Quarterly report
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No. 001-42140 Lakeside Holding Limited (Exact name of registrant as specified in its charter) Nevada 82-1978491 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1475 Thorndale Avenue , Suite A Itasca , Illinois 60143 (Address of principal executive offices) (Zip Code) (224) 446-9048 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered Common Stock, par value US$0.0001 per share LSH The Nasdaq Stock Market LLC Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ Smaller reporting company ☒
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Emerging growth company ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No As of the date of this report, the Registrant had 17,427,559 shares of common stock outstanding. Lakeside Holding Limited FORM 10-Q For the Quarterly Period Ended September 30, 2025 INDEX Page PART I. FINANCIAL INFORMATION Item 1. Financial Statements Condensed Consolidated Balance Sheets as of September 30, 2025 (unaudited) and June 30, 2025 F-2 Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the three months ended September 30, 2025 and 2024 (unaudited) F-3 Condensed Consolidated Statements of Changes in Shareholders’ Equity for the three months ended September 30, 2025 and 2024 (unaudited) F-4 Condensed Consolidated Statements of Cash Flows for the three months ended September 30, 2025 and 2024 (unaudited) F-5 Notes to Condensed Consolidated Financial Statements (unaudited) F-6 Item 2. Management’ s Discussion and Analysis of Financial Condition and Results of Operations 1 Item 3. Quantitative and Qualitative Disclosures About Market Risk 14 Item 4. Controls and Procedures 14 PART II. OTHER INFORMATION Item 1. Legal Proceedings 15 Item 1A. Risk Factors 15 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 15 Item 3. Defaults Upon Senior Securities 15 Item 4. Mine Safety Disclosures 15 Item 5. Other Information 15 Item 6. Exhibits 16 Signatures 17 i EXPLANATORY NOTE As used in this Quarterly Report on Form 10-Q, unless otherwise indicated or the context otherwise requires, references to “Lakeside,” “the Company,” “we,” “us,” and “our” refer to Lakeside Holding Limited together with its consolidated subsidiaries.
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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This report contains certain statements related to future results, or states our intentions, beliefs, and expectations or predictions for the future, all of which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent management’ s expectations or forecasts of future events. Forward-looking statements are typically identified by words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “project,” “intend,” “plan,” “probably,” “potential,” “looking forward,” “continue,” and other similar terms, and future or conditional tense verbs like “could,” “may,” “might,” “should,” “will,” and “would.” You can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from either historical or anticipated results depending on a variety of factors. Forward-looking statements in this Form 10-Q may include, for example, statements concerning: ● our future operating and financial performance, ability to generate positive cash flow and ability to achieve and sustain profitability; ● our competitive position; ● the sufficiency of our existing capital resources to fund our future operating expenses; ● the timing of the introduction of new solutions and services; ● the likelihood of success in and impact of litigation; ● our protection or enforcement of our intellectual property rights; ● our expectation with respect to securities, options and future markets and general economic conditions; ● our ability to keep up with rapid technological change; ● the impact of future legislation and regulatory changes on our business; and ● our anticipated use of proceeds from our initial public offering. Any or all of our forward-looking statements may turn out to be inaccurate, and there are no guarantees about our performance. The factors identified above are not exhaustive. We operate in a dynamic business environment in which new risks may emerge frequently. Accordingly, readers should not place undue reliance on forward-looking statements, which speak only as of the dates on which they are made. We are under no (and expressly disclaim any) obligation to update or alter any forward-looking statement that we may make from time to time, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities laws. ii LAKESIDE HOLDING LIMITED INDEX TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets as of September 30, 2025 (unaudited) and June 30, 2025 F-2 Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the three months ended September 30, 2025 and 2024 (unaudited) F-3 Condensed Consolidated Statements of Changes in Shareholders’ Equity for the three months ended September 30, 2025 and 2024 (unaudited) F-4 Condensed Consolidated Statements of Cash Flows for the three months ended September 30, 2025 and 2024 (unaudited) F-5 Notes to Condensed Consolidated Financial Statements (unaudited) F-6 – F-45
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F- 1 LAKESIDE HOLDING LIMITED CONDENSED CONSOLIDATED BALANCE SHEETS AS OF SEPTEMBER 30, 2025 (UNAUDITED) AND JUNE 30, 2025 As of September 30, 2025 (unaudited) As of June 30, 2025 ASSETS CURRENT ASSETS Cash $ 4,539,636 $ 4,956,060 Accounts receivable – third parties, net of credit loss allowance of $ 171,613 and $ 87,728 3,091,279 2,895,580 Accounts receivable – related party, net of credit loss allowance of $ nil and $ nil 352,896 396,331 Note receivable 13,873 65,152 Prepayment, deposit and other receivable – third parties 4,948,382 449,977 Other receivable – related party 1,146,844 869,430 Contract assets 49,392 119,054 Inventories, net 131,986 96,534 Right of return asset 80,554 141,687 Loan receivable from related parties 386,541 277,741 Loan receivable from a third party 253,107 11,380 Total current assets 14,994,490 10,278,926 NON-CURRENT ASSETS Long- term investment 15,741 15,741 Property and equipment at cost, net of accumulated depreciation 409,393 389,421 Intangible assets, net 344,069 365,440 Right of use operating lease assets 2,687,972 3,158,202 Right of use financing lease assets 85,197 93,797 Deposit and prepayment 98,327 103,934 Total non-current assets 3,640,699 4,126,535 TOTAL ASSETS $ 18,635,189 $ 14,405,461 LIABILITIES AND EQUITY CURRENT LIABILITIES Accounts payables – third parties $ 2,539,331 $ 2,494,217 Accounts payables – related parties 104,682 65,237 Accrued liabilities and other payables 2,157,881 2,119,994 Current portion of obligations under operating leases 1,593,788 2,323,290 Current portion of obligations under financing leases 44,968 47,035 Loans payable, current 2,271,368 1,300,112 Contract liabilities 33,530 15,355 Tax payable 358,607 312,903 Due to shareholders 142,826 - Due to a related party 260,144 - Convertible debts - current 133,198 910,675 Refund liabilities 198,806 77,235 Total current liabilities 9,839,129 9,666,053 NON-CURRENT LIABILITIES Loans payable, non-current 147,735 60,398 Loan payable to a related party 124,176 124,176
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Deferred tax liabilities 61,111 83,100 Obligations under operating leases, non-current 1,448,459 1,559,782 Obligations under financing leases, non-current 60,249 66,267 Total non-current liabilities 1,841,730 1,893,723 TOTAL LIABILITIES $ 11,680,859 $ 11,559,776 Commitments and Contingencies EQUITY Common stocks, $ 0.0001 par value, 200,000,000 shares authorized, 17,427,559 and 10,500,000 issued and outstanding as of September 30, 2025 and June 30, 2025, respectively 1,743 1,050 Additional paid-in capital 13,512,515 8,084,275 Statutory reserve 74,608 63,416 Deficits ( 6,683,779) ( 5,315,371) Accumulated other comprehensive income 49,243 12,315 Total equity 6,954,330 2,845,685 TOTAL LIABILITIES AND EQUITY $ 18,635,189 $ 14,405,461 The accompanying notes are an integral part of these condensed consolidated financial statements (unaudited). F- 2 LAKESIDE HOLDING LIMITED CONDENSED CONSOLIDATED STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE PERIODS ENDED SEPTEMBER 30, 2025 AND 2024 (UNAUDITED) For The Three Months Ended September 30, 2025 2024 Revenue from cross-border freight solutions – third party $ 4,181,714 $ 3,599,787 Revenue from cross-border freight solutions – related parties 580,160 481,767 Revenue from distribution of pharmaceutical products – third parties 1,338,015 - Total revenue 6,099,889 4,081,554 Cost of revenue from cross-border freight solutions – third party 3,733,846 2,994,285 Cost of revenue from cross-border freight solutions – related party 466,506 564,730 Cost of revenue from pharmaceutical products – third parties 790,770 - Total cost of revenue 4,991,122 3,559,015 Gross profit 1,108,767 522,539 Operating expenses: Selling expenses 189,411 - General and administrative expenses 2,107,655 1,837,206 Provision of allowance for expected credit loss 83,325 12,837 Total operating expenses 2,380,391 1,850,043 Loss from operations ( 1,271,624) ( 1,327,504) Other income (expense)
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Other income, net 146,839 109,788 Interest expense ( 196,441) ( 28,110) Total other (expense) income ( 49,602) 81,678 Loss before income taxes ( 1,321,226) ( 1,245,826) Income tax expense 35,990 89,581 Net loss ( 1,357,216) ( 1,335,407) Other comprehensive (loss) income: Foreign currency translation gain 36,928 12,993 Comprehensive loss $ ( 1,320,288) $ ( 1,322,414) Loss per share – basic and diluted $ ( 0.09) $ ( 0.18) Weighted Average Shares Outstanding – basic and diluted 14,733,489 7,500,000 The accompanying notes are an integral part of these condensed consolidated financial statements (unaudited). F- 3 LAKESIDE HOLDING LIMITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024 (UNAUDITED) Common Shares Amount Subscription Receivable Additional Paid in Capital Deficits Accumulated Other Comprehensive Income Total Balance at June 30, 2024 6,000,000 $ 600 $ ( 600) $ 642,639 $ ( 5,819) $ 2,972 $ 639,792 Paid in capital — — 600 — — — 600 Net loss for the three months ended September 30, 2024 — — — — ( 1,335,407) — ( 1,335,407) Initial public offering, net of share issuance costs 1,500,000 150 — 4,300,152 — — 4,300,302 Foreign currency translation adjustment — — — — — 12,993 12,993 Balance at September 30, 2024 7,500,000 $ 750 $ — $4,942,791 $ ( 1,341,226) $ 15,965 $3,618,280 Common Shares Amount Additional Paid in Capital Deficits Accumulated Other Comprehensive Income Statutory Reserves Total Balance at June 30, 2025 10,500,000 $ 1,050 $ 8,084,275 $ ( 5,315,371) $ 12,315 $ 63,416 $2,845,685 Net loss for the three months ended September 30, 2025 — — — ( 1,357,216) — — ( 1,357,216) Statutory reserve — — — ( 11,192) — 11,192 — Foreign currency translation gain — — — — 36,928 — 36,928 Common stock issued for consulting services 2,300,000 230 1,915,970 — — — 1,916,200
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Issuance of common shares upon exercise of Convertible note 820,330 82 512,651 — — — 512,733 Issuance of common shares - Private placement 3,807,229 381 2,999,619 — — — 3,000,000 Balance at September 30, 2025 17,427,559 $ 1,743 $13,512,515 $ ( 6,683,779) $ 49,243 $ 74,608 $6,954,330 The accompanying notes are an integral part of these condensed consolidated financial statements (unaudited). F- 4 LAKESIDE HOLDING LIMITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIOD ENDED SEPTEMBER 30, 2025 AND 2024 (UNAUDITED) For the Three Months Ended September 30, 2025 2024 Cash flows from operating activities: Net loss $ ( 1,357,216) $ ( 1,335,407) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation – G&A 25,898 17,995 Depreciation – cost of revenue 24,667 18,164 Amortization of intangible asset 21,371 — Straight line lease expense of operating leases 527,261 466,723 Depreciation of right-of-use finance assets 8,600 7,595 Amortization of discount and bond issuance cost 69,602 — Provision of allowance for expected credit loss 83,325 12,837 Deferred tax expense ( 21,989) 89,581 Interest income ( 60,561) — Stock-based compensation expense for consulting services 359,239 — Changes in operating assets and liabilities: Accounts receivable – third parties ( 279,024) 282,864 Accounts receivable – related parties 43,435 257,924 Note receivable 51,279 — Contract assets 69,662 88,205 Inventories, net ( 35,452) — Right of return assets 61,133 — Other receivable – related parties ( 82,118) ( 77,812) Prepayment, deposit and other receivable – third parties ( 2,935,837) ( 176,572) Accounts payables – third parties 45,114 ( 402,895) Accounts payables – related parties 39,445 ( 156,850) Contract liabilities 18,175 — Accrued expense and other payables 37,887 (24,876 ） Refund liabilities 121,571 — Tax payable 45,704 — Operating lease liabilities ( 897,689) ( 470,260) Net cash used in operating activities ( 4,016,518) ( 1,402,784) Cash flows from investing activities: Purchase of property and equipment — ( 5,772) Prepayment for system installation — ( 32,507)
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Loan to related parties ( 108,800) — Net cash used in investing activities ( 108,800) ( 38,279) Cash flows from financing activities: Proceeds from loans 1,237,766 — Repayment of loans ( 228,997) ( 265,456) Repayment of principal of convertible debts ( 334,346) — Repayment of equipment and vehicle loans ( 20,530) ( 27,990) Principal payment of finance lease liabilities ( 8,085) ( 7,632) Proceeds from initial public offering, net of share issuance costs — 5,351,281 Proceeds from a private placement 3,000,000 — Advance to a third party ( 181,166) — Advances to related parties ( 195,296) ( 126,227) Proceeds from shareholders 142,826 — Proceeds from related party 260,144 — Repayment to shareholders - ( 879,574) Net cash provided by financing activities 3,672,316 4,044,402 Effect of exchange rate changes on cash 36,578 12,386 Net (decrease) increase in cash ( 416,424) 2,615,725 Cash, beginning of the period 4,956,060 123,550 Cash, end of the period $ 4,539,636 $ 2,739,275 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid for income tax $ 13,832 $ — Cash paid for interest $ 156,637 $ 6,274 SUPPLEMENTAL SCHEDULE OF NON-CASH ACTIVITIES Convertible notes converted to common shares $ 512,733 $ — Issuance of common shares in exchange for consulting service $ 1,916,200 — Property additions included in loan payable $ 69,219 — Right of use assets obtained in exchange for operating lease obligations $ — $ 2,094,498 The accompanying notes are an integral part of these condensed consolidated financial statements (unaudited). F- 5 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 — ORGANIZATION AND BUSINESS DESCRIPTION Lakeside Holding Limited (the “Company”), is a holding company established on August 28, 2023 under the laws of the State of Nevada. The Company, acting through its subsidiary, is primarily engaged in providing customized cross-border ocean freight solutions and airfreight solutions. On July 1, 2024, the Company closed its initial public offering (“IPO”) of 1,500,000 shares of its common stock at an IPO price of $ 4.50 per share for aggregate gross proceeds of approximately $ 6.75 million from the offering (Note 17). In connection with the offering, the Company’ s common shares began trading on the Nasdaq Capital Market under the trading symbol “LSH.” As of September 30, 2025, the Company’ s subsidiaries are as follows:
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Name Date of Incorporation/ Acquisition Jurisdiction of Formation Percentage of direct/indirect Economic Ownership Principal Activities Parent Company Lakeside Holding Limited August 28, 2023 Nevada Parent Holding company Subsidiaries/companies with ownership American Bear Logistics Corp. (“ABL Chicago”) February 5, 2018 Illinois 100 % Logistics services Sichuan Hupan Jincheng Enterprise Management Co., Ltd (“Sichuan Hupan”) July 10, 2024 Sichuan, China 100 % Exploring business opportunities in China Hupan Pharmaceutical (Hubei) Co., Ltd (“Hupan Pharmaceutical”) November 21, 2024 Hubei, China 100 % Medical injection and pharmaceutical distributor Reorganization A reorganization of the legal structure was completed on September 23, 2023 (“The Reorganization”). The Reorganization involved the incorporation of Lakeside Holding Limited and the transfer the shares of American Bear Logistics Corp (“ABL Chicago”) to the Company. Prior to the Reorganization, Mr. Henry Liu, the Chief Executive Officer (“CEO”), and Mr. Shuai Li, the President, each owned 50 % equity interest of the ABL Chicago (collectively, the “Controlling Group”). On September 23, 2023, the Controlling Group transferred their 100 % equity interest in ABL Chicago to the Company for a consideration of $ 1,000 . Upon this Reorganization, the Company ultimately owns 100 % equity interest of ABL Chicago. As part of the series of reorganization transactions to be completed before the offering, a 120-for-1 share split was conducted by the Company on March 29, 2024. After the share split, the issued share capital of the Company consists of $ 600 divided into 6,000,000 common shares, par value of $ 0.0001 each. F- 6 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 — ORGANIZATION AND BUSINESS DESCRIPTION (cont.) Reorganization (cont.) Before and after the Reorganization, the Company, together with its subsidiaries, is effectively controlled by the same Controlling Group, and therefore the Reorganization is considered as a recapitalization of entities under common control in accordance with Accounting Standards Codification (“ASC”) 805-50-25. The consolidation of the Company and its subsidiaries have been accounted for at historical cost and prepared on the basis as if the aforementioned transactions had become effective as of the beginning of the first period presented in the accompanying unaudited condensed consolidated financial statements in accordance with ASC 805-50-45-5. On July 1, 2024, the Company closed its IPO of 1,500,000 shares of its common stock at an IPO price of $ 4.50 per share for aggregate gross proceeds of approximately $ 6.75 million from the offering. The total net proceeds to the Company from the IPO, after deducting discounts, expense allowance, deferred IPO cost and expenses, were approximately $ 5.35 million (Note 17). NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and principles of consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently applied. The accompanying unaudited condensed consolidated financial statements include the financial statements of Lakeside Holding Limited and its subsidiaries.
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All inter-company balances and transactions have been eliminated upon consolidation. Use of estimates and assumptions In preparing the unaudited condensed consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on information as of the date of the unaudited condensed consolidated financial statements. Significant accounting estimates required to be made by management include allowance for credit losses, return liabilities, percentage of performance obligation completed at the reporting period, the measurements of convertible debts with accompanying warrants. The Company evaluates its estimates and assumptions on an ongoing basis and its estimates on historical experience, current and expected future conditions and various other assumptions that management believes are reasonable under the circumstances based on the information available to management at the time these estimates and assumptions are made. Actual results and outcomes may differ significantly from these estimates and assumptions. Cash Cash consists of unrestricted balances held with banks and deposits at banks or other financial institutions, which are available for withdrawal or use and have original maturities of three months or less. The Company maintains its bank accounts in the United States, which are insured by Federal Deposit Insurance Corporation (“FDIC”) at a limit of $ 250,000 per depositor, and in mainland China, which are insured by the People’ s Bank of China Financial Stability Department (“FSD”) while there is a RMB 500,000 deposit insurance limit for a legal entity’ s aggregated balance at each bank. As of September 30, 2025 and June 30, 2025, the Company had approximately $ 4.5 million and $ 5.0 million of cash in banks, most held in the banks located in the mainland of China and in the United States, respectively. Most of cash balance as of September 30, 2025 and June 30, 2025 were denominated in RMB. F- 7 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Accounts receivable, net Accounts receivables are carried at the original invoiced amount less an estimated allowance for expected credit losses based on the probability of future collection. The Company reviews its accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual balances. The Company grant credit to customers, without collateral, under normal payment terms. The Company uses a loss rate method to estimate allowance for credit losses for accounts receivable from cross-border freights solutions and aging schedule to estimate the allowance for credit losses for accounts receivable from distribution of pharmaceutical products respectively. Loss-rate approach is based on the historical loss rates. The Company evaluates the expected credit loss of accounts receivable based on customer financial condition and historical collection information adjusted for current market economic conditions and forecasts of future economic performance when appropriate. For those past due balances over one year and other higher risk receivables identified by the Company are reviewed individually for collectability. The Company writes off potentially uncollectible accounts receivable against the allowance for credit losses if it is determined that the amounts will not be collected. As of September 30, 2025 and June 30, 2025, the Company recorded the allowance of credit loss of $ 171,613 and $ 87,728 , respectively. Notes receivable, net Notes receivable represents bank acceptance notes issued by financial institutions in the People’ s Republic of China (“PRC”), typically received from customers as settlement for trade receivables. These notes are payable at a specified future date and are guaranteed by the issuing bank.
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As of September 30, 2025 and June 30, 2025, the Company held notes receivable totaling $ 13,873 and $ 65,152 , all of which are expected to be collected within twelve months and are classified as current assets. The Company recognized $ nil allowance for expected credit loss on bank notes receivable during the reporting periods, as all the acceptance notes were endorsed to suppliers for accounts payable payments. Inventories, net Inventories are stated at the lower of cost or net realizable value, using the first-in, first out (FIFO) method. Costs include the cost of pharmaceutical products. Any excess of the cost over the net realizable value of each item of inventories is recognized as a provision for diminution in the value of inventories. Net realizable value is estimated using selling price in the normal course of business less any costs to complete and sell products. As of September 30, 2025 and June 30, 2025, the Company did not record any inventory provision. Investment in other entity The Company assesses its investment in ABL Wuhan and determines that no significant influence over investee existed, as defined in ASC 323-10-15-6, and therefore accounts for the investment used the measurement alternative under ASC 321-10-35-2. Under this approach, the investment is measured at cost, and adjusted for impairments, with changes recognized in net income. The investment in other entity that does not report net asset value is subject to qualitative assessment for indicators of impairments. On August 4, 2023, ABL Wuhan ceased to be the Company’ s subsidiary and became the Company’ s long-term investment. As of September 30, 2025 and June 30, 2025, the Company’ s investment in ABL Wuhan amounted to $ 15,741 and $ 15,741 respectively, and no impairment charges was recorded. F- 8 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Property and equipment Property and equipment are stated at cost less accumulated depreciation. The straight-line depreciation method is used to compute depreciation over the estimated useful lives of the assets, as follows: Useful life Furniture and fixtures 3 – 7 years Machinery equipment 3 – 5 years Vehicles 5 years Software 3 years Leasehold improvement Lesser of the lease term or estimated useful lives of the assets Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments which substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets retired or sold are removed from the respective accounts, and any gain or loss is recognized in other income or expenses in the unaudited condensed consolidated statements of income (loss) and other comprehensive income (loss). Intangible Assets, net Intangible assets consist primarily of business license acquired from asset acquisition. It grants the Company the right of selling and distributing pharmaceutical products and solutions in mainland China.
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Intangible assets are stated at cost less accumulated amortization. The license is amortized using the straight-line method over the estimated useful economic life of 5 years. Accounts payable The account payables are derived from logistics and forwarding service providers and from the pharmaceutical products supplier. Balances due to logistics service providers are typically settled within 7 to 30 days, while payables to pharmaceutical product suppliers are generally settled within 60 days. Impairment of long-lived asset Long-lived assets, including plant, property and equipment and intangible asset, are evaluated for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying amount may not be fully recoverable or that the useful life is shorter than the Company had originally estimated. When these events occur, the Company evaluates the impairment by comparing the carrying value of the assets to an estimate of future undiscounted cash flows expected to be generated from the use of the assets and their eventual disposition. If the sum of the expected future undiscounted cash flows is less than the carrying value of the assets, the Company recognizes an impairment loss based on the excess of the carrying value of the assets over the fair value of the assets. The Company reviews the impairment of its right-of-use assets and intangible asset consistent with the approach applied for its other long-lived assets. No impairment charge was recognized for the three months ended September 30, 2025 and 2024, respectively. F- 9 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Asset acquisition When an acquisition is related to a single asset or a group of similar assets, or does not meet the definition of a business combination, as the acquired entity does not have an input and a substantive process that together significantly contribute to the ability to create outputs, we account for the acquisition as an asset acquisition. In an asset acquisition, any direct acquisition-related transaction costs are capitalized as part of the purchase consideration. Deferred taxes are recorded on temporary book/tax differences in an asset acquisition using the simultaneous equations method and adjusted the assigned value of the non-monetary assets acquired to include the deferred tax liability (see Note 21). Leases The Company evaluates the contracts it entered into to determine whether such contracts contain leases at inception. A contract contains a lease if the contract conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. At commencement, contracts containing a lease are further evaluated for classification as an operating or finance lease where the Company is a lessee. Operating Leases A lease for which substantially all the benefits and risks incidental to ownership remain with the lessor is classified by the lease as an operation lease. Operating leases are included in the line items right-of-use (ROU) asset, lease liabilities, current, and lease liabilities, non-current in the unaudited condensed consolidated balance sheet. ROU assets represent the Company’ s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. For operating leases, the Company measures its lease liabilities based on the present value of the total lease payments not yet paid discounted based on the more readily determinable of the rate implicit in the lease or its incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. The
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Company uses its incremental borrowing rate based on the information available at lease commencement date in determining the present value of lease payments. The Company measures ROU assets based on the corresponding lease liability adjusted for payments made to the lessor at or before the commencement date, and initial direct costs it incurs under the lease. The Company begins recognizing lease expense when the lessor makes the underlying asset available to the Company. Lease expenses for lease payments are recognized on a straight-line basis over the lease term. For leases with lease term less than one year (short-term leases), the Company has elected not to recognize a lease liability or ROU asset on its unaudited condensed consolidated balance sheet. Instead, it recognizes the lease payments as expenses on a straight-line basis over the lease term. Short-term lease costs are immaterial to its unaudited condensed consolidated statements of operations and cash flows. Finance leases Leases that transfer substantially all of the benefits and risks incidental to the ownership of assets are accounted for as finance leases as if there was an acquisition of an asset and incurrence of an obligation at the inception of the lease. Lease cost for finance leases where the Company is the lessee includes the amortization of the ROU asset, which is amortized on a straight-line basis and recorded to “Depreciation of right-of-use finance asset” and interest expense on the finance lease liability, which is calculated using the interest method and recorded to “Interest expense”. Finance lease ROU assets are amortized over the shorter of their estimated useful lives or the terms of the respective leases. If the Company is reasonably certain to exercise the option to purchase the underlying asset at the end of lease term, the finance lease ROU assets are amortized to the end of useful life of the assets on a straight-line basis. F- 10 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Related parties The Company adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. Fair value of financial instruments ASC 820, “Fair Value Measurements” (ASC 820) and ASC 825, “Financial Instruments” (ASC 825), requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’ s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value: Level 1 — Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities Level 2 — Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model- derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 — Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The carrying value of cash, accounts receivable from third parties and related parties, due to shareholders, other receivables,
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other receivable from related parties, contract assets, loan receivable balance from a third party, loan receivable from related parties, accounts payable, convertible debts - current, loan payable to a related party, other payables and accrued expenses and other current liabilities approximate fair value due to their short-term nature. For lease liabilities, loan payable to a related party and loans payable, their carrying value approximate the fair value at the year-end, as the interest rates used to discount the host contracts approximate market rates. The Company noted no transfers between levels during any of the periods presented. The Company did not have any instruments that were measured at fair value on a recurring nor non-recurring basis as of September 30, 2025 and June 30, 2025. Convertible debts In accordance with ASC 470, Debt (“ASC 470”) the Company records its 7 % original issue discount secured convertible promissory notes (“Notes”) at the aggregate principal amount, less discount. The Company evaluated the loan portion of the Notes with the conversion feature and the detachable warrant under the guidance of ASC 470-20, “Debt with Conversion and Other Options, as amended by ASU 2020-06” and ASC 815, “Derivatives and Hedging.” The Company determined that the warrant met the criteria for equity classification under ASC 815-40. Accordingly, the fair value of the warrant was recorded as a component of additional paid-in capital. Following the adoption of ASU 2020-06, the Notes are recorded as a single unit within liabilities in the unaudited condensed consolidated balance sheets as the conversion features within the Notes are not derivatives that require bifurcation and the Notes do not involve a substantial premium. The Convertible debt is subsequently accounted for at amortized cost in accordance with the interest method described in ASC 835-30 (see Note 13). F- 11 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Convertible debts (cont.) Debt issuance costs Direct and incremental costs and original issue discounts and premiums incurred in connection with the issuance of long-term debt are deferred and amortized to interest expense using the effective interest method or, if the amounts approximate the effective interest method, on a straight-line basis. All debt issuance costs are presented as a direct reduction of debt on the unaudited condensed consolidated balance sheets. Approximately $ 69,602 were amortized to interest expense during the three months ended September 30, 2025. Common stock warrants The Company evaluates common stock warrants under ASC 815-40, Derivatives and Hedging—Contracts in Entity’ s Own Equity. The Company assesses whether common stock warrants are freestanding financial instruments and whether they meet the criteria to be classified in stockholders’ equity, or classified as a liability. Where common stock warrants do not meet the conditions to be classified in equity, the Company assesses whether they meet the definition of a liability under ASC 815. Revenue recognition The Company adopted ASC Topic 606 “Revenue from Contracts with Customers” and all subsequent ASUs that modified ASC 606. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, the Company applies the following steps: Step 1: Identify the contract (s) with a customer Step 2: Identify the performance obligations in the contract
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Step 3: Determine the transaction price Step 4: Allocate the transaction price to the performance obligations in the contract Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation F- 12 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Revenue recognition (cont.) The Company generates revenue from providing cross-border ocean and airfreight solutions and distribution of pharmaceutical products. No practical expedients were used when adoption ASC606. Revenue recognition policies are as follows: Revenue from cross-border freights solutions The Company provides comprehensive services in the United States for customers to transport goods from overseas to the United States and from the United States to overseas. Operating under service contracts, for goods entering the United States, after the goods arrive at a U.S. seaports or airports, the Company offers customs clearance, container unloading, storage, unpacking, packing, and transportation services to the locations specified by the customers. For customers shipping goods overseas, the Company provides cargo space arrangements, storage, packing, export customs clearance, and arranges transportation to seaports or airports for loading. The transaction price is determined based on the range of services provided and the volume of goods. The Company considers these comprehensive services as one performance obligation since these promises are not distinct within the context of the contract, and the bundle of integrated services represents a combined output. This performance obligation is satisfied over time as customers receive the benefits of these services during the process of transporting goods from one location to another. For goods entering the United States, the Company determines that the performance period for revenue recognition is between the pickup date and the date of completing delivery. For customers shipping goods overseas with cargo space booking service, the Company determines that the performance period for revenue recognition is between the container or cargo space confirmed date and the date of arrival at destination. For customers shipping goods overseas without cargo space booking service, the Company determines that the performance period for revenue recognition is between pickup date and the date when the goods depart from airport or port. The performance period may be estimated if the date of completing delivery or the departure date or arrival date has not occurred by the reporting date. The Company has determined that revenue recognition over the time in transit provides a reasonable estimate of the transfer of services to its customers as it depicts the pattern of the Company’ s performance under the contracts with its customers. Determining the performance period and the progress of the transportation as of the reporting date requires management’ s estimation and judgement, which may impact the timing of revenue recognition. For customers with goods entering the United States, we offer customs clearance, container unloading, storage, unpacking, packing, and transportation services to customer-specified locations after the goods arrive at a U.S. seaport or airport. For customers shipping goods overseas, we provide cargo space arrangement, storage, packing, export customs clearance, and transportation to the seaport or airport for loading. The performance obligation is satisfied over time as customers receive the benefits of these services during the process of transporting goods from one location to another. As a result, we recognize revenue over time. We believe that the methodology employed is comparable to that of other global logistics companies and offers faithful depiction of the services rendered to customers. F- 13
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LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Revenue recognition (cont.) Revenue from distribution of pharmaceutical products The Company generates revenue from the distribution of pharmaceutical and medical products. The Company orders products from the manufacturer, receives and carries the product at a designated warehouse, and delivers the product directly to its customers’ warehouses or designated locations. Revenue is recognized at a point in time when control of goods is transferred to the customers upon goods delivered to the customers and accepted by the customers. Principal and agent considerations In the Company’ s transportation business, the Company utilizes independent contractors and third-party carriers and related party carriers in the performances of some transportation services as and when needed. U.S. GAAP requires us to evaluate, using a control model, whether the Company itself promises to provide services to the customers (as a principal) or to arrange for services to be provided by another party (as an agent). Based on the Company’ s evaluation using a control model, the Company determined that in all of its major business activities, it serves as a principal rather than an agent within their revenue arrangements. Revenue and the associated purchased transportation costs are both reported on a gross basis within the unaudited condensed consolidated statements of income (loss) and comprehensive income (loss). In the Company’ s distribution of pharmaceutical products business, the Company determined that in all of its major business activities, it serves as a principal rather than an agent within their revenue arrangements under the fact that the Company controls the goods before they are transferred to customers, bears inventory risk, and has discretion in establishing pricing. As a principal, the Company recognizes revenue on a gross basis within the unaudited condensed consolidated statements of income (loss) and comprehensive income (loss). Disaggregation of revenues The Company disaggregates its revenue from types of services providing and the customer geographic of its customers, as the Company believes it best depicts how the nature, amount, timing and uncertainty of the revenue and cash flows are affected by economic factors. F- 14 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Revenue recognition (cont.) The Company’ s disaggregation of revenues for three months ended September 30, 2025 and 2024 is disclosed as below: By service/product type For the three months ended September 30, 2025 2024
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Cross-border ocean freights solutions $ 1,434,864 $ 1,836,591 Cross-border airfreights solutions 3,327,010 2,244,963 Distribution of pharmaceutical products 1,338,015 - Total revenue $ 6,099,889 $ 4,081,554 For the three months ended September 30, 2025 2024 Timing of revenue recognition: Service transferred over time $ 4,761,874 $ 4,081,554 Product sales at a point in time 1,338,015 - Total revenue $ 6,099,889 $ 4,081,554 By customer geographic location For the three months ended September 30, 2025 2024 Asia-based customers $ 5,354,874 $ 2,809,636 U.S.-based customers 745,015 1,271,918 Total revenue $ 6,099,889 $ 4,081,554 Contract assets Contract assets represent estimated amounts for which the Company has the right to consideration for the services provided while a delivery is still in-transit and has not yet invoiced the customer. The estimated contract asset is based on the estimated completion percentage of the performance obligation. We believe that customers simultaneously benefit from the comprehensive services we provided. Upon completion of the performance obligations, which can vary in duration based upon the method of transport and billing the customer, these amounts become classified within accounts receivable. As of September 30, 2025 and June 30, 2025, the Company recorded contract assets of $ 49,392 and $ 119,054 respectively. F- 15 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Contract liabilities Contract liabilities represent estimated advances received from customers. The contract liabilities are reported in a net position on a customer-by-customer basis at the end of each reporting period. Contract liabilities are recognized when the Company receives prepayment from customers resulting from purchase order. Contract liabilities will be recognized as revenue when the products are delivered. As of September 30, 2025 and June 30, 2025, the Company recorded contract liabilities of $ 33,530 and $ 15,355 , which will be recognized as revenue upon delivery of the products and the acceptance by the customers. For the three months ended September 30, 2025, the amounts transferred from contract liabilities to revenue at the beginning of the fiscal period were $ 15,355 . Refund liabilities and right of returned assets Refund liabilities represent the estimated amount of consideration expected to be refunded to customers and are recorded at the time revenue is recognized. Refund allowances are recorded as a reduction in sales with corresponding refund liabilities, and the estimated cost of refunded inventory is recorded as a reduction to cost of sales and an increase of right of return assets. The estimate is based on historical refund patterns, current trends, and contractual terms. If actual results differ from the estimates, the Company revises
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its estimated refund liabilities accordingly. Each period end, the Company reviews and reassesses the adequacy of its recorded refund liabilities and adjusts the amount as necessary. As of September 30, 2025 and June 30, 2025, the Company recorded refund liabilities of $ 198,806 and $ 77,235 respectively on the unaudited condensed consolidated balance sheet. As of September 30, 2025 and June 30, 2025, the Company recorded right of return asset of $ 80,554 and $ 141,687 respectively on the unaudited condensed consolidated balance sheet. Cost of revenues In the Company’ s transportation business, cost of revenue primarily consists of the transportation and delivery costs, warehouse service charges, custom declaration and terminal charges, freight arrangement charges and other overhead cost allocation, which includes operating and financing lease-related costs, the depreciation expenses of property and equipment, and others miscellaneous items. In the Company’ s distribution of pharmaceutical products business, cost of revenues primarily consists of cost of products. Selling expenses Selling expenses primarily include salaries expense, advertising expense, software expense, and traveling expense of sales team engaged in developing potential customers and maintaining customer relationships and transportation cost for selling pharmaceutical products. General and administrative expenses General and administrative expenses primarily include salaries and staff benefits, repair and maintenance expense, depreciation on property and equipment, lease expenses of warehouses used for administrative purpose and office premises, travelling and entertainment, bank charges, legal and professional fees, insurance expenses and other office expenses. F- 16 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) 401(k) benefit plan 401(k) benefit plan covers substantially all employees and allows voluntary employee contributions up to the annually adjusted Inland Revenue Service (“IRS”) dollar limit. These voluntary contributions are matched equal to 100 % of the first 3 % of the employee’ s compensation contributed and 50 % of contributions exceeding 3 % of eligible compensation, not to exceed 5 % of the total eligible compensation. The employees’ voluntary contributions and the Company’ s matching contributions are 100 % vested immediately. The Company adopted the 401(k) benefit plan from April 2022. The expense related to matching employees’ contributions was $ 7,495 and $ 8,982 for the three months ended September 30, 2025 and 2024, respectively. Employee defined contribution plan Full-time employees of the Company in the PRC participate in a government-mandated multi-employer defined contribution plan pursuant to which certain pension benefits, medical care, unemployment insurance, employee housing fund and other welfare benefits are provided to them. Chinese labor regulations require that the Company make contributions to the government for these benefits based on government prescribed percentage of the employee’ s salaries. The Company has no legal obligation for the benefits beyond the contributions. The total amount was expensed as incurred. For the three months ended September 30, 2025 and 2024, employee welfare contribution expenses amounted to approximately $ 14,323 and nil , respectively. Value added tax (“V AT”) Revenue represents the invoiced value of goods and service, net of V AT. The V AT is based on gross sales price and V AT rates
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range up to 13 %, depending on the type of products sold or services provided. Entities that are V AT general taxpayers are allowed to offset qualified input V AT paid to suppliers against their output V AT liabilities. Net V AT balance between input V AT and output V AT is recorded in taxes payable. All of the V AT returns filed by the Company’ s subsidiaries in PRC remain subject to examination by the tax authorities for five years from the date of filing. Rental income The Company subleased portion of its offices area, warehouse and parking lots to third parties and related parties. The Company recognizes rental income over the sublease period. For the three months ended September 30, 2025 and 2024, the Company recognized rental income amounted to $ 86,122 and $ 101,067 , respectively, included in other income, net on the unaudited condensed consolidated statements of income (loss) and comprehensive income (loss). Income taxes The Company’ s U.S. subsidiaries are subjected to U.S. federal income tax at 21 % and the 7.0 % state tax and the 2.5 % replacement tax in the state of Illinois. F- 17 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Income taxes (cont.) The Company’ s PRC subsidiaries are governed by the income tax laws of the PRC and the income tax provision in respect to operations in the PRC is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Enterprise Income Tax Laws of the PRC (the “EIT Laws”), domestic enterprises and Foreign Investment Enterprises (the “FIE”) are usually subject to 25 % enterprise income tax rate. Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts and tax bases of assets and liabilities computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. The Company accounts for uncertain tax positions in accordance with FASB ASC Topic No. 740, Accounting for Uncertainty in Income Taxes. A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. As of September 30, 2025 and June 30, 2025, the Company did not have a liability for unrecognized tax benefits. It is the Company’ s policy to include penalties and interest expense related to income taxes as a component of other expense and interest expense, respectively, as necessary. The Company’ s historical tax years will remain open for examination by the local authorities until the statute of limitations has passed. Statutory reserves The Company’ s PRC subsidiaries are required to allocate at least 10 % of their after-tax profit to the general reserve in accordance with the PRC accounting standards and regulations. The allocation to the general reserve will cease if such reserve has reached to 50 % of the registered capital of respective company. These reserves can only be used for specific purposes and are not transferable to the Company in form of loans, advances, or cash dividends. There is no such regulation of providing statutory reserve in United States. The statutory reserve as determined pursuant to PRC statutory laws totaled approximately $ 74,608 and $ 63,416 as of September 30, 2025 and June 30, 2025, respectively.
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Comprehensive income (loss) Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Other comprehensive income (loss) refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of equity but are excluded from net income. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies. F- 18 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Basic and diluted earnings (loss) per share The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the three months ended September 30, 2025 and 2024, the Company reported a net loss. As a result, all potentially dilutive securities, including the convertible debenture, were excluded from the calculation of diluted loss per share because their inclusion would have been antidilutive. Foreign currency transactions Our reporting currency is the U.S. dollar. The functional currency of our operations, except for Sichuan Hupan and Hupan Pharmaceutical, is the U.S. dollar. The functional currency of Sichuan Hupan and Hupan Pharmaceutical is the RMB. The assets, liabilities, revenues, and expenses of Sichuan Hupan and Hupan Pharmaceutical are remeasured in accordance with ASC 830. For the three months ended September 30, 2025, assets and liabilities of Sichuan Hupan and Hupan Pharmaceutical are translated into U.S. dollars based upon exchange rates prevailing at the end of the year. Revenues and expenses of Sichuan Hupan and Hupan Pharmaceutical are translated at average exchange rates during the reporting period. The resulting translation adjustment is included in accumulated other comprehensive loss. The following table outlines the currency exchange rates that were used in creating the unaudited condensed consolidated financial statements in this report: September 30, 2025 Balance sheet items, except for equity accounts US$ 1 =RMB 7.1190 Items in the statements of income and cash flows US$ 1 =RMB 7.1570 September 30, 2024 Balance sheet items, except for equity accounts US$ 1 =RMB 7.0176 Items in the statements of income and cash flows US$ 1 =RMB 7.1641 Commitments and contingencies In the normal course of business, the Company is subject to contingencies, such as legal proceedings and claims arising out of its business, which cover a wide range of matters. Liabilities for contingencies are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.
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If the assessment of a contingency indicates that it is probable that a material loss is incurred and the amount of the liability can be estimated, then the estimated liability is accrued in the Company’ s financial statements. If the assessment indicates that a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingency liability, together with an estimate of the range of possible loss, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed. F- 19 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Concentrations and risks a. Concentration of credit risk The Company estimates credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. Assets that potentially subject the Company to significant concentration of credit risk primarily consist of cash, accounts receivable, contract assets, other receivable, other receivable from related parties, loan receivable balance from a third party and loans receivable from related parties. The Company has designed their credit policies with an objective to minimize their exposure to credit risk. The maximum exposure of such assets to credit risk is their carrying amounts at the balance sheet dates. The Company maintains majority of bank accounts in mainland China, where there is a RMB 500,000 deposit insurance limit for a legal entity’ s aggregated balance at each bank. As of September 30, 2025 and June 30, 2025, three and four banks account exceeded the insured limit in mainland China, respectively. To limit the exposure to credit risk relating to deposits, the Company primarily places cash deposits with large financial institutions in the mainland China. The Company also has the bank accounts at financial institutions in the United States, where there is $ 250,000 standard deposit insurance coverage limit per depositor, per FDIC-insured bank and per ownership category. As of September 30, 2025 and June 30, 2025, no bank balance exceeded the insured limit. To limit the exposure to credit risk relating to deposits, the Company primarily places cash deposits with large financial institutions in the United States. The Company has adopted a credit policy of dealing with creditworthy counterparties to mitigate the credit risk from defaults. The management team conducts credit evaluations of its customers, and generally does not require collateral or other security from them. The Company establishes an accounting policy to provide for allowance for credit loss based on the individual customer’ s financial condition, credit history, and the future economic conditions. Other receivable and loan receivable from related parties are monitored on an ongoing basis with the result that the Company’ s exposure to impairment is not significant. As of September 30, 2025 and June 30, 2025, none of the Company’ s other receivable and loan receivable from related parties are impaired. b. Foreign exchange risk Our subsidiaries in PRC have functional currency in RMB. PRC subsidiaries’ expense transactions are denominated in RMB and their assets and liabilities are denominated in RMB. RMB is not freely convertible into foreign currencies. The value of the Chinese Yuan against the U.S. dollar is affected by the changes in China and United States economic conditions. We do not believe that we currently have any significant direct foreign exchange risk and have not used any derivative financial instruments to hedge exposure to such risk. Also, considering the volume of its business, the impact of foreign exchange risk is limited. c. Interest rate risk The interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. Our exposure
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to interest rate risk primarily relates to the interest rates from our lessors, convertible debenture and our private lenders. The shareholder loans bear no interest. We have not been exposed to material risks due to the fact that our leasing obligations’ interest rate and the private loan’ s interest are fixed at commence date of the leases and loans and we have not used any derivative financial instruments to manage our interest risk exposure. However, we cannot provide assurance that we will not be exposed to material risks due to changes in market interest rate in the future. F- 20 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Concentrations and risks (cont.) d. Liquidity risk Liquidity risk arises through the excess of financial obligations over available financial assets due at any point in time. Our objective in managing liquidity risk is to maintain sufficient readily available reserves in order to meet our liquidity requirements at any point in time. The Company monitors and analyzes its cash flow position, its ability to generate sufficient revenue sources in the future and its operating and capital expenditure commitments. The Company typically funds the working capital needed primarily from operations, loans, shareholder advances to the Company, as well as the external financing activities. e. Significant customers and suppliers The Company had two third-party and no related-party customer generated over 10% of the Company’ s total revenue for the three months ended September 30, 2025. The Company had two third-party customers and no related-party customer generated over 10% of the Company’ s accounts receivable as of September 30, 2025. The Company had two third-party customers and one related-party customer generated over 10% of the Company’ s total revenue for the three months ended September 30, 2024. The Company had three third-parties and no related-party customer customers generated over 10% of the Company’ s accounts receivable as of June 30, 2025. The Company had one third-party supplier and no related-party supplier represented over 10% of the Company’ s cost of revenue for the three months ended September 30, 2025. The Company had one third-party supplier and no related-party supplier represented over 10% of the Company’ s accounts payable as of September 30, 2025. The Company had no third-party supplier and no related-party supplier represented over 10% of the Company’ s cost of revenue for the three months ended September 30, 2024. The Company had one third-party supplier and no related-party supplier represented over 10% of the Company’ s accounts payable as of June 30, 2025. Recent accounting pronouncements The Company considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’ s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’ s Own Equity. Under ASU 2020-06, the embedded conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives under Derivatives and Hedging (Topic 815), or that do not result in substantial premiums accounted for as paid-in capital. Consequently, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. The guidance also requires the if-converted method to be applied for all convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, with early adoption permitted. Adoption of the standard requires using either a
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retrospective or a retrospective approach. The Company has adopted ASU 2020-06 using the retrospective approach during the three months ended September 30,2025. F- 21 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Recent accounting pronouncements (cont.) In April 2024, the Company adopted ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which improves reportable segment disclosure requirements. The amendments require the disclosure of (1) significant segment expenses that are regularly provided to the CODM and included within each reported measure of segment profit or loss; (2) an amount for other segment items by reportable segment and a description of its composition; and (3) the title and position of the CODM and an explanation of how the CODM uses the reported measure(s). The amendments also provide disclosure requirements for interim periods and entities that have a single reportable segment. Details of segment reporting are set out in Note 2 and Note 19. In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, which improves income tax disclosures. The amendments require the disclosure of specific categories in rate reconciliation and additional information for reconciling items that meet a quantitative threshold. The amendments also require disaggregated information about the amount of income taxes paid (net of refunds received), Income (or loss) from continuing operations before income tax expense (or benefit) and Income tax expense (or benefit) from continuing operations. The new guidance is required to be applied either prospectively or retrospectively. This guidance is effective for the Company for the year ending June 30, 2026. Early adoption is permitted. The Company is evaluating the impact of the adoption of this guidance. In November 2024, the FASB issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” and issued subsequent amendment within ASU 2025-01. The amendments require disaggregation disclosure for certain expense captions presented on the face of income statement, as well as additional disclosure about selling expenses. This guidance is effective for the Company for the year ending June 30, 2028 and interim reporting periods during the year ending December 31, 2029. Early adoption is permitted. The Company is evaluating the impact of the adoption of this guidance on its disclosures. In November 2024, the FASB issued ASU 2024-04, “Debt - Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments,” which clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion. The amendments also clarify some specific applications of induced conversion guidance and that the guidance applies to a convertible debt instrument that is not currently convertible as long as it had a substantive conversion feature as of both its issuance date and the date the inducement offer is accepted. The new guidance is required to be applied either prospectively or retrospectively. This guidance is effective for the Company for the year ending June 30, 2027. Early adoption is permitted. The Company is evaluating the impact of the adoption of this guidance. In May 2025, the FASB issued ASU 2025-03, “Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity,” which requires an entity involved in an acquisition transaction effected primarily by exchanging equity interests when the legal acquiree is a VIE that meets the definition of a business to consider specific factors to determine the accounting acquirer and removes the requirement that the primary beneficiary always is the acquirer for certain transactions. Under the amendments, acquisition transactions in which the legal acquiree is a VIE will, in more instances, result in the same accounting outcomes as economically similar transactions in which the legal acquiree is a voting interest entity. The amendments do not change the accounting for a transaction determined to be a reverse acquisition or a transaction in which the legal acquirer is not a business and is determined to be the accounting acquiree. The new guidance is required to be applied prospectively to any acquisition transaction that occurs after the initial application date. This guidance is effective for the Company for the year ending June 30, 2028. Early adoption is permitted. The Company is evaluating the impact of the adoption of this guidance.
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F- 22 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Recent accounting pronouncements (cont.) In September 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Scope Refinements. This update clarifies the application of derivative accounting to certain contracts and refines the guidance for share-based noncash consideration received from customers. Specifically, ASU 2025-07 introduces a scope exception for contracts that are not exchange-traded and whose underlying is tied to operations or activities specific to one party. It also clarifies that share-based noncash consideration from a customer should initially be accounted for under Topic 606 until the right to receive or retain such consideration becomes unconditional, at which point financial instruments guidance may apply. The amendments are effective for the Company for the year ending June 30, 2028, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2025-07 on its unaudited condensed consolidated financial statements and related disclosures. The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’ s unaudited condensed consolidated balance sheets, statements of income (loss) and comprehensive income (loss) and statements of cash flows. NOTE 3 — ACCOUNTS RECEIV ABLE, NET Accounts receivable, net consists of the following: September 30, 2025 June 30, 2025 Accounts receivable – third-party customers $ 3,262,892 $ 2,983,308 Less: allowance for credit loss – third-party customers ( 171,613) ( 87,728) Accounts receivable from third-party customers, net $ 3,091,279 $ 2,895,580 Accounts receivable – related party customers $ 352,896 $ 396,331 Less: allowance for credit loss – related party customers - - Total accounts receivable, net $ 352,896 $ 396,331 Approximately $ 1.5 million or 44.9 % of the accounts receivable from third party customers have been collected as of November 13, 2025. Approximately $ 280,000 or 79.1 % of the accounts receivable from related party customers have been collected as of November 13, 2025. F- 23 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 3 — ACCOUNTS RECEIV ABLE, NET (cont.)
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The movement of allowance for credit loss for the three months ended September 30, 2025 and the year ended June 30, 2025 is as follows: September 30, 2025 June 30, 2025 Beginning balance $ 87,728 $ 54,066 Provision of expected credit loss allowance 83,325 33,432 Effect of foreign exchange translation 560 230 Ending balance $ 171,613 $ 87,728 The Company recorded addition of allowance for credit loss of $ 83,325 and $ 12,837 for the three months ended September 30, 2025 and 2024, respectively. NOTE 4 — INVENTORIES, NET Inventories, net consists of the following: September 30, 2025 June 30, 2025 Finished goods $ 131,986 $ 96,534 Less: inventory allowance - - Inventories, net $ 131,986 $ 96,534 The Company recorded inventory allowance of $ nil for the three months ended September 30, 2025. NOTE 5 — LOAN TO A THIRD PARTY On October 8, 2024, the Company entered into a loan agreement with a third party for a principal amount up to $ 2 million at a fixed interest rate of 4.35 % per annum with a maturity date of twelve months. On July 3, 2025, the Company entered into an additional loan agreement with the same party, increasing the principal amount to up to $ 6 million, also bearing a fixed annual interest rate of 4.35 % and maturing in twelve months. There is no pledge and guarantee from the third party and the loan is on demand and can be called by the Company. The loan balance was $ 253,107 and $ 11,380 as of September 30, 2025 and June 30, 2025. The Company recognized interest income of $ 60,561 in connection with this loan to a third party for the three months ended September 30, 2025. NOTE 6 — PREPAYMENT, DEPOSIT AND OTHER RECEIV ABLE – THIRD PARTY September 30, 2025 June 30, 2025 Prepayment and other deposits (a) $ 1,966,048 $ 282,704 Rent deposits 271,279 271,207 Advance to suppliers (b) 2,809,382 - Ending balance 5,046,709 553,911 Less: non-current portion ( 98,327) ( 103,934) Current portion $ 4,948,382 $ 449,977 (a) The Company entered several consulting agreements with third parties and issued shares for the services to be provided from July 2025 to August 2026. As of September 30, 2025, balance mainly represented the prepaid consulting services of $ 1.6 million. (b) The Company entered a purchase agreement with a third party to purchase $ 2.8 million steel bar on September 15, 2025. As of September 30, 2025, $ 2.8 million has been paid to the supplier and the delivery is expected to be completed within 180 days after the prepayment. F- 24
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LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 7 — PROPERTY AND EQUIPMENT, NET Property and equipment, net consists of the following: September 30, 2025 June 30, 2025 Furniture and Fixtures $ 76,064 $ 75,901 Machinery equipment 290,878 290,818 Vehicles 393,855 324,267 Software 5,420 5,386 Leasehold improvement 268,782 267,933 Subtotal 1,034,999 964,305 Less: accumulated depreciation ( 625,606) ( 574,884) Property and equipment, net $ 409,393 $ 389,421 Depreciation expense recorded in general and administrative expense was $ 25,898 and $ 17,995 for the three months ended September 30, 2025 and 2024, respectively. Depreciation expense recorded in cost of revenue was $ 24,667 and $ 18,164 for the three months ended September 30, 2025 and 2024, respectively. NOTE 8 — INTANGIBLE ASSETS, NET Net intangible assets consists of the following: September 30, 2025 June 30, 2025 License $ 418,867 $ 418,867 Less: accumulated amortization ( 74,798) ( 53,427) Intangible asset, net $ 344,069 $ 365,440 On November 5, 2024, the Company purchased a license of pharmaceutical distribution in Mainland China through its acquisition of 100 % equity interest in Hupan Pharmaceutical. The Company recognized the distribution license as an intangible asset of $ 418,867 based on the assessment of fair value at the purchase date, adjusted by deferred taxes impact on temporary tax differences in an asset acquisition using the simultaneous equations method. The transaction was closed on November 21, 2024. No impairment expense was recognized for the three months ended September 30, 2025. Amortization expense of $ 21,371 was recognized for the three months ended September 30, 2025. NOTE 9 — LEASES The Company has multiple lease agreements for warehouses, warehouse machinery and equipment and offices. The Company’ s lease agreements do not contain any material residual value guarantees or material restrictive covenants. F- 25 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
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NOTE 9 — LEASES (cont.) Total operating lease expenses on offices, warehouses, and warehouse equipment for the three months ended September 30, 2025 and 2024 were $ 527,261 and $ 466,723 , respectively. Total finance lease expenses on warehouse machinery and equipment for the three months ended September 30, 2025 and 2024 were $ 10,377 and $ 8,016 , respectively. Depreciation of finance lease right-of-use assets were $ 8,600 and $ 7,595 for the three months ended September 30, 2025 and 2024, respectively. The following table includes supplemental cash flow and non-cash information related to leases: For the three months ended September 30, 2025 2024 Cash paid of amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 897,689 $ 470,260 Operating cash flows from finance leases $ 1,777 $ 422 Financing cash flows from finance leases $ 8,085 $ 7,632 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ - $ 1,244,14 The weighted average remaining lease terms and discount rates for all of operating lease and finance leases is as follows: September 30, 2025 June 30, 2025 Weighted-average remaining lease term (years): Operating lease 2.49 years 2.44 years Finance lease 3.02 years 3.19 years Weighted average discount rate: Operating lease 7.14% 7.00% Finance lease 9.45% 9.32% F- 26 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 9 — LEASES (cont.) The following is a schedule of maturities of operating and finance lease liabilities as of September 30, 2025: Operating leases Twelve months ending September 30, Repayment 2026 $ 1,745,988 2027 579,656 2028 599,993 2029 426,315 2030 11,483 Total future minimum lease payments 3,363,435 Less: imputed interest ( 321,188) Total operating lease liabilities $ 3,042,247
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Financing leases Twelve months ending September 30, Repayment 2026 $ 50,854 2027 22,917 2028 21,656 2029 21,656 2030 1,805 Total future minimum lease payments 118,888 Less: imputed interest ( 13,671) Total finance lease liabilities $ 105,217 NOTE 10 — ACCRUED LIABILITIES AND OTHER PAYABLES Accrued liabilities and other payables comprise the following amounts relating to the operation of the Company September 30, 2025 June 30, 2025 Credit card payables $ 348,156 $ 370,766 Payroll liabilities 543,230 378,358 Accrued expense 876,258 806,324 Other payables 390,237 564,546 Total $ 2,157,881 $ 2,119,994 F- 27 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 1 — LOANS PAYABLE The Company obtained multiple loans to finance the purchase of vehicles and warehouse machinery and obtained other loans to support its working capital needs. The loan balance consists of the following: September 30, 2025 June 30, 2025 Equipment loans (a) $ 25,175 $ 34,645 Vehicle loans (b) 147,035 88,762 Other loans 2,246,893 1,237,103 Total 2,419,103 1,360,510 Less: loan payable, current ( 2,271,368) ( 1,300,112) Loan payable, non-current $ 147,735 $ 60,398 (a) Equipment loans The Company made the total principal repayments of $ 9,470 and $ 13,755 in connection with the equipment loans during the three months ended September 30, 2025 and 2024, respectively. Interest expenses for the above-mentioned equipment loans amounted to
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$ 760 and $ 1,640 during the three months ended September 30, 2025 and 2024, respectively. The Company did not have any new equipment loan during the three months ended September 30, 2025. (b) Vehicle loans During the three months ended September 30, 2025, the Company entered into a new vehicle loan with Webank for a principal amount of $ 69,862 at a fixed interest rate of 1.92 % per annum and matures in July, 2030 . The loan is secured by the related vehicle, which has been pledged as collateral. The Company made the total principal repayments of $ 11,950 and $ 14,235 in connection with the above vehicle loans during the three months ended September 30, 2025 and 2024, respectively. Interest expenses for the above-mentioned above vehicle loans amounted to $ 1,146 and $ 1,308 during the three months ended September 30, 2025 and 2024, respectively. F- 28 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 11 — LOANS PAYABLE (cont.) Other loans September 30, 2025 June 30, 2025 Loan A $ 120,000 $ 120,000 Loan B 50,000 50,000 Loan C 50,000 50,000 Loan D 95,000 95,000 Loan E - 12,009 Loan F 12,500 50,000 Loan G 8,181 19,995 Loan H 99,975 99,975 Loan I 890,359 317,252 Loan J 10,000 10,000 Loan K 100,000 100,000 Loan L 136,914 50,003 Loan M 23,493 23,347 Loan N 140,469 139,595 Loan O 82,981 99,927 Loan P 98,689 - Loan Q 120,000 - Loan R 208,332 - Total $ 2,246,893 $ 1,237,103 (a) The Company entered a loan of $ 300,000 with a third party on March 1, 2022. The loan is unsecured, with a fixed interest of 15 % per annum and payable on monthly basis, for 6 months period and matured on September 1, 2022 . On September 1, 2022, both parties agreed to extend the loan’ s principal payment term to on demand. The Company did not make repayment during the three months ended September 30, 2025. (b) The Company entered a loan of $ 200,000 with a third party on July 26, 2021. The loan is unsecured, with no interest bearing for 6 months period and matured on January 25, 2022 . The Company paid a principal of $ 100,000 during the three months ended September 30, 2021 and both parties agreed to extend the remaining principal balance of $ 100,000 payment term to on demand. On April 8, 2024, the Company entered another loan of $ 100,000 with the same party. On June 27, 2025, the Company entered another
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loan of $ 50,000 with the same party. The loan is unsecured, with no interest bearing for a 6 -month period and matured on December 27, 2025 . The Company did not made repayment during the three months ended September 30, 2025. (c) The Company entered a loan agreement of $ 50,000 with an employee on October 27, 2021. The loan is non-interest bearing, for a 12 -month period, and matured on October 26, 2022 . On October 26, 2022, both parties agreed to extend the loan term to on demand. F- 29 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 11 — LOANS PAYABLE (cont.) Other loans (cont.) (d) The Company entered a loan agreement of $ 100,000 with a third party on July 3, 2023. The loan is non-interest bearing, for a 6 -month period. On April 10, 2024, the Company entered another loan agreement of $ 75,000 with same party. The loan is non-interest bearing, for a 6 -month period, and matured on September 9, 2024 . Both parties agreed to extend the remaining principal balance payment term to on demand. The Company did not make repayment during the three months ended September 30, 2025. Both parties agreed to extend the remaining principal balance of $ 95,000 payment term to on demand. (e) The Company entered a loan of $ 125,000 with a third party on August 17, 2023. The loan is personally guaranteed by Henry Liu, the CEO, with a fixed interest of 16.00 % per annum for 24 months period and matured on August 16, 2025 . The monthly payment is $ 6,120 blending of interest and principal. (f) On October 16, 2024, the Company entered a loan of $ 150,000 with a third party. The loan is personally guaranteed by Henry Liu, the CEO, with a fixed interest of 33.37 % per annum and payable on monthly basis, for 12 months period and matured on October 16, 2025 . The monthly payment is $ 16,250 for the first six months and $ 13,250 for the remaining six months blending of interest and principal. (g) The Company entered a loan of $ 45,000 with a third party on November 5, 2024. The loan is personally guaranteed by Henry Liu, the CEO, with a fixed interest of 24.16 % per annum and payable on monthly basis, for 12 months period and matured on November 5, 2025 . The monthly payment is $ 4,259 blending of interest and principal. (h) The Company entered a loan of $ 99,975 with a third party on January 21, 2025. The loan is unsecured, with no interest bearing for 6 months period and matured on July 21, 2025. On July 21, 2025, both parties agreed to extend the remaining principal balance payment term to on demand. (i) The Company entered a loan of $ 350,000 with a third party on May 17, 2025. The loan is personally guaranteed by Henry Liu, the CEO, and Shuai Li, the Shareholder, with a fixed interest of 45.7 % per annum and payable on weekly basis, for 52 weeks and matured on May 16, 2026 . The weekly payment is $ 8,413 blending of interest and principal. On August 11, 2025, the Company refinanced its existing loan, increasing the principal amount to $ 1,000,000 under a new loan agreement. The loan bears a fixed interest rate of 45.7 % per annum, is payable in weekly installments over 52 weeks, and matures on August 13, 2026. The loan is personally guaranteed by Henry Liu, the Company’ s Chief Executive Officer, and Shuai Li, a shareholder. The Company is required to make weekly blended payments of principal and interest of approximately $ 24,038 . (j) The Company entered a loan of $ 10,000 with a third party on April 18, 2025. The loan is unsecured, with a fixed interest of 6 %
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per annum for 6 months period and matured on October 18, 2025 . (k) The Company entered a loan of $ 100,000 with an unrelated party on June 30, 2025. The loan is unsecured, with no interest bearing for 6 months period and matured on December 30, 2025 . (l) The Company entered a loan of $ 67,003 with a third party on April 10, 2025. The loan is unsecured, with no interest bearing for 6 months period and matured on October 10, 2025 . The Company entered a new loan of $ 86,911 with same party on August 6, 2025. The loan is unsecured, with no interest bearing for 6 months period and matured on February 6, 2026 . F- 30 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 11 — LOANS PAYABLE (cont.) Other loans (cont.) (m) The Company entered a loan of $ 23,347 (RMB 167,250 ) with a third party on August 9, 2024. The loan is unsecured, with no interest bearing and repayable on demand. (n) The Company entered a loan of $ 139,595 (RMB 1,000,000 ) with a third party on June 6, 2025. The loan is unsecured, with no interest bearing for 12 months period and matured on May 31, 2026 . (o) The Company entered a loan of $ 99,928 with a third party on June 27, 2025. The loan is at a fixed interest of 8.99 % per annum and payable on monthly basis, for 11 months period and matured on May 27, 2026 . The monthly payment is $ 9,498 blending of interest and principal. (p) The Company entered a loan of $ 105,263 with a third party on July 1, 2025. The loan is at a fixed interest of 34.0 % per annum and payable on biweekly basis, for 24 months period and matured on July 1, 2027 . The repayment is $ 3,037 blending of interest and principal. (q) The Company entered a loan of $ 120,000 with a third party on July 24, 2025, with a fixed interest of 10.0 % per annum for 10 months period. (r) The Company entered a loan of $ 208,332 (RMB 1,500,000 ) with a third party on July 12, 2025, with a fixed interest of 10.0 % per annum for 10 months period. The loan was pledged by two residential properties owned by Henry Liu, the Company’ s Chief Executive Officer, and Shuai Li, a shareholder The Company made the total principal repayments of $ 228,997 and $ 265,456 in connection with the above other loans during the three months ended September 30, 2025 and 2024, respectively. Interest expenses for the above-mentioned other loans amounted to $99,590 and $ 16,515 during the three months ended September 30, 2025 and 2024, respectively. The repayment schedule for the Company’ s loans is as follows: Twelve months ending September 30, Vehicle loans Equipment loans Others Total 2026 $ 50,096 $ 22,919 $ 2,425,171 $ 2,498,186 2027 44,610 3,619 48,598 96,827 2028 28,149 — — 28,149 2029 20,394 — — 20,394 2030 12,221 — — 12,221
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Total undiscounted borrowings 155,470 26,538 2,473,769 2,655,777 Less: imputed interest ( 8,435) ( 1,363) ( 226,876) ( 236,674) Total $ 147,035 $ 25,175 $ 2,246,893 $ 2,419,103 NOTE 12 — LOAN FROM A RELATED PARTY On March 1, 2025, the Company entered into a loan agreement with a related party – ABL Shenzhen (see Note 15) for a principal amount up to $ 124,176 , bearing interest at a fixed interest rate of 7.79 % per annum, with a maturity date of March 1, 2028 . The loan balance was $ 124,176 and $ 124,176 as of September 30, 2025 and June 30, 2025, respectively, and interest expense in connection with the loan for the three months ended September 30, 2025 was $ 2,418 . F- 31 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 13 — CONVERTIBLE DEBTS On March 5, 2025, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with an institutional investor (the “Investor”). Under the Securities Purchase Agreement, the Company agreed to issue 7 % original issue discount secured convertible promissory notes (“Notes”) in the aggregate principal amount of up to $ 4.5 million and accompanying Warrants (as defined below), in up to three separate tranches that are each subject to certain closing conditions (the “Financing”). On March 5, 2025, the initial closing of the first tranche (the “First Closing of First Tranche”) occurred, pursuant to which the Company issued to the Investor a Note in a principal amount of $ 1,000,000 (the “First Tranche”). For the subsequent closing of the first tranche, the Investor agreed to purchase an additional Note in the principal amount of $ 500,000 , subject to the satisfaction of certain closing conditions including the Equity Conditions (as defined in the Securities Purchase Agreement), after a resale Registration Statement on Form S-3 or S-1 (the “Resale Registration Statement”) has been declared effective by the Securities and Exchange Commission (the “Commission”) for the registration of common stock of the Company (the “Common Stock”) issuable upon conversion of the Notes and the Warrants (as defined below). The Company and the Investor may also, pursuant to the Securities Purchase Agreement, choose to consummate a second tranche and a third tranche of financing, subject to certain closing conditions. Pursuant to the Securities Purchase Agreement, the Company agreed to issue, upon the consummation of the closing of each tranche, common stock purchase warrants (“Warrants”) to the Investor, in each case to purchase a number of shares of common stock determined by dividing 40 % of the applicable principal amount of the corresponding Note by the VWAP (as defined in the Securities Purchase Agreement) immediately prior to the applicable closing date. In the First Closing of the First Tranche, the Company issued Investor Warrants to purchase 318,827 shares of common stock at an initial exercise price of $ 1.9098 per share, subject to certain adjustments set forth therein. The Note does not bear any interest absent an Event of Default (as defined in the Note) and matures on June 5, 2026. Commencing on the earlier of (i) the 60-day anniversary after the date hereof and (ii) the date on which the first Resale Registration Statement shall have been declared effective by the Commission, the Company is required to pay to the Investor the outstanding principal balance under the Note in monthly installments, on such date and each one (1) month anniversary thereof, in an amount equal to 105 % of the total principal amount multiplied by the quotient determined by dividing one by the number of months remaining until the maturity date of the Note, until the outstanding principal amount has been paid in full or, if earlier, upon acceleration, conversion or redemption of the Note in accordance with its terms. All monthly payments are payable by the Company, in cash, provided that under certain circumstances, as provided in the Note, the Company may elect to pay in common stock. The number of common shares to be converted shall be calculated by the monthly payment divided by the Conversion Price. The Conversion Price is the lesser of (i) the initial fixed conversion price of $ 1.9098 and (ii) 95 % of the average of the four lowest daily VWAPs during the 20 trading day period immediately preceding the applicable payment date, provided that such price shall not be less than the Floor Price of $ 0.234 . At any time after the original issuance date, the Note shall be convertible (in whole or in part) at the option of the Investor into such number of fully paid and non-assessable shares of Common Stock as is determined by dividing (x) that portion of the outstanding Principal and any accrued and unpaid interest thereon that Invest elects to convert by (y) the Applicable Conversion Price then in effect on the date.
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On April 22, 2025, the Second Closing of the First Tranche was consummated. The Company issued Investor Warrants to purchase 202,082 shares of common stock at an initial exercise price of $ 1.929 per share, subject to certain adjustments set forth therein. F- 32 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 13 — CONVERTIBLE DEBTS (cont.) The Company evaluated the Note with conversion features and the detachable warrant under the guidance of ASC 470-20, “Debt with Conversion and Other Options, as amended by ASU 2020-06” and ASC 815, “Derivatives and Hedging.” The Company determined that the warrant met the criteria for equity classification under ASC 815-40. Accordingly, the relative fair value of the warrant was recorded as a component of additional paid-in capital on the issuance date. The Company determined that embedded derivative meets the definition of derivative instruments under ASC 815, Derivatives and Hedging. Following the adoption of ASU 2020-06, the Notes are recorded as a single unit within liabilities in the unaudited condensed consolidated balance sheets as the conversion features within the Notes are not derivatives that require bifurcation and the Notes do not involve a substantial premium. The Company accounted for the host debt as a liability recorded at amortized cost under ASC 470-10, net of issuance costs and any discount that allocated to debt component. The debt discount and issuance cost will be amortized to interest expense over the term of the Note using the effective interest method. The Company recorded $ 667,068 , net of the discount and debt issuance cost of $ 215,867 , as the balance of the debt component and $ 88,444 , net of the discount and debt issuance cost of $ 28,621 , as the equity for the warrants at the inception point of the first Closing date by assessing the fair value of each component. The Company recorded $ 361,661 , net of the discount and debt issuance cost of $ 74,075 , as the balance of the debt component and $ 53,340 , net of the discount and debt issuance cost of $ 10,924 , as the equity for the warrants at the inception point of the second Closing date by assessing the fair value of each component. The relative fair value of warrants of first closing of the first tranche was estimated using the Black-Scholes pricing model with the following weighted-average assumptions: market value of underlying share of $ 1.21 , risk free rate of 4.08 %, expected term of 5 years; exercise price of the warrants of $ 1.9098 , volatility of 46.09 %; and expected future dividends of nil . The relative fair value of warrants of second closing of the first tranche was estimated using the Black-Scholes pricing model with the following weighted-average assumptions: market value of underlying share of $ 0.93 , risk free rate of 3.98 %, expected term of 5 years; exercise price of the warrants of $ 1.929 , volatility of 46.37 %; and expected future dividends of nil . The Company applied the relative fair value method to allocate the proceeds from the issuance of convertible debt. The Note’ s original issue discount and incurred total issuance costs were allocated to the note payable and warrants on the relative fair value basis in accordance with ASC 835-30 and ASC 470-20. The debt discount and issuance cost allocated to the loan component will be amortized to interest expense over the term of the Convertible Debts using the effective interest method. F- 33 LAKESIDE HOLDING LIMITED
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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 13 — CONVERTIBLE DEBTS (cont.) The initial purchaser’ s discount and debt issuance costs primarily consisted of underwriting fees, lawyers fee, investor legal fee, auditor fee and SEC registration fee. These costs were allocated to the debt and equity component based on the allocation of the proceeds as follows: Amount Equity Component Debt Component Initial purchaser’ s debt discount $ 105,000 12,693 92,307 Debt issuance cost 224,488 26,852 197,636 Total $ 329,488 39,545 289,943 The portion allocated to debt component is amortized to interest expense using the effective interest method over the effected life of the Notes, or approximately 13 and 15 months term. The effective interest rate on the liability component of the Notes for the period from date of issuance is 86.52 % and 60.80 % for the first closing and second closing, which remains unchanged from the date of issuance. During the three months ended September 30, 2025, the holder of the Company’ s convertible notes converted portions of the outstanding principal balance into shares of the Company’ s common stock pursuant to the original terms of the respective note agreements. The conversions occurred on multiple dates throughout the period and resulted in the issuance of an aggregate of 820,330 shares of common stock in exchange for the conversion of $ 661,536 of outstanding principal. The conversions were accounted for in accordance with ASC 470-20, Debt with Conversion and Other Options, as conversions under the original terms of the agreements. Accordingly, the carrying amount of the debt, including any unamortized discount, was reclassified to equity upon conversion, and no gain or loss was recognized. As of September 30, 2025, the Company had $ 133,198 in convertible notes outstanding, which remain convertible under the original terms. September 30, 2025 June 30, 2025 Long term debt Outstanding principal $ 173,349 $ 1,021,819 Unamortized Initial Purchaser’ s debt discount and debt issuance cost ( 40,151) ( 150,948) Accrued interest - 39,804 Net carrying amount $ 133,198 $ 910,675 Convertible debts, current $ 133,198 $ 910,675 Convertible debts, non-current - - Total $ 133,198 $ 910,675 The Company recognized interest expense of $ 82,295 for the three months ended September 30, 2025, which includes $ 69,602 related to the amortization of the debt discount and issuance costs. F- 34 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
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(UNAUDITED) NOTE 14 — GENERAL AND ADMINISTRATIVE EXPENSES For the three months ended September 30, 2025 2024 Payroll expense $ 828,791 $ 759,142 Staff benefit expense 116,418 164,416 Professional expense 570,738 340,114 Travelling and entertainment 46,804 126,108 Office expense 151,986 165,481 Lease expense 99,161 64,125 Insurance 84,443 73,683 Other expense 91,98 8 68,094 Repair and maintenance 38,073 39,957 Depreciation on plant property and equipment 25,898 17,995 Advertising 21,104 11,686 Motor expense 9,541 5,791 Bank charges 1,339 614 Amortization on intangible assets 21,371 - Total $ 2,107,65 5 $ 1,837,206 NOTE 15 — RELATED PARTY TRANSACTIONS The relationship of related parties is summarized as follows: Name of Related Party Relationship with the Company Mr. Henry Liu CEO, and an ultimate shareholder of the Company Mr. Shuai Li President, and an ultimate shareholder of the Company Weship Transport Inc. (“Weship”) Controlled by Mr. Henry Liu American Bear Logistics (Wuhan) Co., Ltd. (“ABL Wuhan”) The Company owns 5% of equity interest American Bear Logistics (Shenzhen) Co., Ltd. (“ABL Shenzhen”) 100% owned subsidiary of ABL Wuhan LLL Intermodal Inc. (“Intermodal”) Controlled by Mr. Henry Liu ABL LAX LLC. (“ABL LAX”) Controlled by Mr. Henry Liu and Mr. Shuai Li ABWL Group Controlled by Mr. Henry Liu and Mr. Shuai Li F- 35 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 15 — RELATED PARTY TRANSACTIONS (cont.) a) Other receivable from related parties Other receivable from related parties consists of balances with the parties listed below, arising from interest receivable, storage income, rental income, contractor salaries charged by related parties, other expenses paid on their behalf: September 30, 2025 June 30, 2025 Other receivable from Weship $ 845,095 753,116
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Other receivable from Intermodal 83,929 99,635 Other receivable from ABL LAX 12,432 18,291 Other receivable from ABWL Group 207,000 - Other payable to ABL Shenzhen ( 1,612) ( 1,612) Total $ 1,146,844 869,430 The Company has fully collected receivable from ABWL Group, and collected approximately $ 35,000 from Weship as of November 13, 2025, and is planning to collect the remaining receivable balance from three related parties by the end of December 2025. b) Summary of balances payable to related parties September 30, 2025 June 30, 2025 Account payable to Weship $ 84,821 35,003 Account payable to ABL Wuhan 19,861 9,012 Account payable to Intermodal - 21,222 Total $ 104,682 65,237 c) Summary of balances receivable from related parties September 30, 2025 June 30, 2025 Accounts receivable from Weship $ 8,853 8,853 Accounts receivable from ABL Shenzhen 1 45,215 129,588 Accounts receivable from ABL LAX 320 - Accounts receivable from ABL Wuhan 198 ,508 257,890 Total $ 352,896 396,331 Approximately $ 280,000 or 79.1 % of the accounts receivable from related party customers have been collected as of November 13, 2025. F- 36 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 15 — RELATED PARTY TRANSACTIONS (cont.) d) Loan receivable from related parties September 30, 2025 June 30, 2025 Loan receivable from Weship $ 148,000 148,000 Loan receivable from ABL LAX 238,541 129,741 Total $ 386,541 277,741 The Company entered into a loan agreement with related parties to support working capital needs. The loan bears interest at an annual rate of 8.99 %, with the outstanding principal not exceeding US$ 1.0 million. The loan matures within twelve months from the date of execution. During the three months ended September 30, 2025, the Company advanced a loan of $ 108,800 to ABL LAX. As of
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September 30, 2025, the total loan receivable from related parties was $ 0.4 million. e) Other payable to related parties September 30, 2025 June 30, 2025 Other payable to ABL Wuhan $ (260,144) $ - f) Summary of related parties’ transactions For the three months ended September 30, 2025 2024 Revenue from Weship (a) $ — $ 1,432 Revenue from ABL Wuhan (a) $ 325,612 $ 424,827 Revenue from ABL Shenzhen (a) $ 251,963 $ 55,508 Revenue from ABL LAX $ 2,585 $ — Cost of revenue charged by Weship (b) $ 250,316 $ 346,015 Rental income from Weship (c) $ 76,182 $ 97,312 Rental income from Intermodal (d) $ 4,099 $ — Cost of revenue charged by Intermodal (e) $ 154,336 $ 172,465 Cost of revenue charged by ABL Wuhan (f) $ 61,854 $ 46,250 Interest expense charge by ABL Shenzhen (see Note 12) $ 2,418 $ — During the three months ended September 30, 2025 and 2024, the Company had the following transactions with its related parties — Weship, ABL Wuhan, ABL Shenzhen, ABL LAX and Intermodal (a) The Company provides logistic forwarding services to Weship, ABL Wuhan and ABL Shenzhen and charges Weship, ABL Wuhan and ABL Shenzhen at its regular market rate for the services provided. (b) Weship is one of the Company’ s vendors for truck delivery service. (c) The Company subleased portion of its warehouse space to Weship for rental income. The Company subleased its warehouse in Chicago to Weship in July 2023 and again for the period from January 2024 to September 2025. The Company also subleased another warehouse with monthly rent of $ 6,500 from August 01, 2023 to October 31, 2024. (d) The Company subleased portion of its warehouse space to Intermodal for three months ended September 30, 2025. (e) Intermodal is one of the Company’ s vendors, providing truck delivery service and provides labour forces. (f) ABL Wuhan provides labor force and certain cross-border freight consolidation and forwarding services and is one of our cross- border freight consolidation and forwarding service providers. F- 37 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 15 — RELATED PARTY TRANSACTIONS (cont.) f) Due to shareholders September June 30,
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30, 2025 2025 Due to shareholders, beginning $ - $ - Addition 142,826 - Due to shareholders, end $ 142,826 $ - The balance with the shareholders is unsecured, interest free, and due on demand. The Company had balance of due to shareholder Henry Liu of $ 71,413 and nil and Shuai Li of $ 71,413 and nil as of September 30, 2025 and June 30, 2025, respectively. g) Salaries and employee benefits paid to major shareholders For the three months ended September 30, 2025 2024 Mr. Henry Liu $ 22,523 22,523 Mr. Shuai Li 25,810 25,810 Total $ 48,333 48,333 NOTE 16 — TAXES Corporate Income Taxes Before the Reorganization, the Company was elected to be taxed as an “S Corporation” under the provisions of the Internal Revenue Code and comparable state income tax law. As an S Corporation, the Company is not subject to Federal income tax and Illinois State tax. Taxable income “pass through” to the personal tax returns of the owners. However, Illinois allows subchapter S corporations to elect to pay the Pass-through Entity (“PTE”) tax at entity level for tax years ending on or after December 31, 2021 and beginning prior to January 1, 2026. The PTE tax rate is equal to 4.95 % of the taxpayer’ s net income for the taxable year. The S corporation making the election is liable for paying the PTE tax, and the shareholders will receive credit for the amount of PTE tax credit paid but shall be liable to pay any remaining tax based on their share of the pass-through entity’ s income and credits. Illinois also taxes 1.5 % replacement tax on S corporation’ s net taxable income. The Company terminated its status as a Subchapter S Corporation as of September 23, 2023, in connection with its Reorganization. As a C Corporation, the Company combined statutory income tax rate is 28 % in each period, representing a U.S. federal income tax rate of 21.0 % and 7 % state income tax for Illinois. Also, as a C Corporation, the Company is subjected to Illinois State replacement tax at rate of 2.5 % and no PTE tax is applicable. Under the PRC Enterprise Income Tax Law (the “EIT Law”), the standard enterprise income tax rate for domestic enterprises and foreign invested enterprises is 25 %. F- 38 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 16 — TAXES (cont.) Corporate Income Taxes (cont.) In conjunction with the termination of the Subchapter S corporation status, the C Corporation deferred tax assets and liabilities were estimated for future tax consequences attributable to difference between the financial statement carrying amounts of the Company’ s existing assets and liabilities and their respective tax bases. The deferred tax assets and liabilities were measured using tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of the change in tax rates resulting from becoming a C Corporation was recognized as a $ 72,152
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decrease to the net deferred tax assets to $ 89,581 and an decrease to the provision for income taxes of $ 186,485 during the three months ended September 30, 2024. As of September 30, 2025 and June 30, 2025, the Company did not have an accrued liability for uncertain tax positions and does not anticipate recognition of any significant liabilities for uncertain tax positions during the next 12 months. For the period ended September 30, 2025 and 2024, no amounts were incurred for income tax uncertainties or interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals, or material deviation from its position. The Company’ s tax years since its formation remain subject to possible income tax examination by its major taxing authorities for all periods. The provision for income tax for the three months ended September 30, 2025 and 2024 consists of the following: For the three months Ended September 30, 2025 2024 Current income tax expense $ 57,979 - Deferred income tax recovery ( 21,989) 89,581 Total income tax expense $ 35,990 89,581 The following table reconciles the statutory tax rate to the Company’ s effective tax the three months ended September 30, 2025 and 2024: For the three months Ended September 30, 2025 2024 Loss before tax $ ( 1,321,226) ( 1,245,826) Statutory state tax rate 21% 21% Income tax recovery at the federal statutory rate ( 277,457) ( 261,623) Illinois state tax/PET tax recovery ( 94,066) ( 79,470) Illinois replacement tax recovery ( 33,595) ( 28,382) Non-deductible expense 6,919 — Federal income tax — — Change in valuation allowance 433,286 463,478 Foreign tax rate differential 903 ( 4,422) Total income tax expense $ 35,990 89,581 F- 39 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 16 — TAXES (cont.) Corporate Income Taxes (cont.) The Company’ s deferred tax assets and liabilities consist of the following: September 30, 2025 June 30, 2025 Deferred tax assets: Allowance for credit loss $ 46,863 $ 24,940 Lease liability – operating 861,780 1,105,147
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Lease liability – financing 32,091 34,557 Non-capital loss carried forward 2,104,596 1,569,089 Valuation allowance ( 2,249,639) ( 1,816,352) Total deferred tax assets $ 795,691 $ 917,381 Deferred tax liabilities: Right of use assets – operating $ ( 744,800) $ ( 880,513) Right of use assets – financing ( 25,985) ( 28,608) Intangible asset – license ( 86,017) ( 91,360) Total deferred tax liabilities ( 856,802) ( 1,000,481) Deferred tax (liability) assets, net $ ( 61,111) $ ( 83,100) As of September 30, 2025 and June 30, 2025, the accumulated tax losses of subsidiaries incorporated in the U.S. of approximately $ 6,332,000 and $ 4,673,000 , are allowed to be carried forward to offset against future taxable profits. The carry forward of non-capital losses in the U.S. generally has no time limit, but the loss could be only offset up to 80 % of taxable income in a given year. The carry forward of net operating loss generated by the subsidiaries incorporated in the PRC, subject to the agreement of the PRC tax authorities, of approximately $ 693,000 and $ 637,000 as of September 30, 2025 and June 30, 2025 can be carried forward for 5 years. NOTE 17 — STOCKHOLDERS’ EQUITY Common Stocks The Company was incorporated under the laws of the State of Nevada on August 28, 2023. In accordance with the Company’ s Articles of Incorporation, the Company is authorized to issue 50,000 shares of common stock with par value of $ 0.0001 . 50,000 shares of common stocks of the Company were issued on August 28, 2023. On October 25, 2023, the Company amended its Articles of Incorporation to increase its number of authorized common stocks from 50,000 shares to 200,000,000 shares. On March 29, 2024, a 120-for-1 share split was conducted by the Company. After the share split and as of the date of this report, the issued share capital of the Company consists of $ 600 divided into 6,000,000 common shares, par value of $ 0.0001 each. On July 1, 2024, the Company closed its IPO of 1,500,000 shares of its common stock at an IPO price of $ 4.50 per share for aggregate gross proceeds of approximately $ 6.75 million from the offering. The total net proceeds to the Company from the IPO, after deducting discounts, expense allowance, and issuance expenses of a total of $ 1.0 million, were approximately $ 5.35 million. F- 40 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 17 — STOCKHOLDERS’ EQUITY (cont.) Common Stocks (cont.) Private offering On June 24, 2025, the Company entered into a Securities Purchase Agreement with certain investors for the issuance and sale of an aggregate of 3,000,000 shares of its common stock, par value $ 0.0001 per share (the “Shares”), through a private offering. The Shares were sold at a purchase price of $ 1.00 per share, resulting in total gross proceeds of approximately $ 3,000,000 . Upon closing of the private offering, the Company issued 3,000,000 common shares and recorded as an increase to common stock of $ 300 and additional paid-in capital of $ 2,999,700 on the unaudited condensed consolidated balance sheet.
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On July 16, 2025, the Company entered into Securities Purchase Agreements with certain investors for the issuance and sale of an aggregate of 2,000,000 shares of its common stock, par value $ 0.0001 per share (the “Shares”), through a private offering. The Shares were sold at a purchase price of $ 0.75 per share, resulting in total gross proceeds of approximately $ 1,500,000 . Upon closing of the private offering, the Company issued 2,000,000 common shares and recorded as an increase to common stock of $ 200 and additional paid-in capital of $ 1,499,800 on the unaudited condensed consolidated balance sheet. On August 4, 2025, the Company entered into Securities Purchase Agreements with certain investors for the issuance and sale of an aggregate of 1,807,229 shares of its common stock, par value $ 0.0001 per share (the “Shares”), through a private offering. The Shares were sold at a purchase price of $ 0.83 per share, resulting in total gross proceeds of approximately $ 1,500,000 . Upon closing of the private offering, the Company issued 1,807,229 common shares and recorded as an increase to common stock of $ 181 and additional paid-in capital of $ 1,499,819 on the unaudited condensed consolidated balance sheet. Convertible debts conversion During the three months ended September 30, 2025, holders of the Company’ s convertible notes elected to convert an aggregate principal amount of $ 661,536 into 820,330 shares of the Company’ s common stock pursuant to the original terms of the note agreements. The conversions resulted in a reduction of the carrying amount of convertible debt by $ 512,733 , which was reclassified to stockholders’ equity. Accordingly, the Company recorded an increase to common stock of $ 82 (reflecting the par value of shares issued) and an increase to additional paid-in capital of $ 512,651 . Common Shares Issued for Service On July 4, 2025, the Company signed a consulting agreement (the “Consulting Agreement”) with FirsTrust China Ltd. (“FirsTrust”) to provide professional consulting and advisory services to the Company for twelve months from July 7, 2025 in exchange for 600,000 the Company’ s shares of common stock. On July 4, 2025, the Company entered into a consulting agreement (the “Consulting Agreement”) with SNC Investment Group Limited (“SNC”), under which SNC will provide strategic planning and corporate communication services to the Company for a twelve-month period beginning August 7, 2025. As compensation for these services, the Company agreed to issue 600,000 shares of its common stock in settlement of the service fees. On July 21, 2025, the Company entered into a consulting agreement (the “Consulting Agreement”) with China PINX International Investment Group Limited (“China PINX”) to provide merger and acquisition consulting and other related service to the Company for a twelve-month period beginning July 21, 2025. Upon signing the agreement, the Company issued 500,000 restricted common shares, valued at the closing price on the issuance date. On August 1, 2025, the Company entered into a consulting agreement (the “Consulting Agreement”) with Jolly Good River Group Limited (“Jolly”) to provide strategic consulting services to the Company for a twelve-month period beginning August 1, 2025. As compensation for these services, the Company agreed to issue 600,000 shares of its common stock in settlement of an annual service fee. For the three months ended September 30, 2025, the Company issued 2,300,000 shares of its common stock in connection with consulting agreements. In connection with these issuances, the Company recognized consulting expense of $ 359,239 , recorded prepaid consulting services of $ 1,556,961 , and increased additional paid-in capital by $ 1,915,970 during the period. As of September 30, 2025 and June 30, 2025, 17,427,559 and 10,500,000 common shares were issued and outstanding, respectively, with par value of $ 0.0001 . F- 41 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 17 — STOCKHOLDERS’ EQUITY (cont.)
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Representative’ s Warrants Pursuant to the Underwriting Agreement, the Company issued to the Representative and its designee warrants (the “Representative’ s Warrants”) to purchase 75,000 shares of common stock. The Representative’ s Warrants are exercisable at a per share exercise price of $ 4.50 equal to IPO price and are exercisable at any time and from time to time, in whole or in part, during the period commencing on December 30, 2024 and terminating on June 30, 2029. Neither the Representative’ s Warrants nor any of the shares issued upon exercise of the Representative’ s Warrants may be sold, transferred, assigned, pledged or hypothecated, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities by any person, for a period of six months immediately following the commencement of sales of the offering. Management determined that these warrants meet the requirements for equity classification under ASC 815-40 because they are indexed to their own shares and meet the requirements for equity classification. The warrants were recorded at their fair value on the date of grant as a component of shareholders’ equity. The fair value of these warrants was $ 159,000 , which was considered a direct cost of IPO and included in additional paid-in capital. The fair value has been estimated using the Black-Scholes pricing model with the following weighted-average assumptions: market value of underlying share of $ 4.00 , risk free rate of 4.3 %, expected term of five years ; exercise price of the warrants of $ 4.5 , volatility of 61 %; and expected future dividends of nil . As of September 30, 2025, 75,000 warrants in connection with IPO funding was outstanding, with an exercise price of $ 4.5 and remaining life of 3.75 years. Common stock purchase warrants Pursuant to the Securities Purchase Agreement, the Company agreed to issue, upon the consummation of the closing of each tranche, common stock purchase warrants (“Warrants”) to the Investor (see Note 13). As of September 30, 2025, 318,827 warrants in connection with the first closing of the first tranche of the Notes were outstanding, with an exercise price of $ 1.9098 and remaining life of 4.43 years. As of September 30, 2025, 202,082 warrants in connection with the second closing of the first tranche of the Notes were outstanding, with an exercise price of $ 1.929 and remaining life of 4.56 years. Statutory reserves The Company is required to make appropriations to certain reserve funds, comprising the statutory surplus reserve and the discretionary surplus reserve, based on after-tax net income determined in accordance with generally accepted accounting principles of the PRC (“PRC GAAP”). Appropriations to the statutory surplus reserve are required to be at least 10 % of the after-tax net income determined in accordance with PRC GAAP until the reserve is equal to 50 % of the entity’ s registered capital. Appropriations to the discretionary surplus reserve are made at the discretion of the Board of Directors. The statutory reserve as determined pursuant to PRC statutory laws totaled approximately $ 74,608 and $ 63,416 as of September 30, 2025 and June 30, 2025, respectively. F- 42 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 18 — LOSS PER SHARE For the three months ended September 30, 2025 and 2024, all potentially dilutive securities, including the convertible debenture and warrants, were excluded from the calculation of diluted loss per share because the Company was in a loss position. Their inclusion would have been antidilutive For the three months ended September 30,
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2025 2024 Net loss attributable to the Company $ ( 1,357,216) ( 1,335,407) Weighted average number of common shares outstanding – Basic and Diluted 14,733,489 7,500,000 Loss per share – Basic and Diluted $ ( 0.09) ( 0.18) NOTE 19 — SEGMENT REPORTING The Company follows Financial Accounting Standards Board (FASB”) Accounting Standards codification “ASC”) Topic 280, Segment Reporting, as amended by Accounting Standards Update (“ASU”) No.2023-07. Segment Reporting Topic 280: Improvements to Reportable Segment Disclosures, the Company continually monitors the reportable segments for changes in fact and circumstances to determine whether changes in the identification or aggregation of operating segments are necessary. An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, and is identified on the basis of the internal financial reports that are provided to and regularly reviewed by the Company’ s chief operating decision maker in order to allocate resources and assess performance of the segment. The Company’ s chief operating decision maker (“CODM”) is Mr. Henry Liu, the CEO . The CODM regularly reviews financial information, including segment revenue, gross profit, significant segment expenses (selling expenses and general and administrative expenses), segment net income (loss), and segment assets to evaluate segment performance and allocate resources accordingly. Based on internal management reporting and assessment, the Company concludes that it has two reporting segments listed as below for the three months ended September 30, 2025 and one reporting segment for the three months ended September 30, 2024. The Company and its subsidiaries are located either in the U.S. or China. The Company is primarily engaged in the business of providing customized cross-border freight solutions in the U.S. and distribution of pharmaceutical products in China. Segment net income (loss) excludes general corporate administrative expenses and selling expenses including corporate functional costs relating to professional expenses, payroll expense of management, and interest expenses in connection with convertible debt that are managed centrally at the corporate level and are excluded from the measure of segment performance reviewed by the CODM. The summary of key information by segments for the three months ended September 30, 2025 was as follows: Cross- border freight solutions (U.S.) Pharmaceutical distribution (China) Holding Total for year ended September 30, 2025 Revenue from external customers $ 4,181,714 1,338,015 - 5,519,729 Revenue from related parties $ 580,160 - - 580,160 Cost of revenue $ 4,200,352 790,770 - 4,991,122 Gross profit $ 561,522 547,245 - 1,108,767 Selling expense $ - 170,548 18,863 189,411 General and administrative expense $ 1,174,196 157,815 775,644 2,107,655 Depreciation & amortization $ 39,966 10,151 21,819 71,936 Income tax provision (credit) $ - 41,333 ( 5,343) 35,990 Long-lived assets $ 2,796,757 432,186 411,756 3,640,699 Segment assets $ 6,532,241 3,284,854 8,818,094 18,635,189 Segment profit (loss) $ ( 655,618) $ 111,325 $ ( 812,923) $ ( 1,357,216) F- 43 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 20 — COMMITMENTS AND CONTINGENCIES
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Contractual Commitments As of September 30, 2025, the Company’ s contractual obligations consist of the following: Contractual Obligations Total Less than 1 year 1 – 3 years 3 – 5 years More than 5 years Operating lease obligations $ 3,363,435 $ 1,745,988 1,179,649 437,798 — Finance lease obligations 118,888 50,854 44,573 23,461 — Vehicle loans 155,470 50,096 72,759 32,615 — Equipment loans 26,538 22,919 3,619 — — Other loans 2,473,769 2,425,171 48,598 — — Convertible debts 175,000 175,000 — — — Loan payable to a related party 124,176 - 124,176 — — Total $ 6,437,276 $ 4,470,028 1,473,374 493,874 — Contingencies The Company may be involved in certain legal proceedings, claims and disputes arising from the commercial operations, which, in general, are subject to uncertainties and in which the outcomes are not predictable. The Company determines whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. Although the Company can give no assurances about the resolution of pending claims, litigation or other disputes and the effect such outcomes may have on the Company, the Company believes that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided or covered by insurance, will not have a material adverse effect on the Company’ s unaudited consolidated financial position or results of operations or liquidity as of September 30, 2025. NOTE 21 — ASSETS ACQUISITION Hupan Pharmaceutical (Hubei) Co., Ltd acquisition On November 5, 2024, the Company entered into an equity transfer agreement (the “Equity Transfer Agreement”) with Hubei Haoyaoshi Zhenghe Pharmacy Chain Co., Ltd and Hubei Huayao Pharmaceutical Co., Ltd to acquire 100 % of the equity interests in Hupan Pharmaceutical (Hubei) Co., Ltd (“Hupan Pharmaceutical”), a pharmaceutical distribution and supply chain service provider headquartered in Wuhan, China. Pursuant to the Equity Transfer Agreement, Sichuan Hupan will acquire the entirety of the equity interests that Hubei Haoyaoshi Zhenghe Pharmacy Chain Co., Ltd and Hubei Huayao Pharmaceutical Co., Ltd. hold in Hupan Pharmaceutical, for a total consideration of RMB 4.0 million (US$ 552,730 ). The acquisition was accounted for as an asset acquisition because the acquisition was related to the pharmaceutical distribution license, a single asset. The acquisition was closed on November 21, 2024. The following table summarizes the fair value of the identifiable assets: Amount Total consideration in cash $ 552,730 Assets acquired and liabilities assumed: Cash acquired 9 Original paid in capital paid to Hupan Pharmaceutical 276,365 Intangible assets – license of pharmaceutical distribution 418,867 Other payables ( 37,794) Deferred tax liabilities ( 104,717) Total assets acquired $ 552,730 The Company recorded impairment of intangible assets of nil for the three months ended September 30, 2025.
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F- 44 LAKESIDE HOLDING LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 22 — SUBSEQUENT EVENTS The Company evaluated all events and transactions that occurred after September 30, 2025 up through the date the unaudited condensed consolidated financial statements were issued, and unless disclosed below, there are not any material subsequent events that require disclosure in these unaudited condensed consolidated financial statements. On October 16, 2025, the Company’ s Board of Directors unanimously approved the following matters, each of which is subject to approval by the Company’ s stockholders at a Special Meeting to be held after the reporting date of these financial statements: Amendments to the Articles of Incorporation and Bylaws i. To increase in Authorized Common Stock from 200,000,000 shares, par value $ 0.0001 per share, to 2,000,000,000 shares; ii. To authorize of Preferred Stock: Creation of 1,000,000,000 shares of “blank check” preferred stock, par value $ 0.0001 per share, with rights and preferences to be determined by the Board of Directors; iii. To effect a name change of the Company; iv. To reduce the voting thresholds required for stockholder proposals v. To reduce stockholder meeting quorum requirement and informal action requirement under Company’ s Bylaws (the “Bylaws”) 2025 Equity Incentive Plan Subsequent to the balance sheet date, the Board approved the Company’ s 2025 Long-Term Incentive Plan, subject to stockholder approval. The plan authorizes up to 5,000,000 shares for equity-based awards, including stock options, stock appreciation rights, restricted shares, and restricted share units, and is intended to support the attraction and retention of employees, directors, and consultants. The plan will remain effective through December 31, 2035, if approved. The approval of the plan has no impact on the financial statements as of the reporting date. Treasury Reserve Strategy The strategy would allow the Company to use Bitcoin and Ethereum as primary treasury reserve assets, with holdings of each cryptocurrency limited to no more than 5 % of its total market capitalization at the time of acquisition. If approved, the Board would be authorized to purchase, hold, or sell Bitcoin and Ethereum in its discretion, taking into account market conditions and the Company’ s liquidity and business needs. The Company may also raise capital, including through equity or equity-linked offerings, to fund such acquisitions. The proposal has no impact on the Company’ s financial statements as of the reporting date. Capital Raising Authorization The Board approves the Company to issue 20 % or more of its outstanding Common Stock (including convertible or exercisable securities) in one or more non-public transactions at a price below the Nasdaq “Minimum Price,” but not less than 80% of the Minimum Price, as defined under Nasdaq Rule 5635(d). This authorization is intended to provide the Company with flexibility to raise capital outside of public offerings. The proposal has no impact on the financial statements as of the reporting date. F- 45
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the related notes included elsewhere in this Report. In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. All amounts included herein with respect to the three months ended September 30, 2025 and 2024 are derived from our audited consolidated financial statements included elsewhere in this Report. Our financial statements have been prepared in accordance with the U.S. GAAP . Overview We are a U.S.-based integrated cross-border supply chain solution provider with a strategic focus on the Asian market including China and South Korea. We primarily provide customized cross-border ocean freight solutions and airfreight solutions in the U.S. that specifically cater to our customers’ requirements and needs in transporting goods into the U.S. We offer a wide variety of integrated services under our cross-border ocean freight solutions and cross-border airfreight solutions, including (i) cross-border freight consolidation and forwarding services, (ii) customs clearance services, (iii) warehousing and distribution services and (iv) U.S. domestic ground transportation services. Founded in Chicago, Illinois in 2018, we are an Asian American-owned business rooted in the U.S. with in-depth understanding of both the U.S. and Asian international trading and logistics service markets. Our customers are typically Asia- and U.S.-based logistics service companies serving large e-commerce platforms, social commerce platforms and manufacturers to sell and transport consumer and industrial goods made in Asia into the U.S. As of September 30, 2025, we had served over 400 customers to fulfill over 58,500 cross- border supply chain solution orders. We have established an extensive collaboration network of service providers, including global freight carriers for our cross- border freight consolidation and forwarding services as well as domestic ground transportation carriers for our U.S. domestic transportation services. As of September 30, 2025, we had collaborated with almost all major global ocean and air carriers to forward 37,300 TEU of container loads and 75,100 tons of air cargo. As of September 30, 2025, we had also cooperated with over 200 domestic ground transportation carriers, including almost all major U.S. domestic ground transportation carriers, on a long-term, short-term or order basis, as the case may be. We operate three massive and hyper-busy regional warehousing and distribution centers in the U.S., in Illinois and Texas. With an aggregate gross feet area of approximately 142,484 square feet and 52 docks, our regional warehousing and distribution centers have an aggregate daily floor load of up to 3,000 cubic meters of freight. In addition to our self-operated regional centers, we maintain close contact with over 150 warehouses and distribution terminals in almost all transportation hubs in the U.S. which we have cooperated in the past to support the warehousing and distributing services of our cross-border freight in case such freight requires storage, fulfilment, transloading, palletizing, packaging or distribution in states other than Illinois and Texas. As of September 30, 2025, we had assisted with the customs clearance, in conjunction with our other service offerings, of cross-border freight of an aggregate assessed value of over $63.0 million. Leveraging our strong cross-border supply chain service capabilities, extensive service provider network of cross-border freight carriers and U.S. domestic ground transportation carriers, massive and hyper-busy regional warehousing and distribution centers as well as deep understanding of the Asian market, we have been able to build up our brand and reputation and have achieved fast growth since our inception. As of September 30, 2025, we had fulfilled over 58,500 cross-border supply chain solution orders for freight of an aggregate assessed value of $1.0 billion, delivered to thousands of business and residential addresses in approximately 48 U.S. states. For the three months ended 30, 2025 and 2024, our revenues amounted to $6.1 million and $4.1 million, respectively, and our gross profit amounted to $1.1 million and $0.5 million during the same periods, respectively. 1 Key Factors Affecting Our Results of Operations We believe the most significant factors that affect our business and results of operations include the following:
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Our Ability to Expand Our Customer Base Our results of operations are dependent upon our ability to expand and maintain our customer base. As of September 30, 2025, we had served over 400 customers to fulfill over 58,500 cross-border supply chain solution orders. We will continue to expand our customer base to achieve a sustainable business growth. We aim to attract new customers and maintain our existing customers. We plan to improve the quality and expand the variety of our services to obtain more customers. During fiscal year 2025, we introduced a new revenue stream through the distribution of pharmaceutical and medical products. Under this model, we purchase products directly from manufacturers, store them in designated warehouses, and deliver them to customers’ warehouses or other specified locations. While this business expansion creates opportunities to reach new customers in the healthcare sector. It also exposes us to additional risks compared with our traditional cross-border logistics services. These risks include heightened regulatory and compliance requirements for the handling and distribution of medical products, increased working capital exposure from holding inventory, and greater operational complexity in maintaining product quality and safety. Successfully expanding our customer base in this new segment will depend on our ability to manage these risks effectively while maintaining high service standards and compliance with applicable regulations. Our Ability to Control Costs Our results of operations are affected by our ability to control costs including transportation and delivery costs, warehouse service charges, custom declaration and terminal charges, freight arrangement charges and other overhead cost allocation, which may be subject to factors, including, among other things, fluctuations in wage rates, fuel prices, toll fees, and leasing costs. Effective cost-control measures have a direct impact on our financial condition and results of operations. For example, our cross-border freight carrier and U.S. domestic ground transportation carrier services providers use large quantities of fuel to operate vehicles, and therefore, hence the higher fuel cost incurred by them may causes our higher fee rates cost charged on us by such the service providers. The availability and price of fuel and third-party transportation capacity are subject to political, economic, and market factors that are beyond our control. We also incur a significant amount of costs in relation to transportation and labor. Any unexpected increase in these costs, which is subject to factors beyond our control, could adversely impact our profitability. We have adopted, and expect to adopt, additional cost control measures. However, the measures we have adopted or will adopt in the future may not be as effective as expected. If we are not able to effectively control our costs and adjust the level of fee rates based on operating costs and market conditions, our profitability and cash flow may be adversely affected. With the introduction of our new pharmaceutical and medical product distribution business in fiscal year 2025, our cost structure has become more complex. Unlike our traditional cross-border logistics services, which are largely variable in nature, the new business requires us to hold inventory, maintain specialized warehouse conditions, and comply with more stringent product handling standards. These factors may increase fixed operating costs, including storage, insurance, and quality control expenses. Consequently, our ability to control costs in this new business segment will depend not only on fuel and labor trends but also on our efficiency in managing inventory turnover and compliance-related expenses. We have implemented, and expect to continue adopting, additional cost-control measures to mitigate these risks. However, such measures may not always be as effective as anticipated. If we are unable to effectively control our operating costs or adjust our pricing in response to changing market conditions, our profitability and cash flows may be adversely affected. Our Ability to Provide High-quality Services Our results of operations depend on our ability to maintain and further enhance our service quality. Together with our network of service providers, we provide integrated cross-border ocean and air freight supply chain solutions and services to our customers. If we or our service providers are unable to provide express delivery services in a timely, reliable, safe and secure manner, our reputation and customer loyalty could be negatively affected. In additional, if our customer service personnel fail to satisfy customer needs or respond effectively to customer complaints, we may lose potential or existing customers and experience a decrease in customer orders, which could have a material adverse effect on our business, financial condition and results of operations. 2 As we expand into pharmaceutical and medical product distribution, maintaining high-quality service standards becomes even
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more critical. This new business line involves additional operational requirements, such as temperature-controlled storage, specialized handling, and compliance with healthcare product regulations. Any lapse in these areas could result in regulatory penalties, product spoilage, or loss of customer trust. Compared to our existing logistics operations, the consequences of service failures in this segment could be more severe, given the sensitive nature of medical products and the higher expectations of healthcare customers. Ensuring consistent service quality will therefore require enhanced employee training, strengthened supplier oversight, and continuous monitoring of compliance procedures. Strategic Acquisitions and Investments Our results of operations also depend on our ability to pursue strategic acquisitions and investments in expanding our global footprints, diversifying our service offerings, and advancing our technologies. We may selectively pursue mergers, acquisitions, investments, joint ventures and partnerships that we believe are strategic and complementary to our operations and technology. However, we cannot assure you that we will make prudent decisions at all times. Our ability to successfully execute or effectively operate, integrate, leverage and grow these investments or strategic partnerships could impact our results of operations and financial conditions. In response to governmental directives and recommended safety measures, we have implemented personal safety measures at all of our facilities. However, these measures may not be sufficient to mitigate the risk of infection by COVID-19. If a significant number of our employees, or third parties performing key functions, including our chief executive officer and members of our board of directors, become ill, our business may be further adversely impacted. The impact of COVID-19 pandemic on us in the future will depend on future developments which are highly unpredictable and beyond our control, such as the frequency, duration and severity of the resurgence of COVID-19 and the emergence of new variants, as well as the measures that may be taken by governments around the world in response to these developments, the impact of the pandemic on the global economy and the measures taken by governments to stimulate the general economy. Therefore, we cannot guarantee that the pandemic will not continue to have an adverse effect on our business and results of operations in the future, which may be material. We will continue to actively monitor the situation and may take further actions that alter our business operations as may be required by federal, state, local or foreign authorities, or that we determine are in the best interests of our employees, customers, service providers and stockholders. Uncertainty and Impacts on the Recent U.S. Tarriff Policies and Regulations Our results of operations also depend on our ability to respond with the recent tariff and other restrictions placed on imports. Since February 2025, trade between the U.S. and China has remained under tight restrictions and elevated trade barriers. While some temporary relief measures and exemptions were granted, most U.S. tariffs on Chinese goods remain in place, particularly affecting key sectors such as agriculture, automobiles, industrial materials, and consumer goods. These trade measures have significantly disrupted U.S.-China commerce, reducing exports in certain categories and forcing companies on both sides to adjust supply chains, pricing, and sourcing strategies. Despite some ongoing negotiations, the overall trade environment remains challenging and uncertain, with cross- border business continuing to face heightened costs and operational complexities. In May 2025, the US and China agreed to a truce to lower import taxes on goods being traded between the two countries for 90 days. Under the terms of the agreement, both countries committed to pausing the imposition of new tariffs and partially rolling back existing duties on select goods, primarily in the technology, agricultural, and consumer product sectors. Although the agreement marks a major de-escalation of the trade war between the two countries, there is still a high degree of uncertainty surrounding U.S. tariff policy, how it will be implemented, and how other countries will react to it. It also remains uncertain whether increased tariffs and trade tensions will create further disruptions and uncertainties to the international trade and lead to a downturn in the global economy. 3 As of August 29, 2025, the United States has permanently eliminated the $800 de minimis threshold that previously allowed low-value shipments to enter the country duty-free. This change applies to all international shipments, regardless of value, origin, or shipping method. The decision was made to strengthen trade enforcement and address concerns over illicit trade practices. All imports, including those valued under $800, are now subject to applicable duties and taxes. These changes increase the complexity of customs processing, slow clearance times, and reduce the volume of low-value parcels traditionally handled by freight forwarders.
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Moreover, increasing trade protectionism may cause an increase in (i) the cost of goods exported from regions globally, particularly from the Asia-Pacific region, (ii) the length of time required to transport goods and (iii) the risks associated with exporting goods. Such increases may further reduce the quantity of goods to be shipped, extend shipping schedules, increase voyage costs, and other associated costs, which could have an adverse impact on our customers’ business, operating results and financial condition and could thereby affect their ability to make timely payments to us and their order quantities. This could have a material adverse effect on our business, operating results, cash flows and financial condition. We will continue to actively monitor the situation and consider strategic adaptation to maintain service levels and profitability. Key Components of Results of Operations Revenues . We generate revenues primarily by providing customized cross-border ocean freight solutions and airfreight solutions to customers that specifically cater to their requirements and needs in transporting goods into the U.S. Under the service agreements with our customers, we offer a wide variety of integrated services under our cross-border ocean freight solutions and cross-border airfreight solutions, including (i) cross-border freight consolidation and forwarding services, (ii) customs clearance services, (iii) warehousing and distribution services and (iv) U.S. domestic ground transportation services. From December 2024, we started to generate revenues from the distribution of pharmaceutical and medical products. We order from the manufacturer, receive and carry the products at a designated warehouse, and deliver the products to the customers’ warehouses or designated locations. Cost of Revenues . Our cost of revenues from customized cross-border ocean and air freight solutions mainly comprises transportation and delivery costs, warehouse service charges, custom declaration and terminal charges, freight arrangement charges and other overhead cost allocation which includes operating and financing lease-related costs, depreciation expenses of property and equipment and other miscellaneous expenses. Our cost of revenues from the distribution of pharmaceutical and medical products comprises cost of pharmaceutical products from manufacturers. Selling Expenses. Our selling expenses primarily include salaries expense, advertising expenses, software expense, and traveling expense of sales team engaged in developing potential customers and maintaining customer relationships and transportation cost for selling pharmaceutical products. General and Administrative Expenses . Our general and administrative expenses primarily include salaries and staff benefits, repair and maintenance expenses, depreciation on property and equipment, amortization on intangible assets, lease expenses warehouses used for administrative purpose and office premises, travelling and entertainment expenses, bank charges, legal and professional fees, insurance expenses and other office expenses. Other Income . Our other income primarily consists of rental income. Interest Expenses. Our interest expenses primarily consist of the interest expenses incurred for finance leases, convertible debts, equipment loans, vehicle loans and other loans and interest for late credit card payment. Income Tax Expenses . Our income tax expenses consist primarily of U.S. federal, state income taxes, replacement tax in the state of Illinois and PRC enterprise income tax. 4 Results of Operations The following table summarizes the results of consolidated statements of operations and comprehensive income (loss) for the three months ended September 30, 2025 and 2024 in U.S. dollars. For the Three Months Ended September 30,
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2025 2024 Amount As % of revenue Amount As % of revenue Amount Increase (Decrease) Percentage Increase (Decrease) Revenue from cross border freight solutions $ 4,761,874 78.1% $ 4,081,554 100.0% $ 680,320 16.7% Revenue from distribution of pharmaceutical products 1,338,015 21.9% - - 1,338,015 N/A Total revenue 6,099,889 100.0% 4,081,554 100.0% 2,018,335 49.5% Cost of revenue from cross border freight solutions 4,200,352 68.9% 3,559,015 87.2% 641,337 18.0% Cost of revenue from pharmaceutical products 790,770 13.0% - - 790,770 N/A Total cost of revenue 4,991,122 81.8% 3,559,015 87.2% 1,432,107 40.2% Gross profit from cross border freight solutions 561,522 11.8% 522,539 12.8% 38,983 7.5% Gross profit from pharmaceutical products 547,245 40.9% - - 547,245 N/A Gross profit 1,108,767 18.2% 522,539 12.8% 586,228 112.2% Operating expenses Selling expenses 189,411 3.1% - - 189,411 N/A General and administrative expenses 2,107,655 34.6% 1,837,206 45.0% 270,449 14.7% Provision of allowance for expected credit loss 83,325 1.4% 12,837 0.3% 70,488 549.1% Total operating expenses 2,380,391 39.0% 1,850,043 45.3% 530,348 28.7% Loss from operations (1,271,624) (20.8)% (1,327,504) (32.5)% 55,880 (4.2)% Other income (expenses) Other income, net 146,839 2.4% 109,788 2.7% 37,051 33.7% Interest expense (196,441) (3.2)% (28,110) (0.7)% (168,331) 598.8% Total other (expenses) income, net (49,602) (0.8)% 81,678 2.0% (131,280) (160.7)% Loss before income taxes (1,321,226) (21.7)% (1,245,826) (30.5)% (75,400) 6.1% Income taxes expense 35,990 0.6% 89,581 2.2% (53,591) (59.8)% Net loss $ (1,357,216) (22.2)% $ (1,335,407) (32.7)% $ (21,809) 1.6% 5 For the Three Months Ended September 30, 2025 Compared to the Three Months Ended September 30, 2024 The following table summarizes our consolidated results of operations and percentages of certain items in relation to total revenues for the three months ended September 30, 2025 and 2024, and provides information regarding the dollar and percentage increase or (decrease) during such periods. The operating results in any historical period are not necessarily indicative of the results that may be expected for any future period. For the three months ended September 30, 2025 2024 Revenues Amount % of total Revenues Amount % of total Revenues Amount Increase (Decrease) Percentage Increase (Decrease)
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Revenue from cross-border freight solutions Cross-border ocean freight solutions $ 1,434,864 23.5% $ 1,836,591 45.0% $ (401,727) (21.9)% Cross-border airfreight solutions 3,327,010 54.5% 2,244,963 55.0% 1,082,047 48.2% Subtotal 4,761,874 78.1% 4,081,554 100.0% 680,320 16.7% Revenue from distribution of pharmaceutical products 1,338,015 21.9% - - 1,338,015 100.0% Total revenues 6,099,889 100.0% 4,081,554 100.0% 2,018,335 49.5% Cost of revenues – cross-border freight solution 4,200,352 68.9% 3,559,015 87.2% 641,337 18.0% Cost of revenues – pharmaceutical products 790,770 13.0% - - 790,770 100.0% Total cost of revenues 4,991,122 81.8% 3,559,015 87.2% 1,432,107 40.2% Gross profit – cross-border freight solution 561,522 11.8% 522,539 12.8% 38,983 7.5% Gross profit – pharmaceutical products 547,245 40.9% - - 547,245 100.0% Total gross profit $ 1,108,767 18.2% $ 522,539 12.8% $ 586,228 112.2% Revenues Our total revenues from cross-border freight solutions increased by $0.7 million, or 16.7%, from $4.1 million for the three months ended September 30, 2024, to $4.8 million for the three months ended September 30, 2025. The increase was mainly due to increase in revenue from cross-border airfreight solutions. Revenues from our cross-border ocean freight solutions decreased by $0.4 million, or 21.9%, from $1.8 million for the three months ended September 30, 2024, to $1.4 million for the three months ended September 30, 2025. This reduction was primarily due to a decrease in the volume of cross-border ocean freight processed and forwarded, dropping from 1,430 TEU in the three months ended September 30, 2024, to 1,331 TEU for the three months ended September 30, 2025. 6 Revenues from our cross-border airfreight solutions increased by $1.1 million or 48.2%, from $2.2 million for the three months ended September 30, 2024, to $3.3 million for the three months ended September 30, 2025. Despite our volume of cross-border air freight processed decreased, from approximately 7,273 tons for the three months ended September 30, 2024, to approximately 5,776 tons for the three months ended September 30, 2025, our revenue increased primarily due to we experienced stronger demand of value-added services, such as warehouse repackaging and related handling services, which generates higher revenue per shipment and more than offset the impact of lower freight volumes. revenue. For the three months ended September 30, 2025, revenues generated per tons increased by $267, or 86.6%, to $576 per tons, from $309 per tons for the same period in 2024. Starting from December 2024, we established a new revenue stream through the distribution of pharmaceutical products. We procured pharmaceuticals—primarily pharmaceutical solutions—directly from manufacturers and supplied them to distributors, hospitals, and clinics. For the three months ended September 30, 2025, our total revenue from pharmaceutical product distribution amounted to $1.3 million. We did not generate any revenue from this segment in the same period of the prior year. Revenues by Customer Geographic For the three months ended September 30, 2025 2024
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Revenues Amount % of total Revenues Amount % of total Revenues Amount Increase (Decrease) Percentage Increase (Decrease) Revenue from cross-border freight solutions Asia-based customers $ 4,016,859 65.9% $ 2,809,636 68.8% $ 1,207,223 43.0% U.S.-based customers 745,015 12.2% 1,271,918 31.2% (526,903) (41.4)% 4,761,874 78.1% 4,081,554 100.0% 680,320 16.7% Revenue from distribution of pharmaceuticals Asia-based customers 1,338,015 21.9% - - 1,338,015 100.0% Total revenues $ 6,099,889 100.0% $ 4,081,554 100.0% $ 2,018,335 52.4% Revenues from cross-border freight solutions for the Asia-based customers increased by $1.2 million, or 43.0%, from $2.8 million for the three months ended September 30, 2024, to $4.0 million for the three months ended September 30, 2025. Revenues from cross-border freight solutions for the U.S.-based customers decreased by $0.5 million, or 41.4%, from $1.2 million for the three months ended September 30, 2024 to $0.7 million for the same period in 2025. The increase in revenues from Asia-based customers for the three months ended September 30, 2025 was primarily driven by strengthened relationships with key clients. The company assigned dedicated teams to manage high-value accounts, which led to an increase in their shipment volumes. In addition, revenue growth was supported by an expansion of value-added logistics services, reflecting higher demand for services such as repackaging, handling, and customized solutions. The decrease in revenue from the U.S.-based customers for the three months ended September 30, 2025, compared to the same period in 2024, was primarily driven by a decrease in shipment volumes serving e-commerce platforms and concerns over a potential economic downturn and reduced consumer spending power in the U.S., which led to lower shipment volumes. 7 Our customers for the distribution of pharmaceutical products are located in China, as we specifically target the Chinese market. For the three months ended September 30, 2025, our total revenue from pharmaceutical product distribution amounted to $1.3 million. We did not generate any revenue from this segment in the same period of the prior year. Cost of Revenues A breakdown of our cost of revenues for the three months ended September 30, 2025 and 2024 is as follows: For the three months ended September 30, Amount Increase Percentage Increase 2025 2024 (Decrease) (Decrease) Cost of revenue from cross-border freight solutions Transportation and delivery costs $ 1,476,989 $ 1,633,890 $ (156,901) (9.6)% Warehouse service charges 898,262 770,102 128,160 16.6% Custom declaration and terminal charges 1,127,988 441,624 686,364 155.4% Freight arrangement charges 121,687 164,340 (42,653) (26.0)% Overhead cost 575,426 549,059 26,367 4.8% Subtotal 4,200,352 3,559,015 641,337 18.0% Cost of revenue from distribution of pharmaceuticals Cost of goods sold 790,770 - 790,770 100.0% Total cost of revenue $ 4,991,122 $ 3,559,015 $ 1,432,107 40.2% Our cost of revenues from cross-border freight solutions decreased by $0.6 million, or 18.0%, from $3.6 million for the three months ended September 30, 2024, to $4.2 million for the three months ended September 30, 2025. The decrease in cost of revenues was mainly due to the combined effects of:
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(i) an increase in customs declaration and terminal charges, consisting of customs fees, handling charges, and entry service fees charged by ports and terminals during the three months ended September 30, 2025, resulting from an increase in the volume of cross-border freight we handled, particularly airfreight, during the same period; (ii) an increase in warehouse service charges, primarily representing labor costs at our regional warehousing and distribution centers during the three months ended September 30, 2025, was mainly driven by four factors. First, industry hourly wage rates increased during the year, leading to higher overall staffing expenses. Second, we adjusted our staffing structure by reducing regular full-time positions and increasing the use of contracted labor to improve operational flexibility in response to the lower shipping volume experienced in the current year. Third, more labor was required for unpacking shipments into smaller packages to meet customer requirements, which further contributed to the increase in warehouse labor costs. Fourth, we have one more warehouse used for the operation and increase the contract service costs at warehouses. This more flexible staffing model positions us to adjust more efficiently to future changes in shipment volume, and if volume decreases further, we expect to be able to reduce labor costs more promptly; which was partly offset by (iii) a decrease in transportation and delivery costs, including trucking, drayage, chassis rental, freight, and delivery costs during the three months ended September 30, 2025, which was primarily due to a reduction in delivery services provided to customers. More customers shifted from standard shipping services to value-added offerings such as warehouse repackaging. These services require less transportation activity and rely more on in-facility processing, which reduces our related delivery expenses. As a result, both revenue from transportation services and the associated delivery costs declined in line with the change in service; (iv) a decrease in freight arrangement charges, mainly representing scheduling and booking fees for cross-border ocean freight and airfreights from the U.S. to China, during the three months ended September 30, 2025, primarily due to a decrease in the volume of cross-border ocean arrangements, from the U.S. to China; and 8 Our cost of revenues from the distribution of pharmaceuticals was $0.8 million for the three months ended September 30, 2025. We did not generate any revenue from this segment in the same period of the prior year. Gross Profit Our overall gross profit was $1.1 million for the three months ended September 30, 2025, compared to $0.5 million in the same period of the prior year. Our gross margin for cross-border freight solutions was 11.8% for the three months ended September 30, 2025, compared to 12.8% for three months ended September 30, 2024. The decrease in gross margin was primarily attributable to increased overhead costs allocated, as discussed above. Our gross margin for the distribution of pharmaceutical was 40.9% for three months ended September 30, 2025. This is a new business segment in the current year and therefore no gross margin was reported in the same period of the prior year. The gross margin of the distribution of pharmaceutical was 56.1% for the fiscal year 2025, from the inception to June 30, 2025. This comparatively lower margin was primarily due to favorable purchase discounts offered by our suppliers, who extended these incentives to support the establishment of a long-term partnership as we entered this market as a new customer, in fiscal year 2025. Excluding the impact of the favorable purchase discounts, the gross margin for pharmaceutical distribution in fiscal year 2025 would be approximately 38.4%, which is comparable to the current quarter. Selling Expenses Our selling expenses amounted to $0.2 million for the three months ended September 30, 2025, compared to a nominal amount for the same period in 2024. The increase was primarily driven by the salaries for our sales team, software expenses and the advertising expense amounted to $0.2 million, both of which were incurred in connection with the launch of our new pharmaceutical distribution service during the year.
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General and Administrative Expenses Our general and administrative expenses increased by $0.3 million, or 14.7%, from $1.8 million for the three months ended September 30, 2024, to $2.1 million for the three months ended September 30, 2025. These expenses represented 34.6% and 45.0% of our total revenues for the three months ended September 30, 2025 and 2024, respectively. The increase was mainly due to increase in our professional expense and our new pharmaceutical distribution segment in the second quarter of the fiscal year ended June 30, 2025 contributed to the rise in operating costs. 9 Our professional fees increased by $0.3 million, or 67.8%, from $0.3 million for the three months ended September 30, 2024, to $0.6 million for the three months ended September 30, 2025. Our professional fee represented 27.1% and 18.5% of our total general and administrative expenses for the three months ended September 30, 2025 and 2024, respectively. The increase was primarily due to advisory and consulting expenses strategic planning initiatives. These costs included external support for market assessments, financial and operational due diligence, and the development of long-term strategic plans to guide future growth. Other Income, net Our other income, net, increased by $37,051, or 33.7%, from $109,788 for the three months ended September 30, 2024, to $146,839 for the three months ended September 30, 2025. The increase was primarily due to increase in interest income of $60,561 in connection with a third-party loan, which was partly offset by slightly decrease in rental income by $14,945. Interest Expenses Our interest expenses increased by $168,331, or 598.8%, from $28,110 for the three months ended September 30, 2024, to $196,441 for the three months ended September 30, 2025. The increase in interest expense was mainly due to higher outstanding interest- bearing loans and interest expense in connection with the convertible note. Loss Before Income Taxes We had a net loss before income taxes of $1.3 million and $1.2 million for the three months ended September 30, 2025 and 2024, respectively. We were in a loss position before income taxes for the three months ended September 30, 2025, primarily attributable to the net effects of: (i) the rise in operating expenses, which was partly offset by an increase in gross profit due to the new business segment for the three months ended September 30, 2025 as mentioned above. Income Tax Expense We had income tax expenses of $35,990 and $89,581 for the three months ended September 30, 2025 and 2024, respectively. A current income tax provision of $57,979 was recognized for a subsidiary with net assessable income while no current income tax provision was recognized for subsidiaries in net operating loss for the three months ended September 30, 2025. Based on management’ s assessment of future taxable income, the Company determined that it was no longer more likely than not that sufficient future taxable income would be available to utilize the deferred tax benefits. As a result, the Company recorded a full valuation allowance against its DTAs and did not recognize any deferred tax assets. We recognized a recovery of deferred income tax credit of $21,989 due to amortization of intangible assets, resulting in a net income tax expense of $35,990 for the three months ended September 30, 2025. We did not have current income tax provision in the three months ended September 30, 2024, due to net operating loss, and we recognized a deferred income tax asset of $373,897 due to temporary differences recognized and net operating loss carried forward. We also recognized a valuation allowance of $463,478 to write off our deferred tax asset since we are uncertain that we will be able to utilize the deferred tax asset to offset future taxable income, resulting in a net deferred tax expense of $89,581 in the three months ended September 30, 2024. Net loss
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As a result of the foregoing, we had a net loss of $1.4 million and of $1.3 million for the three months ended September 30, 2025 and 2024, respectively. 10 Liquidity and Capital Resources As of September 30, 2025, we had a cash balance of $4.5 million. Our current assets were $15.0 million, and our current liabilities were $9.8 million, resulting in a current ratio of 1.5 and positive working capital of $5.2 million. Total stockholders’ equity as of September 30, 2025 was $7.0 million. As of September 30, 2025 and June 30, 2025, we had accounts receivable net of allowance of $3.4 million and $3.3 million, respectively. We periodically review our accounts receivable and allowance level to ensure our methodology for determining allowances is reasonable and to accrue additional allowances if necessary. For accounts receivable as of September 30, 2025 and June 30, 2025, we provided a credit loss allowance of $171,613 and $87,728, respectively. In assessing our liquidity, we monitor and analyze our cash on hand, our ability to generate sufficient revenues sources in the future, and our operating and capital expenditure commitments. Historically, we have funded our working capital needs primarily through operations, issuances of convertible debts, private placements, loans, initial public offerings and working capital loans from stockholders. Our working capital requirements are influenced by the efficiency of our operations, the volume and dollar value of our revenue contracts, the progress in the execution of customer contracts, and the timing of accounts receivable collections. Cash Flows The following table sets forth summary of our cash flows for the periods indicated: For the periods ended September 30, 2025 2024 Net cash used in operating activities $ (4,016,518) $ (1,402,784) Net cash used in investing activities (108,800) (38,279) Net cash provided by financing activities 3,672,316 4,044,402 Effect of exchange rate changes on cash 36,578 12,386 Net increase in cash and cash equivalent (416,424) 2,615,725 Cash, beginning of the period 4,956,060 123,550 Cash, end of the period $ 4,539,636 2,739,275 Operating Activities Net cash used in operating activities was $4,016,518 in the three months ended September 30, 2025, which included a net loss of $1,357,216, adjusted for non-cash items of $1,037,413 and changes in working capital deficits of $3,696,715. The non-cash items primarily included $527,261 straight line lease expense of operating leases, $359,239 stock-based compensation for consulting expenses, $50,565 depreciation included in G&A and cost of revenue, $8,600 depreciation of right-of-use finance assets, $69,602 amortization of discount and bond issuance cost, $21,371 amortization of intangible assets, $$60,561 interest income from a third party loan, $83,325 from provision of allowance for expected credit loss and a decrease of $21,989 from deferred tax liabilities. The adjustments for changes in working capital mainly included an increase of $279,024 in accounts receivable from third parties due to an increase of revenues near period end, an increase of $82,118 in other receivable – related parties, an increase in inventory of $35,452,an increase of $2,935,837 in prepayment, deposit and other receivable – third parties and a payment of $897,689 for operating lease liabilities, partially offset by a decrease of $69,662 in contract assets, an increase of $121,571 in refund liabilities, an increase of $39,445 in accounts payable to related parties, an increase of $45,114 in accounts payable to third parties, a decrease of $43,435 in accounts receivable from related parties, a decrease of $51,279 in note receivable, a decrease of $61,133 in right of return assets, an increase of $18,175 in contract liabilities, an increase of $45,704 in tax payable, and an increase of $37,887 in accrued liabilities and other payables.
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11 Net cash used in operating activities was $1,402,784 in the three months ended September 30, 2024, including net loss of $1,335,407, adjusted for non-cash items for $612,895 and changes in working capital of negative $680,272. The non-cash items primarily included $466,723 amortization of operating lease assets, $36,159 depreciation included in G&A and cost of revenue, $7,595 depreciation of right-of-use finance assets and $12,837 from provision of allowance for expected credit loss and a decrease of $89,581 from deferred tax asset due to recognition of valuation allowance. The adjustments for changes in working capital mainly included a decrease of $402,895 and $156,850 in accounts payable — third parties and related parties, respectively, an increase of $77,812 in due from related parties because of rental income recognized for the three months ended September 30, 2024, a decrease of $470,260 in operating lease liabilities and a decrease of $24,876 in accrued expense and other payable, partially offset by a decrease of $282,864 and $257,924 in accounts receivable — third parties and related parties, respectively, due to a decrease of revenues near the period end. The $2,613,734 increase in cash used in operating activities for the three months ended September 30, 2025, compared to the prior year, was primarily due to an increase in advance deposits of $2.8 million to a supplier partly offset by an increase of $644,304 in accounts payable — third parties and related parties due to the timing of vendor, client, and related parties payment. Investing Activities Net cash used in investing activities was $108,800 and $38,279 for the three months ended September 30, 2025 and 2024, respectively. Net cash used in investing activities for the three months ended September 30, 2025, was primarily attributable to an additional loan of $108,800 to a third party. The cash used in same period of last year mainly attributable to was primarily attributable to our purchases of property and equipment and the prepayment for the installation of a security system which was still in progress as of the period ended. Financing Activities Net cash provided by financing activities was $3,672,316 for the three months ended September 30, 2025, compared with $4,044,402 for the same period in the prior year. The decrease was primarily due to a smaller scale of financing activities compared with the prior period. During the three months ended September 30, 2025, we generated cash inflows from loan borrowings of $1.2 million, private placements of $3.0 million, advances from related parties of $0.3 million and advance from shareholders of $0.1 million, which were partially offset by $0.3 million in principal repayments of convertible debt, loan repayments of $0.2 million, advance to a third party of $0.2 million and advance to related parties of $0.2 million. During the three months ended September 30, 2024, we had net proceeds of approximately $5,351,281 from the offering, partly offset by repayment of $879,574 to shareholders, loans repayment of $265,456 and advancement to related party of $126,227 during the three months ended September 30, 2024. Capital Expenditure Our capital expenditures are incurred primarily in connection with the purchase of fixed assets, including machinery and equipment, furniture and fixtures, leasehold improvement and vehicles. Our capital expenditures amounted to nil and $38,279 for the three months ended September 30, 2025 and 2024, respectively. We expect that our capital expenditures will increase in the future as our business continues to develop and expand. We intend to fund our future capital expenditures with our existing cash balance, proceeds of loans and issuance of convertible debts and private placement offering. 12 Critical Accounting Policies and Estimates We prepare our condensed consolidated financial statements in conformity with U.S. GAAP, which requires us to make judgments, estimates and assumptions that affect our reported amounts of assets, liabilities, revenue, costs and expenses, and any related disclosures. Actual results could materially differ from those estimates. Critical accounting policy is both material to the presentation of financial statements and requires management to make difficult, subjective or complex judgments that could have a material effect on
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financial condition or results of operations. Accounting estimates and assumptions may become critical when they are material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change, and that have a material impact on financial condition or operating performance. Critical accounting estimates are estimates that require us to make assumptions about matters that were highly uncertain at the time the accounting estimate were made and if different estimates that we reasonably could have used in the current period, or changes in the accounting estimate that are reasonably likely occur from period to period, have a material impact on the presentation of our financial condition, changes in financial condition or results of operations. The management of the Company believes the following critical accounting estimate is the most significantly affected by judgments and assumptions used in the preparation of our consolidated financial statements: Common Stock Warrants Instruments The Company accounts for common stock warrants as either equity-classified or liability-classified instruments based on an assessment of the instruments’ specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the instruments are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’ s own ordinary shares and whether the instrument holders could potentially require “net cash settlement” in a circumstance outside of the Company’ s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the instruments are outstanding. The Company determined, upon further review of the warrant agreement and the convertible debt agreement, that the common stock warrants are qualified for equity accounting treatment. The fair value of equity-classified warrants is estimated as of the date of issuance using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model includes various assumptions, including the fair market value of our common stock, expected life of stock options, the expected volatility and the expected risk-free interest rate, among others. These assumptions reflect our best estimates, but they involve inherent uncertainties based on market conditions generally outside our control. Refer to Notes 2 to the consolidated financial statements included in this report for further discussion of our significant accounting policies and the effect on our consolidated financial statements. Recent Accounting Pronouncements The Company considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued, see Note 2 - Summary Of Significant Accounting Policies in the note of financial statement Item 7A. Quantitative and Qualitative Disclosures About Market Risk. We are a smaller reporting company and are not required to provide the information required under this item. 13 Item 3. Quantitative and Qualitative Disclosures About Market Risk We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are not required to provide the information otherwise required under this item. Item 4. Controls and Procedures Evaluation of Disclosure Controls and Procedures Our management, with the participation of our chief executive officer and chief financial officer, has performed an evaluation of the effectiveness of our disclosure controls and procedures (as defined under Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of
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the end of the period covered by this report. Based upon this evaluation, our management concluded that as of September 30, 2025, our disclosure controls and procedures were not effective at the reasonable assurance level due to the material weaknesses described below. ● We are lacking adequate segregation of duties and effective risk assessment; and ● We are lacking sufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both the U.S. GAAP, and SEC guidelines. A material weakness is a deficiency, or a combination of deficiencies, within the meaning of PCAOB Auditing Standard AS2201, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’ s annual or interim financial statements will not be prevented or detected on a timely basis. We plan to address the weaknesses identified above by implementing the following measures: (i) Continuously hiring additional accounting staffs with comprehensive knowledge of U.S. GAAP and SEC reporting requirements; (ii) Designing and implementing formal procedures and controls supporting the Company’ s period-end financial reporting process, such as controls over the preparation and review of account reconciliations and disclosures in the consolidated financial statements; and (iii) Ameliorating our internal audit to assist with assessment of Sarbanes-Oxley compliance requirements and improvement of internal controls related to financial reporting. Changes in Internal Control over Financial Reporting During the most recent fiscal quarter, there has not been any change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 14 PART II. OTHER INFORMATION Item 1. Legal Proceedings From time to time, we may be subject to legal proceedings, investigations and claims incidental to the conduct of our business. We are currently not a party to, nor are we aware of, any legal proceedings, investigations or claims which, in the opinion of our management, are likely to have a material adverse effect on our business, financial condition or results of operations. Item 1A. Risk Factors We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are not required to provide the information otherwise required under this item. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Unregistered Sales of Equity Securities None. Use of Proceeds from Initial Public Offering of Common Stock On July 1, 2024, we closed our initial public offering (“IPO”), in which we sold 1,500,000 shares of common stock at a price to the public of $4.50 per share. The offer and sale of the shares in our IPO were registered under the Securities Act pursuant to a
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registration statement on Form S-1 (File No. 333-278416), which was declared effective by the Securities and Exchange Commission on June 27, 2024. We raised approximately $5.7 million in net proceeds after deducting underwriters’ discounts and commissions as well as offering. As of the date of this report, with the proceeds of the IPO, we used approximately $3.3 million for in marketing activities and business expansion and used approximately $2.4 million for working capital needs. We expect to use the remaining net proceeds for (i) investment in strengthening our cross-border supply chain capabilities, (ii) marketing activities to grow our customer base, (iii) strategic investments and potential mergers and acquisitions in the future, and (iv) general corporate purposes. Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures None. Item 5. Other Information None . 15 Item 6. Exhibits The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q for the quarter ended September 30, 2025. Exhibit Number Description 3.1 Articles of Incorporation of the Registrant, as currently in effect (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on April 1, 2024). 3.2 Certificate of Amendment to the Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on April 1, 2024). 3.3 Bylaws of the Registrant, as currently in effect (incorporated by reference to Exhibit 3.3 to the Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on April 1, 2024). 4.1 Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Amendment No. 2 to Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on May 14, 2024). 4.2 Form of Convertible Promissory Notes (incorporated by reference of Exhibit 4.1 to the Form 8-K (File No. 001-42140), filed with the SEC on March 5, 2025) 4.3 Form of Common Stock Purchase Warrant (incorporated by reference of Exhibit 4.2 to the Form 8-K (File No. 001-42140), filed with the SEC on March 5, 2025) 10.1 Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on April 1, 2024). 10.2 Form of Employment Agreement between the Registrant and Executive Officers (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on April 1, 2024). 10.3 Lease Agreement, effective as of February 16, 2021, between American Bear Logistics Corp. and Prologis Targeted U.S. Logistics Fund, L.P. (incorporated by reference to Exhibit 10.3 to the Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on April 1, 2024). 10.4 Southlake Business Park Office/Warehouse Lease Agreement, dated as of January 11, 2021, between American Bear Logistics Corp. and Southlake Industrial, L.P. (incorporated by reference to Exhibit 10.4 to the Registration Statement on Form S-1 (File No. 333-278416), filed with the SEC on April 1, 2024). 10.5 Lease Agreement, effective as of March 12, 2024, between American Bear Logistics Corp. and Morris Clifton Associates I, LLC (incorporated by reference to Exhibit 10.6 to the annual report on Form 10-K (File No. 001-42140), filed with the SEC on September 30, 2024).
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10.6 Lease Agreement, effective as of July 18, 2024, between American Bear Logistics Corp. and Liberty Property Limited Partnership (incorporated by reference to Exhibit 10.7 to the annual report on Form 10-K (File No. 001-42140), filed with the SEC on September 30, 2024). 10.7 First Amendment to Lease Agreement, effective as of August 11, 2024, between American Bear Logistics Corp. and Liberty Property Limited Partnership (incorporated by reference to Exhibit 10.8 to the quarterly report on Form 10-Q (File No. 001-42140), filed with the SEC on November 14, 2024). 10.8 English Translation of the Equity Transfer Agreement, dated November 5, 2024, entered into among Hubei Haoyaoshi Zhenghe Pharmacy Chain Co., Ltd, Hubei Huayao Pharmaceutical Co., Ltd., and Sichuan Hupan Jincheng Enterprise Management Co., Ltd. (incorporated by reference to Exhibit 10.1 to the Form 8-K (File No. 001-42140), filed with the SEC on November 8, 2024). 10.9 Form of Securities Purchase Agreement, by and between the Investor and Company (incorporated by reference of Exhibit 10.1 to the Form 8-K (File No. 001-42140), filed with the SEC on March 5, 2025) 10.10 Form of Security Agreement, by and between the Investor and the Company (incorporated by reference of Exhibit 10.2 to the Form 8-K (File No. 001-42140), filed with the SEC on March 5, 2025) 10.11 Form of Guarantee Agreement, by and between the Investor and ABL (incorporated by reference of Exhibit 10.3 to the Form 8-K (File No. 001-42140), filed with the SEC on March 5, 2025) 10.12 Form of Pledge Agreement, by and between the Investor and Company Form of Guarantee Agreement, by and between the Investor and ABL (incorporated by reference of Exhibit 10.4 to the Form 8-K (File No. 001-42140), filed with the SEC on March 5, 2025) 10.13 Form of Registration Rights Agreement, by and between the Investor and Company(incorporated by reference of Exhibit 10.5 to the Form 8-K (File No. 001-42140), filed with the SEC on March 5, 2025) 31.1 Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer. 31.2 Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer. 32.1# Section 1350 Certifications of Chief Executive Officer. 32.2# Section 1350 Certifications of Chief Financial Officer. 101 Inline XBRL Document Set for the consolidated financial statements and accompanying notes in Part I, Item 1, “Financial Statements” of this Quarterly Report on Form 10-Q. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). # This certification is deemed not filed for purpose of Section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act. 16 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. Lakeside Holding Limited Dated: November 19, 2025 By: /s/ Henry Liu Henry Liu Chief Executive Officer 17
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Exhibit 31.1 Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended I, Henry Liu, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Lakeside Holding Limited. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’ s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant’ s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d) Disclosed in this report any change in the registrant’ s internal control over financial reporting that occurred during the registrant’ s most recent fiscal quarter (the registrant’ s four fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’ s internal control over financial reporting; and 5. The registrant’ s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’ s auditors and the audit committee of the registrant’ s board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’ s ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’ s internal control over financial reporting. Date: November 19, 2025 /s/ Henry Liu Henry Liu Chief Executive Officer (Principal Executive Officer)
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Exhibit 31.2 Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended I, Long (Leo) Yi, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Lakeside Holding Limited. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’ s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant’ s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d) Disclosed in this report any change in the registrant’ s internal control over financial reporting that occurred during the registrant’ s most recent fiscal quarter (the registrant’ s four fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’ s internal control over financial reporting; and 5. The registrant’ s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’ s auditors and the audit committee of the registrant’ s board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’ s ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’ s internal control over financial reporting. Date: November 19, 2025 /s/ Long (Leo) Yi Long (Leo) Yi Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
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Exhibit 32.1 CERTIFICATION In connection with the Quarterly Report of Lakeside Holding Limited (the “Company”) on Form 10-Q for the quarterly period ended September 30, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Henry Liu, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to my knowledge: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the period covered by the Report. Dated: November 19, 2025 By: /s/ Henry Liu Henry Liu Chairman and Chief Executive Officer
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Exhibit 32.2 CERTIFICATION In connection with the Quarterly Report of Lakeside Holding Limited (the “Company”) on Form 10-Q for the quarterly period ended September 30, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Long (Leo) Yi, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to my knowledge: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the period covered by the Report. Dated: November 19, 2025 By: /s/ Long (Leo) Yi Long (Leo) Yi Chief Financial Officer