL LIABILITIES | $ | 19,075,769 | $ | 11,280,967 | ||||
| SHAREHOLDERS’ EQUITY | ||||||||
| Ordinary shares, par value $0.0001; 500,000,000 shares authorized, 50,000,000 shares issued and outstanding as of March 31, 2025 and 2024, respectively | $ | 5,000 | $ | 5,000 | ||||
| Subscription receivables | — | (5,000 | ) | |||||
| Additional paid-in capital | 4,374,056 | 3,688,178 | ||||||
| Statutory reserve | 297,656 | 159,109 | ||||||
| Retained earnings | 6,994,445 | 4,008,330 | ||||||
| Accumulated other comprehensive loss | (75,549 | ) | (6,547 | ) | ||||
| Equity attributable to the shareholders of the Company | 11,595,608 | 7,849,070 | ||||||
| Non-controlling interests | 57,753 | (150 | ) | |||||
| Total shareholders’ equity | 11,653,361 | 7,848,920 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 30,729,130 | $ | 19,129,887 | ||||
LIANHE SOWELL INTERNATIONAL GROUP LTD
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
FOR THE YEARS ENDED MARCH 31, 2025, 2024 AND 2023
(Stated in US Dollars)
| For the years ended March 31, | ||||||||||||
| 2025 | 2024 | 2023 | ||||||||||
| Revenue from third parties | $ | 36,539,846 | $ | 36,032,665 | $ | 13,070,586 | ||||||
| Revenue from a related party | — | 566,002 | — | |||||||||
| REVENUES | $ | 36,539,846 | $ | 36,598,667 | $ | 13,070,586 | ||||||
| COST OF REVENUES | (26,964,611 | ) | (28,636,850 | ) | (9,715,604 | ) | ||||||
| GROSS PROFIT | 9,575,235 | 7,961,817 | 3,354,982 | |||||||||
| OPERATING EXPENSES | ||||||||||||
| Selling expenses | (782,523 | ) | (322,961 | ) | (251,422 | ) | ||||||
| General and administrative expenses | (2,250,827 | ) | (2,369,855 | ) | (821,432 | ) | ||||||
| Research and development expenses | (3,462,715 | ) | (2,286,141 | ) | (449,828 | ) | ||||||
| Total operating expenses | (6,496,065 | ) | (4,978,957 | ) | (1,522,682 | ) | ||||||
| OPERATING INCOME | 3,079,170 | 2,982,860 | 1,832,300 | |||||||||
| OTHER INCOME (EXPENSE), NET | ||||||||||||
| Interest income | 270 | 696 | 347 | |||||||||
| Interest expense | (101,713 | ) | (57,941 | ) | (60,242 | ) | ||||||
| Other income | 166,936 | 203,461 | 71,586 | |||||||||
| Other expense | (47,325 | ) | (201,629 | ) | (3,639 | ) | ||||||
| Disposal gain of a subsidiary | 60,622 | — | — | |||||||||
| Total other income (expense), net | 78,790 | (55,413 | ) | 8,052 | ||||||||
| INCOME BEFORE INCOME TAXES | 3,157,960 | 2,927,447 | 1,840,352 | |||||||||
| Benefit from (provision for) income taxes | 24,605 | (109,622 | ) | (230,297 | ) | |||||||
| NET INCOME | 3,182,565 | 2,817,825 | 1,610,055 | |||||||||
| Less: net income (loss) attributable to non-controlling interests | 57,903 | (89 | ) | (55 | ) | |||||||
| Net income attributable to shareholders of the Company | 3,124,662 | 2,817,914 | 1,610,110 | |||||||||
| Other comprehensive loss | ||||||||||||
| Foreign currency translation adjustment | (69,002 | ) | (187,115 | ) | (100,009 | ) | ||||||
| Total comprehensive income | 3,113,563 | 2,630,710 | 1,510,046 | |||||||||
| Less: comprehensive income (loss) attributable to non-controlling interests | 57,903 | (89 | ) | (55 | ) | |||||||
| $ | 3,055,660 | $ | 2,630,799 | $ | 1,510,101 | |||||||
| Earning per share – basic and diluted | $ | 0.06 | $ | 0.06 | $ | 0.03 | ||||||
| Basic and diluted weighted average shares outstanding | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||